Board of Representatives. Except as otherwise expressly provided herein, the general management and determination of all questions and policies relating to the affairs and policies of the Company shall be decided by a majority vote of the Representatives. Except as otherwise provided for herein, the Board shall act on behalf of the Company for all purposes in connection with the business and affairs of the Company, and shall have all rights and powers required for or appropriate to its management of the Company’s business.
Board of Representatives. (a) Initial Board. The Board shall initially consist of the seven following individuals: Xxxxxxx X. Xxxxxx, III W. Xxxxxxxx Xxxxx Xxxxx X. Xxxxx Xxxxxx X. Xxxxxxx Xxxxxx X. Xxxxx Xxxx Xxx Xxxxxx Xxxxxx
Board of Representatives. The Parties shall establish the Board of Representatives, within thirty (30) days after the conclusion of this Agreement. The Board of Representatives shall be composed of one (1) authorised representative of each Party. Parties appoint their representatives in accordance with and in the manner determined by their internal affairs acts. The Board of Representatives: - The Board of Representatives advises and decides on important matters relating to this Agreement, ELEXIS Association and its activities. - It decides on activities, fees and other contributions, establishes the text of the Agreement, accepts or rejects new candidate Members, establishes the action lines and performs other activities. - The Board of Representatives shall be chaired by the President of the Board. - The Board of Representatives selects the President among its members by a majority of votes, for a two-year period. - The President selects a Deputy among the members of the Board of Representatives who takes the duties of the President in her/his absence. - It is called by the President to convene the Board of Representatives at least once a year. - All Members must receive at least four (4) weeks' advance written notice of Board of Representatives session. - Board of Representatives decisions are based on a simple majority of the votes of the representatives. The session is quorate if the majority of representatives of the Board of Representatives are present.
Board of Representatives. 1. The States Parties shall designate their respective representatives to ARASIA. These representatives shall constitute the “ARASIA Board of Representatives”, the highest decision-making body of the Agreement. The ARASIA Board of Representatives shall meet at least once a year.
Board of Representatives. 1. The States Parties shall designate their respective Permanent Representatives to ARCAL. These representatives (hereinafter referred to as "ARCAL Representatives") shall constitute the "Board of ARCAL Representatives" (hereinafter referred to as "BAR"), the highest decision-making body of the Agreement, which shall meet at least once a year.
Board of Representatives. Except as expressly provided herein, ------------------------ the business and affairs of the Partnership (including all actions to be taken by the Partners or by the Partnership under this Agreement) shall be managed by or under the direction of a board of representatives of the Partnership (the "Board") pursuant to the provisions of this Agreement. Except as expressly provided herein, the Board shall have the authority and full discretion with respect to the management of the business and affairs of the Partnership. No Partner shall act on behalf of, or take any action binding, the Partnership without the prior approval or consent of the Board.
Board of Representatives. The Board of Representatives shall manage and control, and supervise the management of the business and affairs of the Partnership, and shall act together as a group. The Representatives shall have such rights, duties and powers as are specified in this Agreement.
Board of Representatives. Section 12.1. Number of Representatives; Power of Representatives 49 Section 12.2. Removal of Representatives 49 Section 12.3. Compensation of Representatives 49 Section 12.4. Meetings of the Board 49 ARTICLE XIII NON-SOLICITATION; NON-COMPETITION Section 13.1. Agreement not to Solicit 50 Section 13.2. Agreement not to Compete 51 Section 13.3. Use of Customer Lists by Members 53 Section 13.4. Offer of New Products and Services to the Company 54 ARTICLE XIV MISCELLANEOUS Section 14.1. Entire Agreement 54 Section 14.2. Governing Law, Arbitration, Specific Performance, Choice of Forum, Damages and Expenses 55 Section 14.3. Effect 58 Section 14.4. Pronouns and Number 58 Section 14.5. Captions 58 Section 14.6. Partial Enforceability 59 Section 14.7. Counterparts 59 Section 14.8. No Third Party Beneficiaries 59 Section 14.9. Certain Indemnification 59 Section 14.10. Waiver of Partition 59 Section 14.11. Amendments and Actions to be in Writing 60 iv LIMITED LIABILITY COMPANY AGREEMENT OF EDUCATION FIRST FINANCE LLC LIMITED LIABILITY COMPANY AGREEMENT of EDUCATION FIRST FINANCE LLC (the “Company”), dated as of September 9, 1996, between TCB Education First Corporation, a Delaware corporation (“TCB Sub”), and Student Loan Marketing Association, a government-chartered private corporation (“Sxxxxx Mxx”).
Board of Representatives. Each Member shall designate representatives (“Representatives”) to serve on the Board of Representatives, which shall consist of six individuals, three of whom shall be designated by and serve at the pleasure of Vectren, and three of whom shall be designated by and serve at the pleasure of Cinergy. A Member may remove or redesignate one or more of its Representatives on the Board at any time by giving written notice to each other Member. The Board shall be responsible for determining the ends which the Company will pursue. Further, the Board shall articulate the values, perspectives and rules by which the Company will guide its actions. The Board shall assure that the Company performs in an ethical and prudent manner.
Board of Representatives. The Member shall appoint a Board of Representatives, which shall be vested by the Member with certain approval powers. The Board of Representatives shall meet at such times, in such manner, and at such places as the Board of Representatives may designate; appoint officers; and take action on behalf of the Company by means of the affirmative vote of the majority of the Board of Representatives present at a meeting at which a majority of such Representatives is present. The prior written consent of the Board of Representatives shall be required for any of the following actions: (1) adoption of and approval of any alteration, amendment, or repeal of the Articles of Organization or this Agreement; (2) establishing annual operating and capital budgets of the Company; (3) approval of any expenditure or agreement, other than those involving reimbursement to CCE Participants in accordance with their Participation Agreements, leading to an expenditure that exceeds $10,000.00 per transaction and $25,000.00 in the aggregate per year; (4) purchase or acquisition of any real, personal, or mixed property not included within an amount designated in any operating or capital budget; (5) any sale, gift, lease, mortgage, or other transfer or encumbrance of any real, personal, or mixed property of the Company; (6) borrowing or lending money or the creation of indebtedness through the guaranty of another's debt or similar action; and (7) commencement, disposition, termination or settlement of claims or litigation, or of any claim or threat of litigation, not fully reimbursed by third-party insurance.
