The Managers. The business and affairs of the Company shall be managed by the Managers on behalf of the Company, who collectively shall comprise the Board of Managers. All management decisions shall be made by the Managers. Managers may also be officers of the Company. The number of Managers constituting the entire Board of Managers initially shall be set at three (3). The number of Managers may be changed from time to time by resolution of the Board of Managers. The Managers shall possess all rights and powers generally conferred by law and all rights and powers that are necessary, advisable or consistent in connection therewith and with the provisions of this Amended and Restated Agreement. A majority vote of the Board of Managers shall bind all of the Managers. The Managers shall also be vested with all specific rights and powers required for or appropriate to the management, conduct or operation of the business of the Company.
The Managers. (a) Except as provided herein, the full, exclusive and complete discretion in the management and control of the business and affairs of the Company shall be vested in the “Managers.” The Managers, who may but need not be Persons other than the Member, shall be considered “managers” as that term is used in the TBOC.
The Managers. The Managers shall be the Persons named as such in Section 2.7 (in such capacity, the “Manager” pursuant to Section 13.1-1024 of the Act). The term of a Manager shall continue until a successor is duly elected, unless the Manager is sooner removed by or as a result of the earliest to occur of: (i) the direction of Members entitled to elect such Manager in accordance with Section 4.3 hereof to remove such Manager; (ii) operation of law; (iii) an order or decree of any court of competent jurisdiction; or (iv) voluntary resignation or death.
The Managers. Each Manager hereby severally, and not jointly, represents and warrants to Bus and the other Shareholders with respect to itself and the share options which may be issued to such Manager pursuant to the Management Incentive Plan, and not with respect to any other Manager or any Shares that it has full power and authority to execute and deliver, to perform its obligations under and to consummate the transactions contemplated by this Agreement and by the Management Incentive Plan. This Agreement is a valid and legally binding agreement of such Manager, enforceable against such Manager in accordance with its terms, subject to applicable bankruptcy, reorganisation, insolvency, moratorium and other laws affecting creditors’ rights generally and, as to enforceability, general equitable principles.
The Managers. 1. The Manager is free without any impediment whatsoever to enter into and perform his obligations under this Agreement or his Service Agreement and there is no other form of agreement or binding obligation or fact or matter subsisting in relation to him which might prevent him from entering into or performing his obligations under the same or so far as that Manager is aware which might entitle any third person, firm or company to bring a claim in relation to the subject matter of this Agreement or his employment agreement.
The Managers. The business and affairs of the Company shall be managed by the Managers on behalf of the Company, who collectively shall comprise the Board of Managers. All management decisions shall be made by the Managers. Managers may also be officers of the Company. The number of Managers constituting the entire Board of Managers initially shall be set at three
The Managers. Except as otherwise provided in this Agreement, the business and affairs of the Company will be managed by and under the direction of the Managers, subject to the limitations and restrictions set forth in this Agreement. The Managers may execute on behalf of the Company all instruments, documents and contracts, exercise all of the powers of the Company, and do all such lawful acts and things, that are not by law, the Certificate or this Agreement directed or required to be exercised or done by the Members. Any decision or act of the Managers within the scope of its authority granted hereunder will control and will bind the Company. No Member, in such capacity, will have any authority to bind the Company, except as part of an action of the Members as specifically authorized or required of the Members by this Agreement.