Exclusive Authority to Manage Sample Clauses

Exclusive Authority to Manage. 18 Section 7.2.
Sample 1
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Exclusive Authority to Manage. (a) Except as provided in the Act or as expressly provided herein, the Management Committee shall have the exclusive power and authority over the conduct of the Company's business, operations and affairs. The Management Committee is hereby authorized and empowered, on behalf and in the name of the Company (i) to carry out the purposes of the Company and (ii) to perform all acts, and to enter into (or cause officers of the Company to enter into) and to perform all contracts and other undertakings, which the Management Committee may in its sole discretion deem necessary or advisable, or which are incidental, to carry out the purposes of the Company and which are not in contravention of this Agreement. Any action taken by the Management Committee shall constitute the act of and serve to bind the Company. No individual Manager shall have the power to act individually on behalf of the Management Committee or on behalf of the Company, except by authority expressly granted by the Management Committee. The Management Committee shall have the sole power to bind the Company, except to the extent that such power and authority is expressly delegated to any Person by the Management Committee or this Agreement, including the retention of any power or authority by the Members. No delegation of power and authority by the Management Committee shall cause the Management Committee to cease to be the Management Committee of the Company.
Sample 1
Exclusive Authority to Manage. (a) Except as provided in the Act or as expressly provided herein, the Board of Managers shall have the exclusive power and authority over the conduct of the Company’s business, operations and affairs. The Board of Managers is hereby authorized and empowered, on behalf and in the name of the Company (i) to carry out the purposes of the Company and (ii) to perform all acts, and to enter into (or cause officers of the Company to enter into) and to perform all contracts and other undertakings, which the Board of Managers may in its sole discretion deem necessary or advisable, or which are incidental, to carry out the purposes of the Company and which are not in contravention of this Agreement. Any action taken by the Board of Managers shall constitute the act of and serve to bind the Company and each Member thereof. The Board of Managers shall be the sole Person with the power to bind the Company, except to the extent that such power and authority is expressly delegated to any other Person by the Board of Managers, including, but not limited to, officers of the Company appointed by the Board of Managers (“Officers”). No delegation of power and authority by the Board of Managers shall cause the Board of Managers to cease to be the Board of Managers of the Company.
Sample 1
Exclusive Authority to Manage. (a) Except as provided in the Act or as expressly provided herein, the Managing Member shall have the exclusive power and authority over the conduct of the Company’s business, operations and affairs. The Managing Member is hereby authorized and empowered, on behalf and in the name of the Company (i) to carry out the purposes of the Company and (ii) to perform all acts, and to enter into and to perform all contracts and other undertakings, which the Managing Member may in its sole discretion deem necessary or advisable, or which are incidental, to carry out the purposes of the Company and which are not in contravention of this Agreement. Any action taken by the Managing Member shall constitute the act of and serve to bind the Company and each Member thereof. The Managing Member shall be the sole Person with the power to bind the Company, except to the extent that such power and authority is expressly delegated to any other Person by the Managing Member or this Agreement. No delegation of power and authority by the Managing Member shall cause the Managing Member to cease to be the Managing Member of the Company.
Sample 1

Related to Exclusive Authority to Manage

  • Authority to Sign If this document is not signed by all of the persons comprising the Supplier, any person who has signed this document warrants to DFMC that it is duly authorised to sign and bind all the persons comprising the Supplier.

  • Authority to Sell The execution and delivery of this Agreement, and the completion of the transaction contemplated by this Agreement has been duly and validly authorized by all necessary corporate action on the part of the Vendor, and this Agreement constitutes a legal, valid and binding obligation of the Vendor enforceable against the Vendor in accordance with its terms except as may be limited by laws of general application affecting the rights of creditors;

  • Authority to Bind Parties Neither party in the performance of any and all duties under this Agreement, except as otherwise provided in this Agreement, has any authority to bind the other to any agreements or undertakings.

  • AUTHORITY TO MODIFY Pursuant to the Financial Regulations and Rules of UNDP, only the UNDP Authorized Official possesses the authority to agree on behalf of UNDP to any modification of or change in this Agreement, to a waiver of any of its provisions or to any additional contractual relationship of any kind with the Contractor. Accordingly, no modification or change in this Contract shall be valid and enforceable against UNDP unless provided by an amendment to this Agreement signed by the Contractor and jointly by the UNDP Authorized Official.

  • Authority to Borrow Evidence that the execution, delivery and performance by the Borrower of this Agreement and any document, instrument or agreement required hereunder have been duly authorized.

  • Authority to Bind Each individual who executes this Agreement on behalf of a party represents that he/she is duly authorized to execute this Agreement on behalf of that party and is operating within the scope of his/her authority.

  • Authority to Execute Each person executing this Agreement represents and warrants that he or she is duly authorized and has legal authority to execute and deliver this Agreement. Each party represents and warrants to the other that the execution and delivery of this Agreement and the performance of such party’s obligations hereunder have been duly authorized. [Signatures on Following Page]

  • Authority to Bind Contractor The signatory for the Contractor represents that he/she has been duly authorized to execute this Contract on behalf of the Contractor and has obtained all necessary or applicable approvals to make this Contract fully binding upon the Contractor when his/her signature is affixed, and accepted by the State.

  • Authority to Execute Agreement Each of the Parties represents and warrants that its undersigned representative has been expressly authorized to execute this Agreement for and on behalf of such Party.

  • Outage Authority and Coordination Developer and Connecting Transmission Owner may each, in accordance with NYISO procedures and Good Utility Practice and in coordination with the other Party, remove from service any of its respective Attachment Facilities or System Upgrade Facilities and System Deliverability Upgrades that may impact the other Party’s facilities as necessary to perform maintenance or testing or to install or replace equipment. Absent an Emergency State, the Party scheduling a removal of such facility(ies) from service will use Reasonable Efforts to schedule such removal on a date and time mutually acceptable to both the Developer and the Connecting Transmission Owner. In all circumstances either Party planning to remove such facility(ies) from service shall use Reasonable Efforts to minimize the effect on the other Party of such removal.

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