Common use of Board of Managers Clause in Contracts

Board of Managers. The governing body of the Company shall be the Board of Managers, which shall have the power to control the management and policies of the Company. The maximum number of Managers shall initially be set at five (5), and may be increased or decreased by action of the Board of Managers provided that at no time shall the number of Managers be set at less than three (3) or more than ten (10). The Managers shall be set forth in Schedule A hereto or in the official records of the Company. The Managers shall hold office until their successors are approved and elected, unless they are sooner removed pursuant to Section 4.4, or sooner resign pursuant to Section 4.3 or sooner are incapacitated pursuant to Section 4.5, as the case may be. Managers may succeed themselves in office. No reduction in the number of Managers shall have the effect of removing any Manager from office unless specially removed pursuant to Section 4.4 at the time of such decrease. Subject to the requirements of the Investment Company Act, the Board of Managers may designate successors to fill vacancies created by an authorized increase in the number of Managers, the resignation of a Manager pursuant to Section 4.3, the removal of a member of the Board of Managers pursuant to Section 4.4 or the incapacity of a Manager pursuant to Section 4.5. In the event that no Managers remain, the Management Company shall continue the business of the Company and shall perform all duties of the Managers under this Agreement and shall as soon as practicable call a special meeting of Members for the purpose of approving and electing Managers. When Managers are subject to election by Members, Managers are elected by a plurality of the Units voting at the meeting. Managers may, but need not be, admitted to the Company as Members to act in their capacity as Managers.

Appears in 4 contracts

Samples: Limited Liability Company Agreement (Excelsior Private Markets Fund III (TE), LLC), Limited Liability Company Agreement (Excelsior Private Markets Fund III (TI), LLC), Limited Liability Company Agreement (Excelsior Private Markets Fund II (TE), LLC)

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Board of Managers. The governing body of the Company shall be the Board of Managers, which shall have the power to control the management and policies of the Company. The maximum number of Managers shall initially be set at five (5)six, and may be increased or decreased by action of the Board of Managers provided that at no time shall the number of Managers be set at less than three (3) or more than ten (10)ten. The Managers shall be set forth in Schedule A hereto or in the official records of the Company. The Managers shall hold office until their successors are approved and elected, unless they are sooner removed pursuant to Section 4.44.3 hereof, or sooner resign pursuant to Section 4.3 4.2 hereof or sooner are incapacitated pursuant to Section 4.54.4 hereof, as the case may be. Managers may succeed themselves in office. No reduction in the number of Managers shall have the effect of removing any Manager from office unless specially removed pursuant to Section 4.4 4.3 hereof at the time of such decrease. Subject to the requirements of the Investment Company Act, the Board of Managers may designate successors to fill vacancies created by an authorized increase in the number of Managers, the resignation of a Manager pursuant to Section 4.34.2 hereof, the removal of a member of the Board of Managers pursuant to Section 4.4 4.3 hereof or the incapacity of a Manager pursuant to Section 4.54.4 hereof. In the event that no Managers remain, the Management Company shall continue the business of the Company and shall perform all duties of the Managers under this Agreement and shall as soon as practicable call a special meeting of Members for the purpose of approving and electing Managers. When Managers are subject to election by Members, Managers are elected by a plurality of the Units voting at the meeting. Managers may, but need not be, admitted to the Company as Members to act in their capacity as Managers.

Appears in 3 contracts

Samples: Limited Liability Company Agreement (NB Crossroads Private Markets Fund IV Holdings LLC), Limited Liability Company Agreement (NB Crossroads Private Markets Fund IV (TI) - Client LLC), Limited Liability Company Agreement (NB Crossroads Private Markets Fund IV (TE) - Client LLC)

Board of Managers. The governing body of the Company shall be the Board of Managers, which shall have the power to control the management and policies of the Company. The maximum number of Managers shall initially be set at five (5), and may be increased or decreased by action of the Board of Managers provided that at no time shall the number of Managers be set at less than three (3) or more than ten (10). The Managers shall be set forth in Schedule A hereto or in the official records of the Company. The Managers shall hold office until their successors are approved and elected, unless they are sooner removed pursuant to Section 4.4, or sooner resign pursuant to Section 4.3 or sooner are incapacitated pursuant to Section 4.5, as the case may be. Managers may succeed themselves in office. No reduction in the number of Managers shall have the effect of removing any Manager from office unless specially removed pursuant to Section 4.4 at the time of such decrease. Subject to the requirements of the Investment Company Act, the Board of Managers may designate successors to fill vacancies created by an authorized increase in the number of Managers, the resignation of a Manager pursuant to Section 4.3, the removal of a member of the Board of Managers pursuant to Section 4.4 or the incapacity of a Manager pursuant to Section 4.5. In the event that no Managers remain, the Management Company Investment Adviser shall continue the business of the Company and shall perform all duties of the Managers under this Agreement and shall as soon as practicable call a special meeting of Members for the purpose of approving and electing Managers. When Managers are subject to election by Members, Managers are elected by a plurality of the Units voting at the meeting. Managers may, but need not be, admitted to the Company as Members to act in their capacity as Managers.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Excelsior Private Markets Fund III (Master), LLC), Limited Liability Company Agreement (Excelsior Private Markets Fund II (Master), LLC)

Board of Managers. The governing body of the Company shall be the Board of Managers, which shall have the power to control the management and policies of the Company. The maximum number of Managers managers shall initially be set at five four (54), and may be increased or decreased by action of the Board of Managers provided that at no time shall the number of Managers be set at less than three (3) or nor more than ten (10). The Managers shall be set forth in Schedule A B hereto or in the official records of the Company. The Managers shall hold office until their successors are approved and elected, unless they are sooner removed pursuant to Section 4.4, or sooner resign pursuant to Section 4.3 or sooner are incapacitated pursuant to Section 4.5, as the case may be. Managers may succeed themselves in office. No reduction in the number of Managers shall have the effect of removing any Manager from office unless specially removed pursuant to Section 4.4 at the time of such decrease. Subject to the requirements of the Investment Company Act, the Board of Managers may designate successors to fill vacancies created by an authorized increase in the number of Managers, the resignation of a Manager pursuant to Section 4.3, the removal of a member of the Board of Managers pursuant to Section 4.4 or the incapacity of a Manager pursuant to Section 4.5. In the event that no Managers remain, the Management Company Appropriate Officers shall continue the business of the Company and shall perform all duties of the Managers under this Agreement and shall as soon as practicable call a special meeting of Members for the purpose of approving and electing Managers. When Managers are subject to election by Members, Managers are elected by a plurality of the Units voting at the meeting. Managers may, but need not be, admitted to the Company as Members to act in their capacity as Managers.

Appears in 2 contracts

Samples: Limited Liability Company Operating Agreement (Excelsior Venture Partners Iii LLC), Limited Liability Company Operating Agreement (Excelsior Venture Partners Fund Iii LLC)

Board of Managers. The governing body of the Company shall be the Board of Managers, which shall have the power to control the management and policies of the Company. The maximum number of Managers shall initially be set at five three (53), and may be increased or decreased by action of the Board of Managers provided that at no time shall the number of Managers be set at less than three (3) or more than ten (10). The Managers shall be set forth in Schedule A hereto or in the official records of the Company. The Managers shall hold office until their successors are approved and elected, unless they are sooner removed pursuant to Section 4.4, or sooner resign pursuant to Section 4.3 or sooner are incapacitated pursuant to Section 4.5, as the case may be. Managers may succeed themselves in office. No reduction in the number of Managers shall have the effect of removing any Manager from office unless specially removed pursuant to Section 4.4 at the time of such decrease. Subject to the requirements of the Investment Company Act, the Board of Managers may designate successors to fill vacancies created by an authorized increase in the number of Managers, the resignation of a Manager pursuant to Section 4.3, the removal of a member of the Board of Managers pursuant to Section 4.4 or the incapacity of a Manager pursuant to Section 4.5. In the event that no Managers remain, the Management Company Investment Adviser shall continue the business of the Company and shall perform all duties of the Managers under this Agreement and shall as soon as practicable call a special meeting of Members for the purpose of approving and electing Managers. When Managers are subject to election by Members, Managers are elected by a plurality of the Units voting at the meeting. Managers may, but need not be, admitted to the Company as Members to act in their capacity as Managers.

Appears in 2 contracts

Samples: Limited Liability Company Agreement, Limited Liability Company Agreement (UST Global Private Markets Fund, LLC)

Board of Managers. The governing body of the Company shall be the Board of Managers, which shall have the power to control the management and policies of the Company. The maximum number of Managers shall initially be set at five one (5), and may 1) or such other number of Managers as shall be increased or decreased fixed from time to time by action a written instrument signed by a majority of the Board of Managers provided Managers; provided, however, that at no time shall if the number of Managers is one (1), such Manager shall be set at a Disinterested Manager; and provided further, that if the number of Managers is greater than one (1), it shall not be less than three (3) or ), and more than ten (10). The 50% of said Managers shall be set forth in Schedule A hereto or in the official records of the CompanyDisinterested Managers. The initial Manager shall be Robert H. Gidel. The Managers shall hold office until their successors are approved successoxx xxx xxxxxxxx and elected, unless they are sooner removed pursuant to Section 4.4, 4.3 or sooner resign pursuant to Section 4.3 4.2 or sooner are incapacitated pursuant to Section 4.54.4, as the case may be. Managers may succeed themselves in office. No reduction in the number of Managers shall have the effect of removing any Manager from office unless specially removed pursuant to Section 4.4 4.3 at the time of such decrease. Subject to the requirements of the Investment Company Act, the Board of Managers may designate successors to fill vacancies created by an authorized increase in the number of Managers, the resignation of a Manager pursuant to Section 4.34.2, the removal of a member of the Board of Managers pursuant to Section 4.4 4.3 or the incapacity of a Manager pursuant to Section 4.54.4. In the event that no Managers remain, the Management Company Appropriate Officers shall continue the business of the Company and shall perform all duties of the Managers under this Agreement and shall as soon as practicable call a special meeting of Members for the purpose of approving and electing Managers. When Managers are subject to election by Members, Managers are elected by a plurality of the Units Shares voting at the meeting. Managers may, but need not be, admitted to the Company as Members to act in their capacity as Managers.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Fortress Pinnacle Investment Fund LLC)

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Board of Managers. The governing body of the Company shall be the Board of Managers, which shall have the power to control the management manage ment and policies of the Company. The maximum number of Managers managers shall initially be set at five four (54), and may be increased or decreased by action of the Board of Managers provided that at no time shall the number of Managers be set at less than three (3) or nor more than ten (10). The Managers shall be set forth in Schedule A B hereto or in the official records of the Company. The Managers shall hold office until their successors are approved and elected, unless they are sooner removed pursuant to Section 4.4, 4.4 or sooner resign pursuant to Section 4.3 or sooner are incapacitated pursuant to Section 4.5, as the case may be. Managers may succeed themselves in office. No reduction in the number of Managers shall have the effect of removing any Manager from office unless specially removed pursuant to Section 4.4 at the time of such decrease. Subject to the requirements of the Investment Company Act, the Board of Managers may designate successors to fill vacancies created by an authorized increase in the number of Managers, the resignation of a Manager pursuant to Section 4.3, the removal of a member of the Board of Managers pursuant to Section 4.4 or the incapacity of a Manager pursuant to Section 4.5. In the event that no Managers remain, the Management Company Appropriate Officers shall continue the business of the Company and shall perform all duties of the Managers under this Agreement and shall as soon as practicable call a special meeting of Members for the purpose of approving and electing Managers. When Managers are subject to election by Members, Managers are elected by a plurality of the Units voting at the meeting. Managers may, but need not be, admitted to the Company as Members to act in their capacity as Managers.

Appears in 1 contract

Samples: Limited Liability Company Operating Agreement (Excelsior Venture Partners Iii LLC)

Board of Managers. The governing body of the Company shall be the Board of Managers, which shall have the power to control the management and policies of the Company. The maximum number of Managers shall initially be set at five four (54), and may be increased or decreased by action of the Board of Managers provided that at no time shall the number of Managers be set at less than three (3) or nor more than ten (10). The Managers shall be set forth in Schedule A B hereto or in the official records of the Company. The Managers shall hold office until their successors are approved and elected, unless they are sooner removed pursuant to Section 4.4, or sooner resign pursuant to Section 4.3 or sooner are incapacitated pursuant to Section 4.5, as the case may be. Managers may succeed themselves in office. No reduction in the number of Managers shall have the effect of removing any Manager from office unless specially removed pursuant to Section 4.4 at the time of such decrease. Subject to the requirements of the Investment Company Act, the Board of Managers may designate successors to fill vacancies created by an authorized increase in the number of Managers, the resignation of a Manager pursuant to Section 4.3, the removal of a member of the Board of Managers pursuant to Section 4.4 or the incapacity of a Manager pursuant to Section 4.5. In the event that no Managers remain, the Management Company Managing Member shall continue the business of the Company and shall perform all duties of the Managers under this Agreement and shall as soon as practicable call a special meeting of Members for the purpose of approving and electing Managers. When Managers are subject to election by Members, Managers are elected by a plurality of the Units voting at the meeting. Managers may, but need not be, admitted to the Company as Members to act in their capacity as Managers.

Appears in 1 contract

Samples: Operating Agreement (Excelsior Buyout Investors LLC)

Board of Managers. The governing body of the Company shall be the Board of Managers, which shall have the power to control the management and policies of the Company. The maximum number of Managers managers shall initially be set at five four (54), and may be increased or decreased by action of the Board of Managers provided that at no time shall the number of Managers be set at less than three (3) or nor more than ten (10). The Managers shall be set forth in Schedule A B hereto or in the official records of the Company. The Managers shall hold office until their successors are approved and elected, unless they are sooner removed pursuant to Section 4.4, 4.4 or sooner resign pursuant to Section 4.3 or sooner are incapacitated pursuant to Section 4.5, as the case may be. Managers may succeed themselves in office. No reduction in the number of Managers shall have the effect of removing any Manager from office unless specially removed pursuant to Section 4.4 at the time of such decrease. Subject to the requirements of the Investment Company Act, the Board of Managers may designate successors to fill vacancies created by an authorized increase in the number of Managers, the resignation of a Manager pursuant to Section 4.3, the removal of a member of the Board of Managers pursuant to Section 4.4 or the incapacity of a Manager pursuant to Section 4.5. In the event that no Managers remain, the Management Company Appropriate Officers shall continue the business of the Company and shall perform all duties of the Managers under this Agreement and shall as soon as practicable call a special meeting of Members for the purpose of approving and electing Managers. When Managers are subject to election by Members, Managers are elected by a plurality of the Units voting at the meeting. Managers may, but need not be, admitted to the Company as Members to act in their capacity as Managers.

Appears in 1 contract

Samples: Limited Liability Company Operating Agreement (Excelsior Venture Partners Iii LLC)

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