Manager Managed Company Clause Samples
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Manager Managed Company. Except to the extent otherwise provided in this Agreement, the management, control and direction of the Company and its operations, business and affairs shall be vested in the Manager, which shall have the right, power and authority to carry out any and all of the purposes of the Company and to perform or refrain from performing any and all acts that the Manager may deem necessary, desirable, appropriate or incidental thereto, in its sole discretion. The Members hereby designate ▇▇▇▇▇▇▇ as the Manager. The Manager may appoint such other officers as the Manager may determine. Such officers shall have such responsibilities and authorities as designated by the Manager, subject to the applicable restrictions set forth herein and to the direction of the Manager. Except as otherwise set forth in this Agreement, the Company shall not be entitled to (and the Manager may not authorize the Company to) Transfer any shares of Common Stock or other securities of PubCo held by the Company without the prior written consent of the Manager and Quantum.
Manager Managed Company. The Company shall be manager-managed, with the management of the Company vested in the Managers as provided in this agreement.
Manager Managed Company. Except to the extent otherwise provided in this Agreement, the management, control and direction of the Company and its operations, business and affairs shall be vested in the Manager, which shall have the right, power and authority to carry out any and all of the purposes of the Company and to perform or refrain from performing any and all acts that the Manager may deem necessary, desirable, appropriate or incidental thereto, in its sole discretion. The Members hereby designate PubCo as the Manager. The Manager may appoint such other officers as the Manager may determine. Such officers shall have such responsibilities and authorities as designated by the Manager, subject to the applicable restrictions set forth herein and to the direction of the Manager. Except as otherwise set forth in this Agreement and other than in connection with a transaction pursuant to which all of the outstanding ▇▇▇▇▇▇▇ Minerals Holdings Units not held by PubCo are converted into cash, property or securities of another Person (and in which case the holders of Units will have the right to receive the same cash, property or other securities that received by the other holders of ▇▇▇▇▇▇▇ Minerals Holdings Units (other than PubCo) upon the vesting of Units), the Company shall not be entitled to (and the Manager may not authorize the Company to) Transfer any ▇▇▇▇▇▇▇ Minerals Holdings Units, shares of PubCo Class B Common Stock, other securities of ▇▇▇▇▇▇▇ Minerals Holdings or PubCo or Other Distributable Property held by the Company without the prior written consent of the Manager and the holders of a majority of the outstanding Units.
Manager Managed Company. The business of the Company shall be managed by or under the direction of a Board of Managers (the “Board of Managers”). The Board of Managers may exercise all powers of the Company and do all such lawful acts as are not by statute, the Articles of Organization or this Operating Agreement directed or required to be exercised or done by the Member and in so doing shall have the right and authority to take all actions which the Board of Managers deems necessary, useful or appropriate for the management and conduct of the business of the Company; provided, however, that the Member may amend this Operating Agreement at any time and thereby broaden or limit the Board of Managers’ power and authority.
Manager Managed Company