Management by Management Committee. Except as otherwise provided in this Agreement, all aspects of the business and affairs of the Company shall be managed, and all decisions affecting the business and affairs of the Company (including, without limitation, investment and Project related decisions) shall be made, by the Members acting through a management committee (the “Management Committee”) composed of five (5) representatives in accordance with the provisions contained below. The Members, exclusively through the Management Committee, shall have the right, power and authority to take any and all actions consistent with the purpose of the Company that is permitted hereunder and under applicable law. No Member shall have any right, power or authority to act (as agent or otherwise) for, or to bind, the Company in any manner (other than as expressly provided herein) except through the Management Committee.
Management by Management Committee. The business and affairs of the Company shall be fully vested in, and managed by, a Management Committee (the “Management Committee”) and subject to the discretion of the Management Committee, officers elected pursuant to Section 6.12. The Management Committee and officers shall collectively constitute “managers” of the Company within the meaning of the Act. Except as otherwise provided in this Agreement, the authority and functions of the Management Committee, on the one hand, and of the officers, on the other hand, shall be identical to the authority and functions of the board of directors and officers, respectively, of a corporation organized under the General Corporation Law of the State of Delaware. The officers shall be vested with such powers and duties as are set forth in Section 6.12 and as are specified by the Committee. Accordingly, except as otherwise specifically provided in this Agreement, the business and affairs of the Company shall be managed under the direction of the Management Committee, and the day-to-day activities of the Company shall be conducted on the Company’s behalf by the officers who shall be agents of the Company.
Management by Management Committee. The business and affairs of the Company shall be managed under the direction of the Management Committee in accordance with the terms and provisions of this Agreement. Approval by or action taken by the Management Committee in accordance with this Agreement shall constitute approval or action by the Company and shall be binding on the Members. No Member shall bind the Company or otherwise act on its behalf and no Representative shall bind the Company or otherwise act on its behalf without the prior authorization of the Management Committee to take such action. If any Member breaches or threatens to breach the covenant provided in the preceding sentence, the Company and the other Member may exercise any remedies available to them in law or in equity, including seeking an injunction restraining such Member from breaching such covenant.
Management by Management Committee. (a) The management of the Company shall be vested in a management committee (the "MANAGEMENT COMMITTEE") which shall determine all questions of business, policy and operations of the Company except to the extent otherwise specifically provided in this Agreement. Decisions to be made by the Management Committee include all matters dealing with the status of any Member in the Company or any Member's relationship to the other Members, the Base Salary to be received by a Member, the Profit and Loss Percentage of any Member, the termination of a Member or the admission of a Member.
Management by Management Committee. (A) Subject to the provisions of the Act and the terms of this Agreement, including, without limitation, Section 6.7 through and including Section 6.12, the business and affairs of the Company shall be managed under the direction and control of a management committee (the “Management Committee”) which shall consist of three (3) individuals (each, a (“Manager”), who need not be Members.
Management by Management Committee. (a) Except as otherwise expressly provided in this Agreement or required under the Act, the business and affairs of the Partnership shall be managed by a management committee (the “Management Committee” and each member of the Management Committee a “MC Member”), and the Management Committee shall have full and complete authority, power and discretion to manage and control the business, affairs, and properties of the Partnership, to make all decisions regarding those matters and to perform any and all other acts or activities customary or incidental to the management of the Partnership’s business. Decisions or actions taken by the Management Committee in accordance with the provisions of this Agreement shall constitute decisions or actions by the Partnership. Without limiting the generality of the foregoing, the approval of the Management Committee shall be required for all matters (other than those matters delegated to (A) the Management Company pursuant to the MSA or (B) any officer of the Partnership or any member of the Senior Management Team or other authorized Persons in accordance with Section 7.10), including approval of the matters described in Section 7.1(b), which the Management Committee shall not have the power to delegate to any Person.
Management by Management Committee. Except for matters for which the ---------------------------------- approval of the Members is required by the Act or this Agreement, and except to the extent [*] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. managed by the officers of the LLC under the supervision of the Management Committee, the LLC will be managed and controlled by the Management Committee in accordance with the Act and with the terms of this Agreement. The Management Committee may exercise all powers of the LLC and may do all such lawful acts and things as are not by the Act, the Certificate of Formation, or this Agreement, directed or required to be exercised or done by the Members themselves. It is intended by the parties hereto that the powers and authority of the Management Committee will be substantially the same as the powers and authority of a Board of Directors of a corporation formed under the laws of the State of Delaware, provided that approval of the Management Committee or any committee thereof is subject to the sole discretion and judgment of the Member Representatives, acting in the interests of their respective appointing Members and not as fiduciaries of the LLC or of any Member.
Management by Management Committee. The business, property and affairs of the Company shall be managed exclusively by the Management Committee. The Management Committee shall consist of ten managers (each, a “Manager”). Except for situations in which the approval of the Members is expressly required by the Articles, the Act or this Agreement, the Management Committee shall have full, complete and exclusive authority, power, and discretion to manage and control the business, property and affairs of the Company, to make all decisions regarding those matters and to perform any and all other acts or activities customary or incident to the management of the Company’s business, property and affairs. Without limiting the generality of the foregoing, but subject to the express limitations set forth elsewhere in this Agreement, the Management Committee shall have the power to exercise on behalf and in the name of the Company all of the powers described in Corporations Code Section 17003.
Management by Management Committee. The management, operation and control of the Company and its business and affairs shall rest with the Management Committee established pursuant to Section 5.02 of this Agreement, provided, however, that the Members shall have the right to approve those actions set forth in Section 5.05. Except as otherwise specifically provided in this Agreement, no Member, as such, may bind or otherwise obligate the Company independent of the Management Committee.
Management by Management Committee. The management of the business of the Company shall be vested in a management committee (the "Management Committee"). The Management Committee shall be empowered to set policy for, and to make all decisions in respect of, the business and operations of the Company subject to the limitations set forth in this Agreement. The acts of the Management Committee shall bind the Members and the Company when such acts are within the scope of the authority of the Management Committee.
