Common use of Designation and Appointment Clause in Contracts

Designation and Appointment. The Company Board may, from time to time, employ and retain persons as may be necessary or appropriate for the conduct of the Company’s business (subject to the supervision and control of the Company Board), including employees, agents and other persons who may be designated as Officers of the Company, with titles including but not limited to “chief executive officer,” “chairman,” “president,” “vice president,” “treasurer,” “secretary,” “general manager,” “director,” “chief financial officer” and “chief operating officer,” as and to the extent authorized by the Company Board. Any number of offices may be held by the same person. The Company Board may, in its discretion, choose not to fill any office for any period as it may deem advisable. Officers need not be residents of the State of Delaware or Members, but Officers must at all times be citizens of the United States by birth, naturalization or as otherwise authorized by law. Any Officers so designated shall have such authority and perform such duties as the Company Board may, from time to time, delegate to them. The Company Board may assign titles to particular Officers. Each Officer shall hold office until his or her successor shall be duly designated and shall qualify or until his or her death or until he or she shall resign or shall have been removed in the manner hereinafter provided. The salaries or other compensation, if any, of the Officers of the Company shall be fixed from time to time by the Company Board. The initial Officers of the Company shall be as follows: Xxxx X. Xxxxxxx Chairman of the Board and Chief Executive Officer Xxxxxx Xxxx Executive Vice President Xxxxxx Xxxxxxx President and Chief Operating Officer Xxxxxx Xxxxxxxx Vice President–Chief Financial Officer, Secretary and Treasurer Xxxx Xxxxxxxx Vice President–Operations Xxxx Xxxxxx Vice President–Chartering

Appears in 4 contracts

Samples: Limited Liability Company Agreement (U.S. Shipping Finance Corp.), Limited Liability Company Agreement (U.S. Shipping Finance Corp.), Limited Liability Company Agreement (U.S. Shipping Finance Corp.)

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Designation and Appointment. The Company Board may, from time may appoint one or more Officers and may delegate to time, employ and retain persons as may be necessary or appropriate such Officers such responsibilities for the conduct management of the Company’s business (subject to and affairs of Holdings LLC as the supervision and control of the Company Board), including employees, agents and other persons who may be designated as Officers of the CompanyBoard shall determine, with titles including but not limited to “chief executive officer,” “chairman,” “president,” “vice president,” “treasurer,” “secretary,” “general manager,” “director,” “chief financial officer” and “chief operating technical officer,” as and to the extent authorized by the Company Board. Any number of offices may be held by the same personPerson. Officers need not be Members or residents of the State of Delaware. Officers other than the chief executive officer will report in the ordinary course to the chief executive officer. The Company Board maymay assign titles to particular Officers. The Board, in its discretion, may choose not to fill any office for any period as it may deem advisable. Officers need not be residents of the State of Delaware or Members, but Officers must at all times be citizens of the United States by birth, naturalization or as otherwise authorized by law. Any Officers so designated shall have such authority and perform such duties as the Company Board may, from time to time, delegate to them. The Company Board may assign titles to particular Officers. Each Officer shall hold office until his or her such Officer’s successor shall be duly designated and shall qualify or until his or her such Officer’s death or Disability or until he or she such Officer shall resign or shall have been removed in the manner hereinafter provided. The salaries or and other compensation, if any, of the Officers of the Company shall be fixed from time to time by the Company Board, if required under Section 6.5, or otherwise by the Compensation Committee. The initial Such Officers of shall have the Company shall be as follows: Xxxx X. Xxxxxxx Chairman responsibility and authority to implement the decisions of the Board and Chief Executive Officer Xxxxxx Xxxx Executive Vice President Xxxxxx Xxxxxxx President to make decisions specially delegated to them by the Board. The Officers shall be subject to the direction of the Board at all times. Subject to limitations expressly set forth in Section 6.5 or elsewhere in this Agreement, the Officers shall have the power and Chief Operating Officer Xxxxxx Xxxxxxxx Vice President–Chief Financial Officerthe authority to: (i) acquire, Secretary sell or otherwise trade in debt or equity securities, futures, options and Treasurer Xxxx Xxxxxxxx Vice President–Operations Xxxx Xxxxxx Vice President–Charteringother financial instruments in the ordinary course of business; (ii) incur indebtedness in the name and on behalf of Holdings LLC in the ordinary course of Holdings LLC’s business subject to preexisting guidelines and limitations as may have been established by the Board; (iii) collect all income earned and pay all operating expenses incurred in the ordinary course of the business of Holdings LLC; (iv) negotiate the terms and conditions of and execute all agreements, arrangements, documents and instruments necessary or helpful in conducting the business of Holdings LLC, including trades and contracts with third parties; (v) maintain the books and records of Holdings LLC, (vi) hire and fire employees of Holdings LLC; and (vii) carry out all things otherwise ordinary, necessary and incident to the ordinary course operations of Holdings LLC.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (ECPM Holdings, LLC), Limited Liability Company Agreement (ECPM Holdings, LLC)

Designation and Appointment. The Company Board may, from time to time, employ and retain persons Persons as may be necessary or appropriate for the conduct of the Company’s business (subject to the supervision and control of the Company Board)business, including employees, agents and other persons Persons (any of whom may be a Member) who may be designated as Officers of the Company, with titles including but not limited to “chief executive officer,” “chairman,” “president,” “vice president,” “treasurer,” “secretary,” “assistant secretary,” “general manager,” “director,” “chief financial officer” and “chief operating financial officer,” as and to the extent authorized by the Board. The names of the initial Officers of the Company Boardare set forth on Schedule B attached hereto. Any number of offices may be held by the same person. The Company Board may, in In its discretion, the Board may choose not to fill any office for any period as it may deem advisable. Officers need not be residents of the State of Delaware or Members, but Officers must at all times be citizens of the United States by birth, naturalization or as otherwise authorized by law. Any Officers so designated shall have such authority and perform such duties as the Company Board may, from time to time, delegate to them; provided, that in the absence of an express delegation of authority and duties, such persons shall have the authority and duties normally associated with such offices in respect of corporations formed pursuant to the Delaware General Corporation Law. Notwithstanding the foregoing, no Officer shall have the authority to approve any actions of any Subsidiary which requires the approval of the Company in its capacity as a shareholder of such Subsidiary without the express authorization of the Board. The Company Board may assign titles to particular Officers. Each Officer shall hold office until his or her successor shall be duly designated and shall qualify or until his or her death or until he or she shall resign or shall have been removed in the manner hereinafter provided. The salaries or other compensation, if any, of the Officers of the Company shall be fixed from time to time by the Company Board. The initial Officers of the Company shall be as follows: Xxxx X. Xxxxxxx Chairman of the Board and Chief Executive Officer Xxxxxx Xxxx Executive Vice President Xxxxxx Xxxxxxx President and Chief Operating Officer Xxxxxx Xxxxxxxx Vice President–Chief Financial Officer, Secretary and Treasurer Xxxx Xxxxxxxx Vice President–Operations Xxxx Xxxxxx Vice President–Chartering.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Exopack Advanced Coatings, LLC)

Designation and Appointment. The Officers of the Company as of the date of this Agreement shall be: Chief Executive Officer and President Xxxxxxx X. Xxxxx Chief Financial Officer Xxxx X. Xxxxxx Vice President, Operations Xxxxxx X. Xxxxxxxx Vice President, Administration and Secretary Xxxxxxx X. Xxxxxxxxxx The Board may, from time to time, employ and retain persons Persons as may be necessary or appropriate for the conduct of the Company’s 's business (subject to the supervision and control of the Company Board), including employees, agents and other persons Persons (any of whom may be a Member or Director) who may be designated as Officers of the Company, with titles including but not limited to "chief executive officer,” “chairman,” “" "president,” “" vice president,” “" "treasurer,” “" "secretary,” “" "general manager,” “director,” “counsel" and "chief financial officer” and “chief operating officer," as and to the extent authorized by the Company Board. Any number of offices may be held by the same personPerson. The Company Board may, in its In the Board's discretion, the Board may choose not to fill any office for any period as it may deem advisable. Officers need not be residents of the State of Delaware or Members, but Officers must at all times be citizens of the United States by birth, naturalization or as otherwise authorized by law. Any Officers so designated shall have such authority and perform such duties as the Company Board may, from time to time, delegate to them. The Company Board may assign titles to particular Officers. Each Officer shall hold office until his or her successor shall be duly designated and shall qualify have qualified as an Officer or until his or her death or until he or she shall resign or shall have been removed in the manner hereinafter provided. The salaries or other compensation, if any, of the Officers of the Company shall be fixed from time to time by the Company Board. The initial Officers of the Company shall be as follows: Xxxx X. Xxxxxxx Chairman of the Board and Chief Executive Officer Xxxxxx Xxxx Executive Vice President Xxxxxx Xxxxxxx President and Chief Operating Officer Xxxxxx Xxxxxxxx Vice President–Chief Financial Officer, Secretary and Treasurer Xxxx Xxxxxxxx Vice President–Operations Xxxx Xxxxxx Vice President–Chartering.

Appears in 1 contract

Samples: Limited Liability Company Agreement (K-Sea Tranportation Partners Lp)

Designation and Appointment. The Company Board may, from time to time, employ and retain persons as may be necessary or appropriate for the conduct of the Company’s business (subject to the supervision and control of the Company Board), including employees, agents and other persons who may be designated as Officers of the Company, with titles including but not limited to “chief executive officer,” “chairman,” “president,” “vice president,” “treasurer,” “secretary,” “general manager,” “director,” “chief financial officer” and “chief operating officer,” as and to the extent authorized by the Company Board. Any number of offices may be held by the same person. The Company Board may, in its discretion, choose not to fill any office for any period as it may deem advisable. Officers need not be residents of the State of Delaware or Members, but Officers must at all times be citizens of the United States by birth, naturalization or as otherwise authorized by law. Any Officers so designated shall have such authority and perform such duties as the Company Board may, from time to time, delegate to them. The Company Board may assign titles to particular Officers. Each Officer shall hold office until his or her successor shall be duly designated and shall qualify or until his or her death or until he or she shall resign or shall have been removed in the manner hereinafter provided. The salaries or other compensation, if any, of the Officers of the Company shall be fixed from time to time by the Company Board. The initial Officers of the Company shall be as follows: Xxxx X. Xxxxxxx Chairman of the Board and Chief Executive Officer Xxxxxx Xxxx Executive Vice President Xxxxxx Xxxxxxx President and Chief Operating Officer Xxxxxx Xxxx Executive Vice President Xxxxxx Xxxxxxxx Vice President–Chief Financial Officer, Secretary and Treasurer Xxxx Xxxxxxxx Vice President–Operations Xxxx Xxxxxx Vice President–Chartering

Appears in 1 contract

Samples: Limited Liability Company Agreement (U.S. Shipping Finance Corp.)

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Designation and Appointment. The Company shall -------- --------------------------- have, but shall not be limited to, the following executive officers: a Chief Executive Officer, a General Manager, a Chief Operating Officer, a Chief Financial Officer, a Technical Vice President and a Vice President -Marketing and Sales. Upon the effectiveness of this Agreement, the General Manager shall be Xxxxxx Xxxxxx who, for the first year, shall serve at the pleasure of a Supermajority of the Board of Directors and thereafter at the pleasure of the Board of Directors. All executive officers other than (i) the initial General Manager and (ii) the Chief Executive Officer (who shall at all times be designated by AGY) shall be designated by the Board of Directors after consultation among the Members. In addition, the Board of Directors may, from time to time, employ and or retain persons such other Persons as may be necessary or appropriate for the conduct of the Company’s 's business (subject to the supervision and control of the Company BoardBoard of Directors), including employees, agents and other persons Persons who may be designated as Officers officers (together with the executive officers, the "Officers") of the Company, with titles including but not limited to “chief executive officer,” “chairman,” “president,” “vice president,” “treasurer,” “secretary,” “general manager,” “director,” “chief financial officer” and “chief operating officer,” as and to the extent authorized by the Company Board. Any number of offices may be held by -------- the same personPerson. The Company Board may, in In its discretion, the Board of Directors may choose not to fill any office for any period as it may deem advisable. Officers need not be residents of the State of Delaware or Members, but Officers must at all times be citizens of the United States by birth, naturalization or as otherwise authorized by lawOwners. Any Officers so designated shall have such authority and perform such duties as the Company Board of Directors may, from time to time, delegate to themthem by written resolution of the Board of Directors. The Company Board of Directors may assign titles to particular Officers. Each Officer shall hold office until his or her successor shall be duly designated and shall qualify or until his or her death or until he or she shall resign or shall have been removed in the manner hereinafter provided. The salaries or other compensation, if any, of the Officers of the Company shall be fixed from time to time by the Company Board. The initial Officers Board of the Company shall be as follows: Xxxx X. Xxxxxxx Chairman of the Board and Chief Executive Officer Xxxxxx Xxxx Executive Vice President Xxxxxx Xxxxxxx President and Chief Operating Officer Xxxxxx Xxxxxxxx Vice President–Chief Financial Officer, Secretary and Treasurer Xxxx Xxxxxxxx Vice President–Operations Xxxx Xxxxxx Vice President–CharteringDirectors.

Appears in 1 contract

Samples: Limited Liability Company Operating Agreement (Advanced Glassfiber Yarus LLC)

Designation and Appointment. The Company Board Managing Member may, from time to time, employ and retain persons Persons as may be necessary or appropriate for the conduct of the Company’s business (subject to the supervision and control of the Company Board)business, including employees, agents and other persons Persons (any of whom may be a Member) who may be designated as Officers of the Company, with titles including but not limited to “chief executive officer,” “chairman,” “president,” “vice president,” “treasurer,” “secretary,” “assistant secretary,” “general manager,” “director,” “chief financial officer” and “chief operating financial officer,” as and to the extent authorized by the Managing Member. The Officers of the Company Boardshall be appointed from time to time by separate resolutions adopted by the Managing Member. Any number of offices may be held by the same person. The Company Board may, in In its discretion, the Managing Member may choose not to fill any office for any period as it may deem advisable. Officers need not be residents of the State of Delaware or Members, but Officers must at all times be citizens of the United States by birth, naturalization or as otherwise authorized by law. Any Officers so designated shall have such authority and perform such duties as the Company Board Managing Member may, from time to time, delegate to them; provided that in the absence of an express delegation of authority and duties, such persons shall have the authority and duties normally associated with such offices in respect of corporations formed pursuant to the Delaware General Corporation Law. Notwithstanding the foregoing, no Officer shall have the authority to approve any actions of any Subsidiary which requires the approval of the Company in its capacity as a shareholder of such Subsidiary without the express authorization of the Managing Member. The Company Board Managing Member may assign titles to particular Officers. Each Officer shall hold office until his or her successor shall be duly designated and shall qualify or until his or her death or until he or she shall resign or shall have been removed in the manner hereinafter provided. The salaries or other compensation, if any, of the Officers of the Company shall be fixed from time to time by the Company Board. The initial Officers of the Company shall be as follows: Xxxx X. Xxxxxxx Chairman of the Board and Chief Executive Officer Xxxxxx Xxxx Executive Vice President Xxxxxx Xxxxxxx President and Chief Operating Officer Xxxxxx Xxxxxxxx Vice President–Chief Financial Officer, Secretary and Treasurer Xxxx Xxxxxxxx Vice President–Operations Xxxx Xxxxxx Vice President–CharteringManaging Member.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Exopack Holding Corp)

Designation and Appointment. The Company Board of Managers may, from time to time, employ and retain persons Persons as may be necessary or appropriate for the conduct of the Company’s business (subject to the supervision and control of the Company BoardBoard of Managers), including employees, agents and other persons Persons (any of whom may be a Member or Manager) who may be designated as Officers of the Company, with titles including but not limited to “chief executive officer,” “chairman,” “president,” “vice president,” “treasurer,” “secretary,” “general manager,” “director,” “chief financial officer” and “chief operating financial officer,” as and to the extent authorized by the Company BoardBoard of Managers. Any number of offices may be held by the same personPerson. The Company Board may, in In its discretion, the Board of Managers may choose not to fill any office for any period as it may deem advisable. Officers need not be residents of the State of Delaware or Members, but Officers must at all times be citizens of the United States by birth, naturalization or as otherwise authorized by law. Any Officers so designated shall have such authority and perform such duties as the Company Board of Managers may, from time to time, delegate to them. The Company Board of Managers may assign titles to particular Officers. Each Officer shall hold office until his or her successor shall be duly designated and shall qualify or until his or her death or until he or she shall resign or shall have been removed in the manner hereinafter provided. The salaries or other compensationEffective as of the execution of this Agreement, if any, of the Officers of the Company shall be fixed from time to time as set forth below, each in the capacity or capacities specified opposite his name until his successor is chosen by the Company Board. The initial Officers Board of the Company shall be Managers, or, if earlier, until his or her death, resignation or removal as followsan Officer: Xxxx X. Xxxxxxx Chairman of the Board and Xxxxx Xxxxxxxxx Chief Executive Officer Xxxxxx Xxxx Executive Vice President Xxxxxx Xxxxxxx X.X. Xxxxxxxxx President and Chief Operating Officer Xxxxxx Xxxxxxxx Vice President–Chief Financial Officer, Secretary and Treasurer Xxxx Xxxxxxxx Vice President–Operations Xxxx Xxxxxx Vice President–Chartering

Appears in 1 contract

Samples: Limited Liability Company Agreement (Hawkeye Holdings, Inc.)

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