Common use of Other Committees Clause in Contracts

Other Committees. The Board of Directors may, from time to time, appoint such other committees as may be permitted by law. Such other committees appointed by the Board of Directors shall consist of one (1) or more members of the Board of Directors and shall have such powers and perform such duties as may be prescribed by the resolution or resolutions creating such committees, but in no event shall any such committee have the powers denied to the Executive Committee in these Bylaws.

Appears in 19 contracts

Samples: Agreement and Plan of Merger (Horizon Pharma PLC), Business Combination Agreement (Freedom Acquisition I Corp.), Agreement and Plan of Merger (Supernova Partners Acquisition Co II, Ltd.)

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Other Committees. The Board of Directors mayTrustees may appoint other committees, from time to time, appoint such other committees as may be permitted by law. Such other committees appointed by the Board of Directors shall consist each consisting of one (1) or more members of the Board of Directors and persons, who need not be Trustees. Each such committee shall have such powers and perform such duties as may be prescribed assigned to it from time to time by the resolution or resolutions creating such committeesBoard of Trustees, but in no event shall not exercise any such power which may lawfully be exercised only by the Board of Trustees or a committee have the powers denied to the Executive Committee in these Bylawsthereof.

Appears in 16 contracts

Samples: Agreement (Stein Roe Trust), Agreement (Stein Roe Institutional Trust), Agreement (Stein Roe Floating Rate Income Fund)

Other Committees. The Board of Directors may, from time to time, appoint such other committees as may be permitted by law. Such other committees appointed by the Board of Directors shall consist of one (1) or more members of the Board of Directors and shall have such powers and perform such duties as may be prescribed by the resolution or resolutions creating such committees, but in no event shall any such committee have the powers denied to the Executive Committee in these Bylaws.

Appears in 9 contracts

Samples: Business Combination Agreement (Atlantic Coastal Acquisition Corp. II), Agreement and Plan of Merger (Tetraphase Pharmaceuticals Inc), Subscription Agreement (Amplitude Healthcare Acquisition Corp)

Other Committees. The Board of Directors may, from time to time, appoint may establish such other committees as may be permitted of the Board of Directors, appoint to such committees the Directors or Alternates, and delegate to such committees the powers, except those which by law. Such other committees appointed by , the Certificate, or this Agreement are otherwise reserved, as the Board of Directors shall consist of one (1) or more members of the Board of Directors and shall have such powers and perform such duties as may be prescribed by the resolution or resolutions creating such committees, but in no event shall any such committee have the powers denied to the Executive Committee in these Bylawsconsiders appropriate.

Appears in 5 contracts

Samples: Operating Agreement, Operating Agreement, Operating Agreement

Other Committees. The Board of Directors may, from time to time, may appoint such other committees as may be permitted by law. Such other committees appointed by the Board of Directors shall consist of one (1) or more members of the Board of Directors and which shall have such powers and perform such duties as may be prescribed delegated from time to time by the resolution or resolutions creating such committees, but in no event shall any such committee have the powers denied to the Executive Committee in these BylawsBoard.

Appears in 3 contracts

Samples: Scudder New Europe Fund Inc, Kemper New Europe Fund Inc, Scudder New Europe Fund Inc

Other Committees. The Board board of Directors may, from time to time, appoint such directors may designate other committees consisting of one or more directors. Each member of a committee shall serve for such term and the committee shall have and may exercise such duties, functions and powers as these bylaws and the board of directors may be permitted provide, except as otherwise restricted by law. Such other committees appointed by the Board of Directors shall consist of one (1) or more members of the Board of Directors and shall have such powers and perform such duties as may be prescribed by the resolution or resolutions creating such committees, but in no event shall any such committee have the powers denied to the Executive Committee in these Bylaws.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Protective Life Corp), Agreement and Plan of Merger (Habit Restaurants, Inc.), Agreement and Plan of Merger (Usg Corp)

Other Committees. The Board of Directors may, from time to timeby resolution passed by a majority of the whole Board, appoint such designate one or more other committees as may be permitted by law. Such other committees appointed by the Board committees, each of Directors which shall consist of one (1) or more Directors. The Board may designate one or more Directors as alternate members of any committee, who may replace any absent or disqualified member at any meeting of the committee. Each such committee shall have and may exercise such powers and authority of the Board of Directors in the management of the business and affairs of the Corporation as the Board shall have such powers and perform such duties as may be prescribed by provide in the resolution or resolutions creating designating such committeescommittee, but in no event shall any such committee have the powers denied to the Executive Committee in these Bylawsexcept as otherwise provided by statute.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Ashland Coal Inc), Agreement and Plan of Merger (Ashland Inc)

Other Committees. The Board of Directors may, from time to time, appoint such other committees as may be permitted by applicable law. Such other committees appointed by the Board of Directors shall consist of one (1) or more members of the Board of Directors and shall have such powers and perform such duties as may be prescribed by the resolution or resolutions creating such committees, but in no event shall any such committee have the powers denied to the Executive Committee in these Bylaws.

Appears in 2 contracts

Samples: Agreement and Plan of Merger and Reorganization (Arrowroot Acquisition Corp.), Agreement and Plan of Merger (Panacea Acquisition Corp)

Other Committees. The Board of Directors may, by resolution passed by a majority of the whole Board of Directors, from time to time, time appoint such other committees as may be permitted by law. Such other committees appointed by the Board of Directors shall consist of one (1) or more members of the Board of Directors Directors, and shall have such powers and perform such duties as may be prescribed by the resolution or resolutions creating such committees, but in no event shall any such committee committees have the powers denied to the Executive Committee in these Bylaws.

Appears in 2 contracts

Samples: Joint Venture Agreement (Molecular Simulations Inc), Joint Venture Agreement (Pharmacopeia Inc)

Other Committees. The Board of Directors may, from time by resolution passed by a majority of the whole Board, designate other committees, each committee to timeconsist of two or more directors, appoint which committees shall have such other committees power and authority and shall perform such functions as may be permitted by lawprovided in such resolution. Such other committee or committees appointed shall have such name or names as may be designated by the Board of Directors shall consist of one (1) or more members of the Board of Directors and shall have such powers keep regular minutes of their proceedings and perform such duties as may be prescribed by report the resolution or resolutions creating such committees, but in no event shall any such committee have the powers denied same to the Executive Committee in these BylawsBoard of Directors when required.

Appears in 2 contracts

Samples: 9 Transaction Agreement (Blum Richard C & Associates L P), 9 Transaction Agreement (Kinetic Concepts Inc /Tx/)

Other Committees. The Board of Directors may, by resolution passed by a majority of the whole Board of Directors, from time to time, time appoint such other committees as may be permitted by law. Such other committees appointed by the Board of Directors shall consist of one (1) or more members of the Board of Directors and shall have such powers and perform such duties as may be prescribed by the resolution or resolutions creating such committees, but in no event shall any such committee have the powers denied to the Executive Committee in these Bylaws.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Capital City Energy Group, Inc.), Agreement and Plan of Merger (Innovative Consumer Products, Inc.)

Other Committees. The Board board of Directors may, from time to directors at any time, by resolution adopted by a majority of the board of directors, may appoint from among its members such other committees and the chairmen thereof as it may deem to be permitted by lawadvisable. Such other committees appointed by the Board of Directors shall consist of one (1) or more members of the Board of Directors and Each such committee shall have such powers and perform such duties authority as may be prescribed are set forth in the resolutions pertaining thereto from time to time adopted by the resolution or resolutions creating such committees, but in no event shall any such committee have the powers denied to the Executive Committee in these Bylawsboard.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Northwest Natural Gas Co), Agreement and Plan of Merger and Reorganization (Northwest Natural Gas Co)

Other Committees. The Board of Directors may, from time to time, appoint such other committees as may be permitted by law. Such other committees appointed by the Board of Directors shall consist of one (1) or more members of the Board of Directors and shall have such powers and perform such duties as may be prescribed by the resolution or resolutions creating such committees, but in no event shall any such committee have the powers denied to the Executive Committee in these Bylaws. (Del. Code Xxx., tit. 8, § 141(c))

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Gilead Sciences Inc), Agreement and Plan of Merger (Cornerstone OnDemand Inc)

Other Committees. The Board of Directors mayDirectors, from time by resolution adopted by a majority of the entire Board, may designate one or more additional committees, each committee to time, appoint such other committees as may be permitted by law. Such other committees appointed by the Board of Directors shall consist of one (1) or more members of the Directors of the Corporation, which shall have such name or names and shall have and may exercise such powers of the Board of Directors in the management of the business and shall have such powers and perform such duties as may be prescribed by affairs of the resolution or resolutions creating such committeesCorporation, but in no event shall any such committee have except the powers denied to the Executive Committee in these BylawsCommittee, as may be determined from time to time by the Board of Directors.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Applied Nanotech Holdings, Inc), Agreement and Plan of Merger (Applied Nanotech Holdings, Inc)

Other Committees. The Board of Directors mayDirectors, from time to timeby resolution duly adopted, appoint may establish such other standing or special committees as may be permitted by law. Such other committees appointed by the Board of Directors shall consist of one (1) or more members of the Board Board, consisting of Directors at least two Directors, as it may deem advisable; and the members, terms and authority of such committees shall have such powers and perform such duties be as may be prescribed by set forth in the resolution or resolutions creating such committees, but in no event shall any such committee have establishing the powers denied to the Executive Committee in these Bylawssame.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Media General Inc), Agreement and Plan of Merger (Nexstar Broadcasting Group Inc)

Other Committees. The Board of Directors may, from time to timeby resolution, constitute and appoint such other committees to perform such other duties and functions, as may be permitted by law. Such other committees appointed by the Board of Directors shall consist of one (1) or more members of the Board of Directors and shall have such powers and perform such duties as may be prescribed by the resolution or resolutions creating such committees, but in no event shall any such committee have the powers denied to the Executive Committee in these Bylawsdeem appropriate.

Appears in 2 contracts

Samples: Network Charter School Agreement, Network Charter School Agreement

Other Committees. (a) The Board of Directors may, by resolution adopted by a majority of the number of directors then in office, establish additional standing or special committees of the Board of Directors, each of which shall consist of two or more directors (the exact number to be determined from time to time, appoint such other committees as may be permitted by law. Such other committees appointed time by the Board of Directors shall consist of one (1Directors) or more members of the Board of Directors and and, subject to Section 5.11, shall have such powers and perform such duties functions as may be prescribed delegated to it by the resolution or resolutions creating such committees, but in no event shall Board of Directors. No member of any such additional committee have need be an officer of the powers denied to the Executive Committee in these BylawsCorporation.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Grey Wolf Inc), Agreement and Plan of Merger (Basic Energy Services Inc)

Other Committees. The Board of Directors mayManagers may appoint other committees, from time to time, appoint such other committees as may be permitted by law. Such other committees appointed by the Board of Directors shall consist each consisting of one (1) or more members of the Board of Directors and persons, who need not be Managers. Each such committee shall have such powers and perform such duties as may be prescribed assigned to it from time to time by the resolution or resolutions creating such committeesBoard of Managers, but in no event shall not exercise any such power which may lawfully be exercised only by the Board of Managers or a committee have the powers denied to the Executive Committee in these Bylawsthereof.

Appears in 1 contract

Samples: Stein Roe Floating Rate Limited Liability Co

Other Committees. The Board of Directors mayDirectors, from time to time, appoint such other committees as may be permitted by law. Such other committees appointed resolution adopted by a majority of the entire Board of Directors shall Directors, may designate one or more additional committees, each committee to consist of one (1) or more members of the directors of the Corporation, which shall have such name or names and shall have and may exercise such powers of the Board of Directors and shall have such powers and perform such duties as may be prescribed by the resolution or resolutions creating such committeesDirectors, but in no event shall any such committee have except the powers denied to the Executive Committee in these BylawsCommittee, as may be determined from time to time by the Board of Directors. Such committees shall provide for their own rules of procedure, subject to the same restrictions thereon as provided above for the Executive Committee.

Appears in 1 contract

Samples: Agreement and Plan of Merger (First Security Group Inc/Tn)

Other Committees. The Board of Directors may, from time to time, time appoint such other committees as may be permitted by law. Such other committees appointed by the Board of Directors shall consist of one (1) or more members of the Board of Directors and shall have such powers and perform such duties as may be prescribed by the resolution or resolutions creating such committeescommittee, but in no event shall any such committee have the powers denied to the Executive Committee in these Bylaws.

Appears in 1 contract

Samples: Distribution Agreement (CombiMatrix Corp)

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Other Committees. The Board may, by resolution passed by a majority of Directors maythe entire Board, from time to time, time appoint such other committees as may be permitted by law. Such other committees appointed by the Board of Directors shall consist of one (1) or more members of the Board of Directors and shall have such powers and perform such duties as may be prescribed by the resolution or resolutions creating such committeescommittee, but in no event shall any such committee have the powers denied to the Executive Committee in these Bylaws. Such committee or committees shall have such name or names as may be determined from time to time by resolution adopted by the Board.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Astellas Pharma Inc.)

Other Committees. The Board of Directors may, from time to time, appoint such other committees as may be permitted by law. Such other committees appointed by the Board of Directors shall must consist of one (1) or more members of the Board directors of Directors the Corporation and shall will have such powers and perform such duties as may be prescribed by the resolution or resolutions creating such committees, but in no event shall will any such committee have the powers denied to the Executive Committee in these Bylaws.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Woodward, Inc.)

Other Committees. The Board of Directors may, by resolution passed by a majority of a quorum of the Board, from time to time, time appoint such other committees as may be permitted by law. Such other committees appointed by the Board of Directors shall consist of one (1) or more members of the Board of Directors and shall have such powers and perform such duties as may be prescribed by the resolution or resolutions creating such committeescommittee, but in no event shall any such committee have the powers denied to the Executive Committee in these BylawsBy-Laws.

Appears in 1 contract

Samples: Indemnification Agreement (McKesson Corp)

Other Committees. The Board of Directors may, from time to time, appoint such other committees as may be permitted by law. Such other committees appointed by the Board of Directors shall consist of one (1) or more members of the Board of Directors and shall have such powers and perform such duties as may be prescribed by the resolution or resolutions creating such committees, but in no event shall any such committee have the powers denied to the Executive Committee in these Bylaws.. (c)

Appears in 1 contract

Samples: Agreement and Plan of Merger (La Jolla Pharmaceutical Co)

Other Committees. The Board of Directors may, may also appoint from time to time, appoint among its own members such other committees as the board may determine, which shall in each case consist of not less than two directors, and which shall have such powers and duties as shall from time to time be permitted prescribed by the board. Subject to applicable law. Such other committees , the Chief Executive Officer shall be a member ex officio of each committee appointed by the Board of Directors shall consist of one (1) or more members of the Board of Directors and shall have such powers and perform such duties as may be prescribed by the resolution or resolutions creating such committees, but in no event shall any such committee have the powers denied to the Executive Committee in these BylawsDirectors.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Green Plains Renewable Energy, Inc.)

Other Committees. The Board of Directors may, from time to time, appoint such other committees as may be permitted by applicable law. Such other committees appointed by the Board of Directors shall consist of one (1) or more members of the Board of Directors and shall have such powers and perform such duties as may be prescribed by the resolution or resolutions creating such committees, but in no event shall any such committee have the powers denied to the Executive Committee in these the Bylaws.

Appears in 1 contract

Samples: Agreement and Plan of Merger (MedTech Acquisition Corp)

Other Committees. The Board of Directors may, by resolution passed by a majority of the whole Board, from time to time, time appoint such other committees as may be permitted by law. Such other committees appointed by the Board of Directors shall consist of one (1) or more members of the Board of Directors and shall have such powers and perform such duties as may be prescribed by the resolution or resolutions creating such committeescommittee, but in no event shall any such committee have the powers denied to the Executive Committee in these Bylaws.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Heuristic Development Group Inc)

Other Committees. The Board of Directors may, from time to time, appoint such may similarly create other committees as may be permitted by law. Such other committees appointed by the Board of Directors shall consist of one (1) or more members of the Board of Directors for such terms and shall have with such powers and perform such duties as may be prescribed by the resolution or resolutions creating such committees, but in no event shall any such committee have the powers denied to the Executive Committee in these BylawsBoard deems appropriate.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Powerhouse Technologies Inc /De)

Other Committees. The Board of Directors may, from From time to time, the Board of Directors may constitute and appoint any other committee or committees which the Board of Directors may deem necessary or proper for the conduct of the Corporation’s business. Any such other committees as may be permitted by law. Such other committees appointed committee created by the Board of Directors shall consist of one (1) or more members of the Board of Directors and shall have such duties, powers and perform such duties authority as may shall be prescribed by specified in the resolution or resolutions creating constituting such committees, but in no event shall any such committee have the powers denied to the Executive Committee in these Bylawscommittee.

Appears in 1 contract

Samples: Securities Purchase Agreement (Borders Group Inc)

Other Committees. The Board of Directors may, from time to time, appoint may create such other committees as may be permitted by law. Such other committees appointed by the Board of Directors shall consist of one (1) or more members of the Board of Directors and shall have such powers and perform such duties as may be prescribed by the resolution or resolutions creating such committees, but in no event shall any such committee have the powers denied from time to the Executive Committee in these Bylawstime appoint.

Appears in 1 contract

Samples: www.maxwellfarmsc.com

Other Committees. The Board of Directors may, from time to time, appoint such other committees as may be permitted by applicable law. Such other committees appointed by the Board of Directors shall consist of one (1) or more members of the Board of Directors and shall have such powers and perform such duties as may be prescribed by the resolution or resolutions creating such committees, but in no event shall any such committee have the powers denied to the Executive Committee in these Bylaws.

Appears in 1 contract

Samples: Letter Agreement (BioPlus Acquisition Corp.)

Other Committees. The Board of Directors may, from time to timein its discretion, by resolution, appoint such other committees which shall have and may exercise such powers as shall be conferred or authorized by the resolution appointing them. A majority of any such committee, composed of more than two members, may be permitted by law. Such other committees appointed by determine its action and fix the time and place of its meetings, unless the Board of Directors shall consist of one (1) or more members of the otherwise provide. The Board of Directors and shall have such powers and perform such duties as may be prescribed by power at any time to change the resolution or resolutions creating such committees, but in no event shall membership of any such committee have the powers denied committee, to the Executive Committee in these Bylawsfill vacancies, and to discharge any such committee.

Appears in 1 contract

Samples: Credit Agreement (International Shipholding Corp)

Other Committees. The Board of Directors may establish other committees, in addition to the Executive Committee, to accomplish the goals and execute the programs of the Corporation. Such committees shall have such responsibilities and powers as the Board of Directors shall specify. Members of such committees may, from time to timebut need not, appoint such other committees as may be permitted by lawmembers of the Board of Directors. Such other committees A committee member appointed by the Board of Directors shall consist of one (1) or more members of may be removed by the Board of Directors and shall have such powers and perform such duties as may be prescribed by the resolution with or resolutions creating such committees, but in no event shall any such committee have the powers denied to the Executive Committee in these Bylawswithout cause.

Appears in 1 contract

Samples: Innovation Network School Agreement

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