Common use of Elected Officers Clause in Contracts

Elected Officers. The Officers of the Company shall serve at the pleasure of the Board. Such Officers shall have the authority and duties delegated to each of them, respectively, by the Board from time to time. No Officer need be a Member or Director. Any number of offices may be held by the same Person. The Officers of the Company shall be a Chairman of the Board, a Chief Executive Officer, a Chief Financial Officer, a Secretary and a Treasurer and may include such other officers (including, without limitation, a President, a Chief Operating Officer, Executive Vice Presidents, Senior Vice Presidents and Vice Presidents) as the Board from time to time may deem proper. The Chairman of the Board shall be chosen from among the Directors. All Officers elected by the Board shall each have such powers and duties as generally pertain to their respective offices, subject to the specific provisions of this Article VII (and any resolutions of the Board modifying such duties) and shall perform such additional duties as the Board may, from time to time, delegate to them. The Board or any committee thereof may from time to time elect or appoint, as the case may be, such other Officers (including one or more Vice Presidents, Controllers, Assistant Secretaries and Assistant Treasurers) and agents, as may be necessary or desirable for the conduct of the business of the Company. Such other Officers and agents shall have such duties and shall hold their offices for such terms as shall be provided in this Agreement or as may be prescribed by the Board or such committee, as the case may be. In no event shall any of the Officers take any action requiring Executive Committee approval under Section 6.08(i) unless such action has been approved by the Executive Committee.

Appears in 5 contracts

Samples: Limited Liability Company Agreement, Limited Liability Company Agreement, Limited Liability Company Agreement

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Elected Officers. The Officers of the Company shall serve at the pleasure of the Board. Such Officers shall have the authority and duties delegated to each of them, respectively, by the Board from time to time. No Officer need be a Member or Director. Any number of offices Offices may be held by the same Person. The Officers of the Company shall be a Chairman of the Board, a Chief Executive Officer, a Chief Financial Officer, a Secretary and Secretary, a Treasurer and may include such other officers (including, without limitation, a President, a Chief Operating Officer, Executive Vice Presidents, Senior Vice Presidents and Vice Presidents) as the Board from time to time may deem proper. The Chairman of the Board shall be chosen by the Board from among the Directors. All Officers elected by the Board shall each have such powers and duties as generally pertain to their respective offices, subject to the specific provisions of this Article VII (and any resolutions of the Board modifying such duties) and shall perform such additional duties as the Board may, from time to time, delegate to them. The Board or any committee thereof may from time to time elect or appoint, as the case may be, such other Officers (including one or more Vice Presidents, Controllers, Assistant Secretaries and Assistant Treasurers) and agents, as may be necessary or desirable for the conduct of the business of the Company. Such other Officers and agents shall have such duties and shall hold their offices for such terms as shall be provided in this Agreement or as may be prescribed by the Board or such committee, as the case may be. In no event shall any of the Officers take any action requiring Executive Committee approval under Section 6.08(i) unless such action has been approved by the Executive Committee.

Appears in 5 contracts

Samples: Limited Liability Company Agreement (Cheniere Energy Partners LP Holdings, LLC), Limited Liability Company Agreement (Cheniere Energy Partners LP Holdings, LLC), Limited Liability Company Agreement (Cheniere Energy Partners LP Holdings, LLC)

Elected Officers. The Officers of the Company shall serve at the pleasure of the Board. Such Officers shall have the authority and duties delegated to each of them, respectively, by the Board from time to time. No Officer need be a Member or Director. Any number of offices Offices may be held by the same Person. The Officers of the Company shall be a Chairman of the Board, a Chief Executive Officer, a Chief Financial Officer, a Secretary and Secretary, a Treasurer and may include such other officers (including, without limitation, a President, a Chief Operating Officer, Executive Vice Presidents, Senior Vice Presidents and Vice Presidents) as the Board from time to time may deem proper. The Chairman of the Board shall be chosen from among the Directors. All Officers elected by the Board shall each have such powers and duties as generally pertain to their respective offices, subject to the specific provisions of this Article VII (and any resolutions of the Board modifying such duties) and shall perform such additional duties as the Board may, from time to time, delegate to them. The Board or any committee thereof may from time to time elect or appoint, as the case may be, such other Officers (including one or more Vice Presidents, Controllers, Assistant Secretaries and Assistant Treasurers) and agents, as may be necessary or desirable for the conduct of the business of the Company. Such other Officers and agents shall have such duties and shall hold their offices for such terms as shall be provided in this Agreement or as may be prescribed by the Board or such committee, as the case may be. In no event shall any of the Officers take any action requiring Executive Committee approval under Section 6.08(i) unless such action has been approved by the Executive Committee.

Appears in 4 contracts

Samples: Limited Liability Company Agreement (Cheniere Energy Partners, L.P.), Limited Liability Company Agreement (Cheniere Energy Partners, L.P.), Limited Liability Company Agreement (Cheniere Energy Partners, L.P.)

Elected Officers. The Officers executive officers of the Company shall serve at the pleasure of the Board. Such Officers ; provided, however, the Chief Executive Officer and the Chief Financial Officer shall have be elected by a majority of the authority and duties delegated Class B Directors, subject to each the prior consent of them, respectively, by a majority of the Board from time Class A Directors (such consent not to time. No Officer need be a Member unreasonably withheld or Director. Any number of offices may be held by the same Persondelayed). The Officers elected officers of the Company shall be a Chairman of the Board, a Chief Executive Officer, a President, a Chief Operating Officer, a Chief Financial Officer, a Secretary Secretary, a Controller, and a Treasurer and may include such other officers (including, without limitation, a President, a Chief Operating Officer, Executive Vice Presidents, Senior Vice Presidents and Vice Presidents) as the Board from time to time may deem proper. The Chairman of the Board shall be chosen from among the DirectorsDirectors other than the Peabody Designee. All Officers other officers may, in the discretion of the Board, be chosen from among the Directors other than the Peabody Designee. All officers elected by the Board shall each have such powers and duties as generally pertain to their respective offices, subject to the specific provisions of this Article VII (V, and any resolutions such other authority and duties as may be delegated to each of them, respectively, by the Board modifying such duties) and shall perform such additional duties as the Board may, from time to time, delegate to them. The Board or any committee thereof may from time to time elect or appoint, as the case may be, such other Officers officers (including one or more Vice Presidents, Controllers, Assistant Secretaries and Assistant TreasurersControllers) and agents, as may be necessary or desirable for the conduct of the business of the Company. Such other Officers officers and agents shall have such duties and shall hold their offices for such terms as shall be provided in this Agreement or as may be prescribed by the Board or such committee, as the case may be. In no event shall any of the Officers take any action requiring Executive Committee approval under Section 6.08(i) unless such action has been approved by the Executive Committee.

Appears in 4 contracts

Samples: Limited Liability Company Agreement (Penn Virginia Resource Partners L P), Limited Liability Company Agreement (Penn Virginia GP Holdings, L.P.), Limited Liability Company Agreement (Penn Virginia Resource Partners L P)

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Elected Officers. The Officers elected officers of the Company shall serve at the pleasure of the Board. Such Officers shall have the authority and duties delegated to each of them, respectively, by the Board from time to time. No Officer need be a Member or Director. Any number of offices may be held by the same Person. The Officers of the Company Corporation shall be a Chairman of the Board, a Chief Executive Officer, a Chief Financial OfficerPresident, a Secretary Secretary, a Treasurer, a Controller and a Treasurer and may include such other officers (including, without limitation, a President, a Chief Operating Officer, Executive Vice Presidents, Presidents and Senior Vice Presidents and Vice Presidents) as the Board from time to time may deem proper. The Chairman of the Board shall be chosen from among the Directors. All Officers elected Any two or more offices may be held simultaneously by the same person, except as otherwise expressly required by applicable law. The Board may if the positions of Chairman of the Board and Chief Executive Officer are held by the same individual elect a Lead Director from among the independent (as such term is defined by applicable SEC rule or regulation) members of the Board, who will serve as a liaison between the Board and the Chairman of the Board and Chief Executive Officer. Elected officers shall each have such powers and duties as generally pertain to their respective offices, subject to the specific provisions of this Article VII (IV. Such officers shall also have such powers and any resolutions of the Board modifying such duties) and shall perform such additional duties as the Board may, from time to time, delegate to themtime may be conferred by the Board or by any Committee thereof. The Board or any committee thereof the Chief Executive Officer may from time to time elect or appoint, as the case may be, appoint such other Officers officers (including one or more Vice Presidents, Controllers, Assistant Secretaries and Assistant Treasurers) and agents), as may be necessary or desirable for the conduct of the business of the CompanyCorporation. Such other Officers officers and agents shall have such duties and shall hold their offices for such terms as shall be provided in this Agreement or these By-Laws or, to the extent consistent with these By-Laws, as may be prescribed by the Board or the Chief Executive Officer. The Executive Officers of the Corporation shall consist of such committee, officers as the case Board may be. In no event shall any designate as Executive Officers from time to time, who may or may not be "executive officers" as defined under rules of the Officers take any action requiring Executive Committee approval under Section 6.08(i) unless such action has been approved by the Executive CommitteeSecurities and Exchange Commission.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Cinergy Corp), Agreement and Plan of Merger (Duke Energy Corp)

Elected Officers. The Officers elected officers of the Company shall serve at the pleasure of the Board. Such Officers shall have the authority and duties delegated to each of them, respectively, by the Board from time to time. No Officer need be a Member or Director. Any number of offices may be held by the same Person. The Officers of the Company Corporation shall be a Chairman of the Board, a Chief Executive Officer, a Chief Financial OfficerPresident, a Secretary Secretary, a Treasurer, a Controller and a Treasurer and may include such other officers (including, without limitation, a President, a Chief Operating Officer, Executive Vice Presidents, Presidents and Senior Vice Presidents and Vice Presidents) as the Board from time to time may deem proper. The Chairman of the Board shall be chosen from among the Directors. All Officers elected Any two or more offices may be held simultaneously by the same person, except as otherwise expressly required by applicable law. The Board may if the positions of Chairman of the Board and Chief Executive Officer are held by the same individual elect a Lead Director from among the independent (as such term is defined by applicable SEC rule or regulation) members of the Board, who will serve as a liaison between the Board and the Chairman of the Board and Chief Executive Officer. Elected officers shall each have such powers and duties as generally pertain to their respective offices, subject to the specific provisions of this Article VII (IV. Such officers shall also have such powers and any resolutions of the Board modifying such duties) and shall perform such additional duties as the Board may, from time to time, delegate to themtime may be conferred by the Board or by any Committee thereof. The Board or any committee thereof the Chief Executive Officer may from time to time elect or appoint, as the case may be, appoint such other Officers officers (including one or more Vice Presidents, Controllers, Assistant Secretaries and Assistant Treasurers) and agents), as may be necessary or desirable for the conduct of the business of the CompanyCorporation. Such other Officers officers and agents shall have such duties and shall hold their offices for such terms as shall be provided in this Agreement or these By-Laws or, to the extent consistent with these By-Laws, as may be prescribed by the Board or the Chief Executive Officer. The Executive Officers of the Corporation shall consist of such committee, officers as the case Board may be. In no event shall any designate as Executive Officers from time to time, who may or may not be “executive officers” as defined under rules of the Officers take any action requiring Executive Committee approval under Section 6.08(i) unless such action has been approved by the Executive CommitteeSecurities and Exchange Commission.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Duke Energy CORP)

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