Decisions by the Board Sample Clauses

Decisions by the Board of Managers shall require a majority of the voting interest. Each Member of the Board of Managers shall vote in the best interest of that Board Membersappointing member; shall have the right to grant a proxy to a fellow Board Member or Board Members when in the best interest of that Board Member’s appointing member; and shall agree to support all decisions made by the Board of Managers. The appointment to the Board of Managers of the Independent Board member, when needed, shall be by unanimous decision of the Members. In the event of a deadlock between the Manager appointed by Xxxxxxx and the Manager appointed by DCA, both Managers agree to appoint an independent third party to the Board for the limited purpose of casting the deciding vote on the issue underlying the deadlock. This third party shall be mutually agreed upon by both Managers, and shall serve on the Board only for the duration of the resolution of the deadlock, or ninety
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Decisions by the Board. 5.1 Subject as provided in CLAUSE 5.2 below and save as required by law, all decisions concerning AVH and any Subsidiary shall be taken by the Board. A simple majority of the Directors, which majority must include at least one A Director and one B Director, shall be required in respect of any decision by the Board to undertake any of the following:
Decisions by the Board shall require a majority vote of all managers present at each meeting, each of whom shall be entitled to one vote.
Decisions by the Board. So long as Liquid Audio (or its Affiliates) ---------------------- and Super Stage (or its Affiliates) are shareholders of LAJ, the following actions set forth in this Section 3.3 shall require the affirmative vote of [*] of the Board members present at a duly convened meeting of the Board in addition to any shareholder action required under the Code or the Articles:
Decisions by the Board. 13.1 Any dispute or disagreement that arises under, or as a result of, or pursuant to, this Agreement shall be resolved by the Board in its sole and absolute discretion, and any resolution or any other determination by the Board under, or pursuant to, this Agreement and any interpretation by the Board of the terms and conditions of this Agreement or of the Plan shall be final, binding, and conclusive on all persons affected thereby. [Insert Name] Restricted Stock Agreement dated [*] 2 of 3
Decisions by the Board. Any dispute or disagreement that arises under, or as a result of, or pursuant to, this Agreement shall be resolved by the Board in its sole and absolute discretion, and any such resolution or any other determination by the Board under, or pursuant to, this Agreement and any interpretation by the Board of the terms of this Agreement or the Plan shall be final, binding, and conclusive on all persons affected thereby. For purposes of this Agreement, any action that is required to be or that may be taken by the Board, shall mean taken in accordance with the by-laws of the Company by the directors then in office, but excluding therefrom the Grantee so that the Board shall be considered to consist of all directors then in office other than the Grantee. In Witness Whereof, the Board has caused this Agreement to be executed by the Chairman of the Board, and the Grantee has hereunto set his hand and seal, all effective on the Award Date. Sterling Construction Company, Inc. By: Pxxxxxx X. Xxxxxxx, Chairman [Name of the Grantee]

Related to Decisions by the Board

  • Determinations and Actions by the Board of Directors The Board of Directors of the Company shall have the exclusive power and authority to administer this Agreement and to exercise the rights and powers specifically granted to the Board of Directors of the Company or to the Company, or as may be necessary or advisable in the administration of this Agreement, including, without limitation, the right and power to (i) interpret the provisions of this Agreement and (ii) make all determinations deemed necessary or advisable for the administration of this Agreement (including, without limitation, a determination to redeem or not redeem the Rights or to amend this Agreement). All such actions, calculations, interpretations and determinations (including, for purposes of clause (y) below, all omissions with respect to the foregoing) that are done or made by the Board of Directors of the Company in good faith, shall (x) be final, conclusive and binding on the Company, the Rights Agent, the holders of the Rights, as such, and all other parties, and (y) not subject the Board of Directors to any liability to the holders of the Rights.

  • Determinations and Actions by the Board of Directors, etc For all purposes of this Agreement, any calculation of the number of Common Shares outstanding at any particular time, including for purposes of determining the particular percentage of such outstanding Common Shares of which any Person is the Beneficial Owner, shall be made in accordance with the last sentence of Rule 13d-3(d)(1)(i) of the General Rules and Regulations under the Exchange Act. The Board of Directors of the Company shall have the exclusive power and authority to administer this Agreement and to exercise all rights and powers specifically granted to the Board, or the Company, or as may be necessary or advisable in the administration of this Agreement, including, without limitation, the right and power to (i) interpret the provisions of this Agreement and (ii) make all determinations deemed necessary or advisable for the administration of this Agreement (including a determination to redeem or not redeem the Rights or to amend the Agreement). All such actions, calculations, interpretations and determinations (including, for purposes of clause (y) below, all omissions with respect to the foregoing) which are done or made by the Board in good faith, shall (x) be final, conclusive and binding on the Company, the Rights Agent, the holders of the Rights Certificates and all other parties and (y) not subject the Board to any liability to the holders of the Rights.

  • Decisions by Members Whenever in this Agreement reference is made to the decision, consent, approval, judgment, or action of the Members, unless otherwise expressly provided in this Agreement, such decision, consent, approval, judgment, or action shall mean a Majority of the Members.

  • Decisions of the Board The decision of the majority shall be the decision of the Board. Where there is no majority decision, the decision of the chairperson shall be the decision of the Board. The decision of the Board of Arbitration shall be final and binding and enforceable upon all parties but in no event shall the Board of Arbitration have the power to change this agreement or to alter, modify or amend any of its provisions. However, the Board shall have the power to dispose of any discharge or discipline grievances by any arrangement which in its opinion it deems just and equitable.

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