Management Under Direction of the Board Sample Clauses

Management Under Direction of the Board. (a) The Board shall be constituted as provided in this Article II and in the Organizational Documents of the Company. Except as otherwise expressly provided in this Agreement, the management and control of the business and affairs of the Company shall, to the maximum extent permitted by applicable Law, be vested in the Board.
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Management Under Direction of the Board. Subject to the consent rights provided in Section 8.5, the business and affairs of the Company shall be managed and controlled by a board of managers (the “Board,” and each member of the Board, a “Manager”), and the Board shall have full and complete discretion to manage and control the business and affairs of the Company, to make all decisions affecting the business and affairs of the Company and to take all such actions as it deems necessary or appropriate to accomplish the purposes of the Company as set forth herein. Notwithstanding the foregoing, no Manager in his or her individual capacity shall have the authority to manage the Company or approve matters relating to, or otherwise to bind the Company, such powers being reserved to all of the Managers acting pursuant to Section 8.2(f) through the Board and to such agents of the Company as designated by the Board.
Management Under Direction of the Board. Except as otherwise expressly provided in this Agreement or required under the Act, the business and affairs of the Company shall be managed by a board of managers (the “Board” and each member of the Board, a “Manager”), and the Board shall have full and complete authority, power, and discretion to manage and control the business, affairs, and properties of the Company, to make all decisions regarding those matters and to perform any and all other acts or activities customary or incidental to the management of the Company’s business. Without limiting the generality of the foregoing the approval of the Board shall be required for all matters not delegated by the Board to the Operator, the officers of the Company or to other authorized persons in accordance with Section 6.10, including approval of the following matters, which the Board shall not have the power to delegate to any Person, in each case except as otherwise approved in any Approved Budget:
Management Under Direction of the Board. (a) The business and affairs of the Company shall be managed and controlled by a board of managers (the “Board”, and each member of the Board, a “Manager”). The Board shall initially consist of three (3) individuals, to be appointed by the Member, and may be increased or decreased in size as decided by the Member from time to time.
Management Under Direction of the Board. (a) Except as otherwise expressly provided in this Section 5.1(a) or elsewhere in this Agreement or required under the Delaware Act, the business and affairs of the Company shall be managed and controlled by its Members through a board of the Members’ representatives (the “Board” and each member of the Board, a “Director”). The Board shall have full and complete authority, power and discretion to manage and control the business, affairs and properties of the Company and its Subsidiaries and to make all decisions and establish policies regarding those matters and to perform any and all other acts or activities customary or incidental to the management of the Company and its Subsidiaries and the Business, including the appointment of the General Manager, the Deputy General Manager and other officers; provided that Board approval shall not be required for actions proposed to be taken by or on behalf of the Company or any of its Subsidiaries if at the time of the taking of such action, authority therefor was previously expressly delegated by the Board pursuant to and in compliance with Section 5.1(b) and Section 5.1(c): (A) to the General Manager, the Deputy General Manager or other officers of the Company in accordance with Section 5.10 or by subsequent vote of the Board, (B) to the Operator pursuant to the Operating Agreement or by subsequent vote of the Board or (C) to a Construction Manager pursuant to a Construction Management Agreement or by subsequent vote of the Board (each such excepted action set forth in (A) through (C) that have been delegated pursuant to and in compliance with Section 5.1(b) or Section 5.1(c), as applicable, shall be deemed a “Permitted Company Action”).
Management Under Direction of the Board. (a) Solely for the purpose of this Article VII, the term of “Member” shall exclude any Management Member, unless otherwise specified.
Management Under Direction of the Board. Subject to the rights of the Class A-1 Members, Class A-2 Members and Management Managers to consent to or approve certain matters as expressly provided in Section 7.2 and in Section 7.6, and subject to Section 11.2, the business and affairs of the Company shall be managed and controlled by a board of Managers (the “Board”), and the Board shall, subject to the terms of this Agreement, have full and complete discretion to manage and conduct the business and affairs of the Company, to make all decisions affecting the business and affairs of the Company and to take all such actions as it deems necessary, advisable or appropriate to accomplish the purposes of the Company as set forth in Section 2.5. Notwithstanding the foregoing, no Manager in his or her individual capacity shall have the authority to manage the Company or approve matters relating to, or otherwise to bind the Company, such powers being reserved to the Managers acting pursuant to this Section 7.1 through the Board and to such agents of the Company as designated by the Board. The Board may delegate authority to the Officers, except that in each instance, the Board must approve the matters set forth in Section 7.6, and the Board or a specific Manager must approve matters expressly stated as requiring such Board or Manager consent elsewhere in this Agreement.
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Management Under Direction of the Board. (a) Except as otherwise expressly specified herein, to the fullest extent permitted by applicable law, the business and affairs of the Company shall be governed exclusively by a board of managers (the “Board,” and each member of the Board, a “Manager”). Except as otherwise expressly provided for herein, the Members hereby consent to the exercise by the Board of all such powers and rights conferred on them by the Act with respect to the management and control of the Company. No Member, in such capacity as a Member, shall have any power to act for, sign for or do any act that would bind the Company, unless otherwise authorized by the Board. Subject to Section 8.1(f), no individual Manager, in such capacity as a Manager, shall have any power to act for, sign for or do any act that would bind the Company, unless otherwise authorized by the Board.
Management Under Direction of the Board. (a) The business and affairs of the Company shall be managed and controlled by a board of managers (the “Board”, and each member of the Board, a “Manager”). The Board shall initially consist of five (5) individuals and may be increased or decreased as approved by the Board. The initial Board shall consist of the persons listed on Schedule B. Except as otherwise provided in this Section 6.1, the Board shall consist of:
Management Under Direction of the Board. Except as otherwise expressly provided in this Agreement or required under the Act, the business and affairs of the Company will be managed by a board of managers (the “Board” and each member of the Board, a “Manager”), and the Board will have full and complete power and authority to manage and control the business, affairs, and properties of the Company, to make all decisions regarding those matters and to perform any and all other acts or activities customary or incidental to the management of the Company’s business. It is acknowledged and agreed that the Board (a) has delegated, to the extent provided for in this Agreement, or may in the future permanently delegate, its power and authority to officers, employees, agents and representatives of the Company in accordance with Section 6.10 or other provisions of this Agreement and (b) has delegated certain of its power and authority to the Operator in accordance with Section 6.11 or other provisions of this Agreement. Without limiting the generality of the foregoing, Unanimous Board Approval will be required for those matters set forth in Section 6.12 and such other matters as expressly require Unanimous Board Approval elsewhere in this Agreement.
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