Common use of Authorized Acts Clause in Contracts

Authorized Acts. In furtherance of the Company Business, but subject to all other provisions of this Agreement, the Managing Member, on behalf of the Company, is hereby authorized and empowered: (a) To do any and all things and perform any and all acts necessary or incidental to the Company Business and otherwise in accordance with law; (b) To enter into, and take any action under, any contract, agreement or other instrument as the Managing Member shall determine to be necessary or desirable to further the objects and purposes of the Company, including contracts or agreements with any Member or prospective Member; (c) To open, maintain and close bank accounts and draw checks or other orders for the payment of money and open, maintain and close brokerage, money market fund and similar accounts; (d) To hire, for usual and customary payments and expenses, employees, consultants, brokers, attorneys, accountants and such other agents for the Company as it may deem necessary or advisable, and authorize any such agent to act for and on behalf of the Company; (e) To incur expenses and other obligations on behalf of the Company in accordance with this Agreement, and, to the extent that funds of the Company are available for such purpose, pay all such expenses and obligations; (f) To borrow money or guarantee any obligation, which borrowing or guarantee shall be on such terms as the Managing Member shall determine; (g) To make loans to and investments in Subsidiaries or other Persons; (h) To merge or consolidate with or convert into another limited liability company (organized under the laws of Delaware or any other state), a corporation (organized under the laws of Delaware or any other state) or any other “business entity” (as defined in Section 18-209(a) of the Act), regardless of whether the Company is the survivor of such merger or consolidation; (i) To bring and defend actions and proceedings at law or in equity and before any governmental, administrative or other regulatory agency, body or commission; (j) To establish reserves in accordance with this Agreement or the Act for contingencies and for any other purpose of the Company; (k) To prepare and file all necessary returns and statements, pay all taxes, assessments and other impositions applicable to the assets of the Company, and withhold amounts with respect thereto from funds otherwise distributable to any Member; (l) To determine the accounting methods and conventions to be used in the preparation of any accounting or financial records of the Company; and (m) To act for and on behalf of the Company in all matters incidental to the foregoing.

Authorized Acts. In furtherance of the Company Business, but subject to all other any applicable provisions of this Agreement, the Managing MemberBoard of Managers, on behalf of the Company, is hereby authorized and empowered: (a) To to do any and all things and perform any and all acts necessary or incidental to the Company Business and otherwise in accordance with lawBusiness; (b) To to enter into, and take any action under, any contract, agreement or other instrument as the Managing Member Board of Managers shall determine to be necessary or desirable to further the objects and purposes of the Company, including contracts or agreements with any Member or prospective MemberMember so long as such contracts and agreements are on commercially reasonable and arm’s-length terms; (c) To to open, maintain and close bank accounts and draw checks or other orders for the payment of money and open, maintain and close brokerage, money market fund and similar accounts; (d) To to hire, for usual and customary payments and expenses, employees, consultants, brokers, attorneys, accountants and such other agents for the Company as it may deem necessary or advisable, and authorize any such agent to act for and on behalf of the Company; (e) To to incur expenses and other obligations on behalf of the Company in accordance with this Agreement, and, to the extent that funds of the Company are available for such purpose, pay all such expenses and obligations; (f) To to borrow money or money, guarantee any obligationobligation or grant a security interest in the Company’s assets, which borrowing borrowing, guarantee or guarantee security interest shall be on such terms as the Managing Member Board of Managers shall determine; (g) To make loans to and investments in Subsidiaries or other Persons; (h) To merge or consolidate with or convert into another limited liability company (organized under the laws of Delaware or any other state), a corporation (organized under the laws of Delaware or any other state) or any other “business entity” (as defined in Section 18-209(a) of the Act), regardless of whether the Company is the survivor of such merger or consolidation; (i) To bring and defend actions and proceedings at law or in equity and before any governmental, administrative or other regulatory agency, body or commission; (jh) To to establish reserves in accordance with this Agreement or the Act Reserves for contingencies and for any other purpose of the Company; (ki) To to prepare and file all necessary returns and statements, pay all taxes, assessments and other impositions applicable to the assets of the Company, and withhold amounts with respect thereto from funds otherwise distributable to any Member; (lj) To to determine the accounting methods and conventions to be used in the preparation of any accounting or financial records of the Company; and (mk) To to act for and on behalf of the Company in all matters incidental to the foregoing.

Authorized Acts. In furtherance Without limiting the generality of the Company Business, but subject to all other provisions of this AgreementSection 5.1, the Managing MemberMember shall have the exclusive power, duty and authority to do the following acts, in the ordinary course of the Company’s business, on behalf of the Company, is hereby authorized and empowered: (a) To do any Spend the capital and all things and perform any and all acts necessary or incidental to revenues of the Company Business and otherwise pursuant to budgets developed for such Fiscal Year, as the same may be amended from time to time as determined in accordance with lawthe discretion of the Managing Members to be in the best interests of the Company; (b) To enter intoAcquire, manage, develop, improve, subdivide, operate and take sell, transfer, or dispose of any action underCompany assets; (c) Retain, any contractas independent contractors, agreement or other instrument as firms and/or corporations in connection with the Managing Member shall determine to be necessary or desirable to further operation and management of the objects Company’s business and purposes for the operation and development of the property of the Company, including contracts or agreements with any Member or prospective Member; (c) To openbut not limited to sales agents, maintain management agents, architects, engineers, contractors, attorneys and close bank accounts and draw checks or other orders for the payment of money and open, maintain and close brokerage, money market fund and similar accountsaccountants; (d) To hireEmploy persons as officers or other employees of the Company; (e) Enter into loans and borrow money from banks or other lending institutions, for usual financial institutions, the Managing Members or Investor Members, on terms and customary payments conditions deemed by the Managing Member to be appropriate, and expensesin connection therewith, employeeshypothecate, consultants, brokers, attorneys, accountants encumber and such other agents for grant security interests in the assets of the Company to secure repayment of the borrowed sums; (f) Open bank accounts, from time to time, in the name of the Company for which a Managing Member, and/or any employee of the Company selected by the Managing Member, shall have signing authority; (g) Purchase, at the expense of the Company, such liability and other insurance as it may deem necessary the Managing Member deems advisable to protect the Company's assets and business; (h) Xxx and be sued, complain, defend, settle and/or compromise, with respect to any claim in favor of, or advisableagainst, and authorize any such agent to act for the Company, in the name and on behalf of the Company; (ei) To incur expenses Approve the admission of, and other obligations on behalf issue Units to, persons as Members and approve the admission of the Company permitted transferees as substitute Members, all in accordance with this Agreement, and, to the extent that funds of the Company are available for such purpose, pay all such expenses and obligations; (fj) To borrow money Enter into, execute, acknowledge and deliver any and all contracts, agreements and instruments to effectuate any of the foregoing powers and any other powers granted the Managing Member under the laws of the State of Washington or guarantee any obligation, which borrowing or guarantee shall be other provisions of this Agreement; (k) Establish Reserves as determined by the Managing Member in its sole discretion; and (l) Issue additional Investor Member Units at such price and on such terms as the Managing Member shall determine; (g) To make loans to deems reasonable and investments in Subsidiaries or other Persons; (h) To merge or consolidate with or convert into another limited liability company (organized under the laws of Delaware or any other state)necessary, a corporation (organized under the laws of Delaware or any other state) or any other “business entity” (as defined in Section 18-209(a) of the Act), regardless of whether the Company is the survivor of such merger or consolidation; (i) To bring and defend actions and proceedings at law or in equity and before any governmental, administrative or other regulatory agency, body or commission; (j) To establish reserves in accordance with this Agreement or the Act for contingencies and for any other purpose of the Company; (k) To prepare and file all necessary returns and statements, pay all taxes, assessments and other impositions applicable to the assets of the Company, and withhold amounts with respect thereto from funds otherwise distributable to any Member; (l) To determine the accounting methods and conventions to be used in the preparation of any accounting event funds are needed due to cost overruns or financial records of budget deficits in connection with the CompanyProject; and (m) To act provided, however, that such additional Investor Member Units shall be subject to preemptive rights as provided for and on behalf of the Company in all matters incidental to the foregoingthis Agreement.

Authorized Acts. In furtherance of the Company Business, but subject to all other provisions of this Agreement, the Managing MemberBoard, on behalf of the Company, is hereby authorized and empowered: (a) a. To do any and all things and perform any and all acts necessary or incidental to the Company Business and otherwise in accordance with law; (b) b. To enter into, and take any action under, any contract, agreement or other instrument as the Managing Member Board shall determine to be necessary or desirable to further the objects and purposes of the Company, including contracts or agreements with any Member or prospective Member; (c) c. To open, maintain and close bank accounts and draw checks or other orders for the payment of money and open, maintain and close brokerage, money market fund and similar accounts; (d) d. To hire, for usual and customary payments and expenses, employees, consultants, brokers, attorneys, accountants and such other agents for the Company as it may deem necessary or advisable, and authorize any such agent to act for and on behalf of the Company; (e) e. To incur expenses and other obligations on behalf of the Company in accordance with this Agreement, and, to the extent that funds of the Company are available for such purpose, pay all such expenses and obligations; (f) f. To borrow money or guarantee any obligation, which borrowing or guarantee shall be on such terms as the Managing Member Board shall determine; (g) g. To make loans to and investments in Subsidiaries or other Persons; (h) h. To merge or consolidate with or convert into another limited liability company (organized under the laws of Delaware or any other state), a corporation (organized under the laws of Delaware or any other state) or any other “business entity” (as defined in Section 18-209(a) of the Act), regardless of whether the Company is the survivor of such merger or consolidation; (i) i. To bring and defend actions and proceedings at law or in equity and before any governmental, administrative or other regulatory agency, body or commission; (j) j. To establish reserves in accordance with this Agreement or the Act for contingencies and for any other purpose of the Company; (k) k. To prepare and file all necessary returns and statements, pay all taxes, assessments and other impositions applicable to the assets of the Company, and withhold amounts with respect thereto from funds otherwise distributable to any Member; (l) l. To determine the accounting methods and conventions to be used in the preparation of any accounting or financial records of the Company; and (m) m. To act for and on behalf of the Company in all matters incidental to the foregoing.

Authorized Acts. In furtherance of the Company Business, but subject to all other provisions of this Agreement, the Managing MemberBoard, on behalf of the Company, is hereby authorized and empowered: (a) To do any and all things and perform any and all acts necessary or incidental to the Company Business and otherwise in accordance with law; (b) To enter into, and take any action under, any contract, agreement or other instrument as the Managing Member Board shall determine to be necessary or desirable to further the objects and purposes of the Company, including contracts or agreements with any Member or prospective Member; (c) To open, maintain and close bank accounts and draw checks or other orders for the payment of money and open, maintain and close brokerage, money market fund and similar accounts; (d) To hire, for usual and customary payments and expenses, employees, consultants, brokers, attorneys, accountants and such other agents for the Company as it may deem necessary or advisable, and authorize any such agent to act for and on behalf of the Company; (e) To incur expenses and other obligations on behalf of the Company in accordance with this Agreement, and, to the extent that funds of the Company are available for such purpose, pay all such expenses and obligations; (f) To borrow money or guarantee any obligation, which borrowing or guarantee shall be on such terms as the Managing Member Board shall determine; (g) To make loans to and investments in Subsidiaries or other Persons; (h) To merge or consolidate with or convert into another limited liability company (organized under the laws of Delaware or any other state), a corporation (organized under the laws of Delaware or any other state) or any other “business entity” (as defined in Section 18-18- 209(a) of the Act), regardless of whether the Company is the survivor of such merger or consolidation; (i) To bring and defend actions and proceedings at law or in equity and before any governmental, administrative or other regulatory agency, body or commission; (j) To establish reserves in accordance with this Agreement or the Act for contingencies and for any other purpose of the Company; (k) To prepare and file all necessary returns and statements, pay all taxes, assessments and other impositions applicable to the assets of the Company, and withhold amounts with respect thereto from funds otherwise distributable to any Member; (l) To determine the accounting methods and conventions to be used in the preparation of any accounting or financial records of the Company; and (m) To act for and on behalf of the Company in all matters incidental to the foregoing.

Authorized Acts. In furtherance of the Company Business, but subject to all other provisions of this Agreement, the Managing MemberBoard, on behalf of the Company, is hereby authorized and empowered: (a) To do any and all things and perform any and all acts necessary or incidental to the Company Business and otherwise in accordance with law; (b) To enter into, and take any action under, any contract, agreement or other instrument as the Managing Member Board shall determine to be necessary or desirable to further the objects and purposes of the Company, including contracts or agreements with any Member or prospective Member; (c) To open, maintain and close bank accounts and draw checks or other orders for the payment of money and open, maintain and close brokerage, money market fund and similar accounts; (d) To hire, for usual and customary payments and expenses, employees, consultants, brokers, attorneys, accountants and such other agents for the Company as it may deem necessary or advisable, and authorize any such agent to act for and on behalf of the Company; (e) To incur expenses and other obligations on behalf of the Company in accordance with this Agreement, and, to the extent that funds of the Company are available for such purpose, pay all such expenses and obligations; (f) To borrow money or guarantee any obligation, which borrowing or guarantee shall be on such terms as the Managing Member Board shall determine; (g) To make loans to and investments in Subsidiaries or other Persons; (h) To merge or consolidate with or convert into another limited liability company (organized under the laws of Delaware or any other state), a corporation (organized under the laws of Delaware or any other state) or any other “business entity” (as defined in Section 18-209(a) of the Act), regardless of whether the Company is the survivor of such merger or consolidation; (i) To bring and defend actions and proceedings at law or in equity and before any governmental, administrative or other regulatory agency, body or commission; (j) To establish reserves in accordance with this Agreement or the Act for contingencies and for any other purpose of the Company; (k) To prepare and file all necessary returns and statements, pay all taxes, assessments and other impositions applicable to the assets of the Company, and withhold amounts with respect thereto from funds otherwise distributable to any Member; (l) To determine the accounting methods and conventions to be used in the preparation of any accounting or financial records of the Company; and (m) To act for and on behalf of the Company in all matters incidental to the foregoing.