Composition of Management Committee. The Management Committee shall consist of three persons (“Management Committee Members”), who shall be appointed from time to time by the General Partner. The General Partner hereby appoints Xxxxx X. Xxxx, Xxxxxx X. Xxxxxx and Xxx X. Xxxxxx as the Management Committee Members, effective as of the date of this Second Amendment. Each Management Committee Member shall hold office until his successor shall have been appointed by the General Partner. Management Committee Members need not be residents of the state in which the Partnership is organized. Any vacancy occurring in the Management Committee shall be filled by the General Partner. The Management Committee from time to time shall appoint officers of the Company to act for and on behalf of the Company.
Composition of Management Committee. Effective as of the date of this First Amendment, the Management Committee shall consist of three persons (“Management Committee Members”), who shall be appointed from time to time by the Member. The Member hereby appoints Xxxxx X. Xxxx, Xxxxxx X. Xxxxxx and Xxx X. Xxxxxx as the Management Committee Members, effective as of the date of this First Amendment. Each Management Committee Member shall hold office until his successor shall have been appointed by the Member. Management Committee Members need not be residents of the state in which the Company is organized. Any vacancy occurring in the Management Committee shall be filled by the Member. The Management Committee from time to time shall appoint officers of the Company to act for and on behalf of the Company.
Composition of Management Committee. The Management Committee shall be composed of five (5) members. One member shall be the Project Leader as determined in Section 3.6 below. EAPC (together with any Substituted Partner(s) succeeding to EAPC's Partnership Interest) shall designate two of the four remaining members of the Management Committee, and SWPL, (together with any Substituted Partner(s) succeeding to SWPL's Partnership Interest) , shall designate the two remaining members of the Management Committee. Each Partner shall notify all other Partners in writing of their designations to the Management Committee, including any alternate members they may choose to designate. Such alternate members shall have full authority to act in the absence of a primary member. The Partners shall have authority to remove their respective designees to the Management Committee at any time and to replace them with new designees at any time upon giving written notice to the other Partners.
Composition of Management Committee. The Management Committee shall consist of three persons (“Management Committee Members”), who shall be appointed from time to time by the Member. The Member hereby appoints Xxxxx X. Xxxx, Xxxxxx X. Xxxxxx and Xxx X. Xxxxxx as the initial members of the Management Committee, effective as of the date hereof. Each Management Committee Member shall hold office until his successor shall have been appointed by the Member. Management Committee Members need not be residents of Illinois. Any vacancy occurring in the Management Committee shall be filled by the Member. The Management Committee from time to time shall appoint officers of the Company to act for and on behalf of the Company.
Composition of Management Committee. (a) Each Participant will be entitled to appoint Representatives on the Management Committee as follows:
(i) a Participant with a Joint Venture Interest of 10% or greater, but less than 25%, may appoint one (1) Representative;
(ii) a Participant with a Joint Venture Interest of 25% or greater, but less than 50%, may appoint two (2) Representatives; and
(iii) a Participant with a Joint Venture Interest of 50% or greater may appoint three (3) Representatives.
(b) Each Participant may also appoint an alternate for each of its Representatives who will be entitled to attend and vote at meetings of the Management Committee in which the relevant Representative does not participate.
(c) Each Participant will appoint its Representatives and alternates (if any) by notice in writing to the Manager and the other Participants. Xxxxxxx + Xxxxx page | 24
(d) A Participant may replace any of its Representatives or alternates, or revoke any such appointment, at any time by giving notice in writing to the Manager and the other Participants. The relevant appointment or removal will take effect immediately on receipt of that notice.
(e) A Participant whose Joint Venture Interest falls below 10% will cease to have any right to appoint Representatives to the Management Committee, and any such appointments will cease to have effect immediately upon its Joint Venture Interest falling below 10%.
Composition of Management Committee. The Management Committee shall consist of: (i) prior to a Pan Am Change in Control, six (6) committee representatives, three (3) of whom shall be designated by the Pan Am Member and three (3) of whom shall be designated by the NS Member, and alternates appointed by the Pan Am Member and the NS Member, respectively, to serve in the absence or unavailability of a committee representative, or (ii) upon and after a Pan Am Change in Control, immediately and without the need for any action of any Member or any other Person, five (5) committee representatives, two (2) of whom shall be designated by the Pan Am Member and three (3) of whom shall be designated by the NS Member, in each case with alternates appointed by the Pan Am Member and the NS Member, respectively, to serve in the absence or unavailability of a committee representative (each, including alternates, a "Committee Representative"). Each Committee Representative shall serve at the pleasure of the Member or Members who designated such Committee Representative. The initial Committee Representatives are identified in Exhibit 5.2(b) attached hereto. Any Committee Representative may resign upon written notice to the Member who designated such Committee Representative and to the Company. The resignation of any such Committee Representative shall take effect upon receipt of such notice, or at such later time as shall be specified in such notice. A Committee Representative may be removed at any time with or without cause by the Member who originally designated such Committee Representative. Except as governed by Section 10 for an Event of Default by a Member, any vacancy occurring for any reason in the number of Committee Representatives shall be filled by the Member who originally designated the Committee Representative whose position has become vacant. A Member shall provide written notice to all other Members of the identity of a new Committee Representative when that new Committee Representative is designated, provided, however, that the provision of said written notice shall not be a prerequisite to said designation nor the ability of said Committee Representative to participate in the governance of the Company. The Chairman of the Management Committee shall be appointed by the Pan Am Member in all even numbered calendar years and by the NS Member in all odd numbered calendar years, provided that, upon and after a Pan Am Change in Control, the Chairman of the Management Committee shall be appointed by t...
Composition of Management Committee. The Management Committee shall consist of six committee representatives, four of whom shall be designated by the KCS Member and two of whom shall be designated by the NS Member, and any alternate selected by a Member, to serve in the absence or unavailability of one or more committee representatives (each, including alternates, a "Committee Representative"). Each Committee Representative shall serve at the pleasure of the Member or Members who designated such Committee Representative. The initial Committee Representatives are identified in Exhibit 5.2(b) attached hereto. Any Committee Representative may resign upon written notice to the Member who designated such Committee Representative and to the Company. The resignation of any such Committee Representative shall take effect upon receipt of such notice, or at such later time as shall be specified in such notice. A Committee Representative may be removed at any time with or without cause by the Member who originally designated such Committee Representative. Except as governed by Article 10 for an Event of Default by a Member, any vacancy occurring for any reason in the number of Committee Representatives shall be filled by the Member who originally designated the Committee Representative whose position has become vacant. The Chairman of the Management Committee shall be appointed by the KCS Member.
Composition of Management Committee. The Management Committee shall consist of five members, two of whom shall be appointed by Xeriant, two of whom shall be appointed by Movychem and one of whom shall be appointed by mutual agreement of the Members (the “Independent Member“). The Independent Member shall serve for a period of six months for the first two terms, with all subsequent terms to be for a period of 12 months. An appointee of a Party may be removed or replaced only at the discretion of such Party. The members of the Management Committee shall not receive any compensation in connection with their acting in the capacity as a member of the Management Committee.
Composition of Management Committee. The Management Committee shall consist of two members, one member appointed by each of the General Partners, who shall not be entitled to receive any fee, wage or salary from the Partnership for such services, except that the Partnership may reimburse members of the Management Committee for reasonable expenses incurred in connection with performing Management Committee duties. The Management Committee shall meet from time to time upon five days notice from either member to the other. A prior agenda shall be submitted for each meeting, if convenient, and minutes of each meeting shall be kept and such minutes shall be signed by each member of the Management Committee. A quorum at any meeting of the Management Committee shall consist of all of the members, and a quorum shall be required for any meeting of the Management Committee to be held. If the meeting is held by telephone, minutes will be prepared and circulated for signature. Each member of the Management Committee shall be deemed to hold 50 percent of the voting power of the Management Committee. Subject to Section 6.1(e), any decision of the Management Committee shall be binding upon the Partners. In the event that 50 percent of the Management Committee's voting power shall have been voted for opposite positions with respect to a proposal or matter considered by the Management Committee, such deadlock shall constitute a defeat of the proposal or matter under consideration.
Composition of Management Committee. Cascadia and St. Helens shall each initially appoint one member to the Management Committee. Each party may also appoint one or more alternates to act in the absence of a regular member. Additional members may be added to the Management Committee by mutual agreement of the Parties, with each Party being equally represented.
