Common use of Board Discretion Clause in Contracts

Board Discretion. Whenever in this Agreement or any other agreement to which the Company is a party the Board (or any committee thereof) is permitted or required to take any action or to make a decision or determination, the Board (or such committee) shall take such action or make such decision or determination in its sole discretion, unless another standard is expressly set forth herein or therein. Whenever in this Agreement or any other agreement contemplated herein the Board (or any committee thereof) is permitted or required to take any action or to make a decision or determination in its “sole discretion” or “discretion,” with “complete discretion” or under a grant of similar authority or latitude, each Manager shall be entitled to consider such interests and factors as such Manager desires (including, the interests of such Manager’s affiliates, employer, partners and their affiliates).

Appears in 5 contracts

Samples: Operating Agreement (Nuwave Solutions, L.L.C.), Operating Agreement (Nuwave Solutions, L.L.C.), Operating Agreement (Nuwave Solutions, L.L.C.)

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Board Discretion. Whenever Without limiting Section 8.6(a), whenever in this Agreement or any other agreement contemplated herein or to which the Company is a party the Board (or any committee thereof) is permitted or required to take any action or to make a decision or determination, the Board (or such committee) shall take such action or make such decision or determination in its sole discretion; provided, however, that such action is taken in good faith, unless another standard is expressly set forth herein or therein. Whenever in this Agreement or any other agreement contemplated herein the Board (or any committee thereof) a Manager is permitted or required to take any action or to make a decision or determination in its “sole discretion” or “discretion,” or with “complete discretion” or under a grant of similar authority or latitude, each Manager shall be entitled to consider such interests and factors as such Manager desires (including, the interests of such Manager’s affiliates, employer, partners and their affiliates)desires.

Appears in 2 contracts

Samples: Venture and Operating Agreement, License Agreement (Solazyme Inc)

Board Discretion. Whenever in this Agreement or any other agreement contemplated herein or to which the Company is a party the Board (or any committee thereof) is permitted or required to take any action or to make a decision or determination, the Board (or such committee) shall take such action or make such decision or determination in its sole discretion, unless another standard is expressly set forth herein or therein. Whenever in this Agreement or any other agreement contemplated herein the Board (or any committee thereof) is permitted or required to take any action or to make a decision or determination in its "sole discretion" or "discretion," with "complete discretion" or under a grant of similar authority or latitude, each Manager shall be entitled to consider such interests and factors as such Manager desires (including, the interests of such Manager’s affiliates's Affiliates, employer, partners and their affiliatesAffiliates).

Appears in 1 contract

Samples: Limited Liability Company Agreement (Cable One, Inc.)

Board Discretion. Whenever in this Agreement or any other agreement contemplated herein or to which the Company is a party the Board (or any committee thereof) is permitted or required to take any action or to make a decision or determination, the Board (or such committee) shall take such action or make such decision or determination in its sole discretion, unless another standard is expressly set forth herein or therein. Whenever in this Agreement or any other agreement contemplated herein the Board (or any committee thereof) is permitted or required to take any action or to make a decision or determination in its “sole discretion” or “discretion,” with “complete discretion” or under a grant of similar authority or latitude, each Manager shall be entitled to consider such interests and factors as such Manager desires (including, the interests of such Manager’s affiliatesAffiliates, employer, partners and their affiliatesAffiliates).

Appears in 1 contract

Samples: Limited Liability Company Agreement (Project Angel Parent, LLC)

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Board Discretion. Whenever in this Agreement or any other agreement to which the Company is a party contemplated herein the Board (or any committee thereof) is permitted or required to take any action or to make a decision or determination, the Board (shall or such committee) shall may, as the case may be, take such action or make such decision or determination in its sole discretion, unless another standard is expressly set forth herein or therein. Whenever Except as otherwise set forth herein, whenever in this Agreement or any other agreement contemplated herein the Board (or any committee thereof) is permitted or required to take any action or to make a decision or determination in its “sole discretion” or “discretion,” with “complete discretion” or under a grant of similar authority or latitude, each Manager shall be entitled to consider such interests and factors as such Manager desires (includingdesires, including the interests of the Members appointing such Manager’s affiliates, employer, partners Manager and their affiliates)such Manager may give preference to the interests of the Members appointing him over the interests of any other Member or stakeholder of the Company.

Appears in 1 contract

Samples: Limited Liability Company Agreement (ChromaDex Corp.)

Board Discretion. Whenever in this Agreement or any other agreement contemplated herein or to which the Company is a party the Board (or any committee thereof) of Managers is permitted or required to take any action or to make a decision or determination, the Board (or such committee) shall of Managers may take such action or make such decision or determination in its sole discretion, unless another standard is expressly set forth herein or therein. Whenever in this Agreement or any other agreement contemplated herein the Board (or any committee thereof) of Managers is permitted or required to take any action or to make a decision or determination in its “sole discretion” or “discretion,” with “complete discretion” or under a grant of similar authority or latitude, each Manager shall be entitled to consider such interests and factors as such Manager desires (including, without limitation, the interests of such Manager’s affiliates, employer, partners and their affiliatesAffiliates as Members).

Appears in 1 contract

Samples: Limited Liability Company Agreement (H-Cyte, Inc.)

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