Management by the Board. (a) The management, policies and affairs of the Company shall be managed by or under the direction of the Board; provided, however, that subject to the Investment Company Act and applicable law, the Board may delegate its rights and powers to third parties, including the Investment Manager, as it may determine. Unless otherwise specified in this Agreement, consent or approval by the Company shall be determined by the Board. (b) The Board may appoint and elect (as well as remove or replace with or without cause), as it deems necessary, a President, Vice Presidents (including Executive Vice Presidents), a Treasurer, a Chief Financial Officer, a Secretary, a Chief Compliance Officer and any other officer of the Company the Board determines to be necessary or advisable (collectively, the “Officers”). The names of each Officer and such Officer’s position as of the date hereof are listed on Schedule B. (c) The Officers shall perform such duties and may exercise such powers as may be assigned to them by the Board. (d) Unless the Board decides otherwise, if the title of any Person authorized to act on behalf of the Company under this 3.4.3 is one commonly used for officers of a business corporation formed under the Delaware General Corporation Law, the assignment of such title shall constitute the delegation to such Person of the authority and duties that are normally associated with that office, subject to any specific delegation of, or restriction on, authority and duties made pursuant to this 3.4.3. Any number of titles may be held by the same Person. Any delegation pursuant to this 3.4.3 may be revoked at any time by the Board. (e) The Board may authorize any Person, including any Officer, to sign on behalf of the Company.
Appears in 9 contracts
Samples: Limited Liability Company Agreement (Goldman Sachs Private Markets Fund 2018 LLC), Limited Liability Company Agreement (Goldman Sachs Private Markets Fund 2018 (A) LLC), Limited Liability Company Agreement (Goldman Sachs Private Markets Fund 2018 (B) LLC)
Management by the Board. (a) The management, policies and affairs control of the Company shall be managed by or under the direction of vested exclusively in the Board; provided, however, that subject to the Investment Company Act and applicable law, the Board may delegate its rights and powers to third parties, including the Investment ManagerAdviser, as it may determine. Unless otherwise specified in this Agreement, consent or approval by the Company shall be determined by the Board.
(b) The Board may appoint and elect (as well as remove or replace with or without cause), as it deems necessary, a President, Vice Presidents (including Executive Vice Presidents), a Treasurer, a Chief Financial Officer, a Secretary, a Chief Compliance Officer and any other officer of the Company the Board determines to be necessary or advisable (collectively, the “Officers”). The names compensation, if any, of the Officers shall be determined by the Board. The name of each Officer and such Officer’s position as of the date hereof are shall be listed on Schedule B.C, which shall be updated by an Officer, as necessary.
(c) The Officers shall perform such duties and may exercise such powers as may be assigned to them by the Board.
(d) Unless the Board decides otherwise, if the title of any Person authorized to act on behalf of the Company under this 3.4.3 3.4.2 is one commonly used for officers of a business corporation formed under the Delaware General Corporation Law, the assignment of such title shall constitute the delegation to such Person of the authority and duties that are normally associated with that office, subject to any specific delegation of, or restriction on, authority and duties made pursuant to this 3.4.33.4.2. Any number of titles may be held by the same Person. Any delegation pursuant to this 3.4.3 3.4.2 may be revoked at any time by the Board.
(e) The Board may authorize any Person, including any Officer, to sign on behalf of the Company. Unless authorized to do so by the Board, no Officer shall have any power or authority to bind the Company in any way, to pledge its credit, or to render it liable for any purpose.
Appears in 6 contracts
Samples: Limited Liability Company Agreement (TCW Spirit Direct Lending LLC), Limited Liability Company Agreement (Senior Credit Investments, LLC), Limited Liability Company Agreement (Senior Credit Investments, LLC)
Management by the Board. (a) The management, policies and affairs of the Company shall be managed by or under the direction of the Board; provided, however, that subject to the Investment Company Act and applicable law, the Board may delegate its rights and powers to third parties, including the Investment ManagerAdviser, as it may determine. Unless otherwise specified in this Agreement, consent or approval by the Company shall be determined by the Board.
(b) The Board may appoint and elect (as well as remove or replace with or without cause), as it deems necessary, a President, Vice Presidents (including Executive Vice Presidents), a Treasurer, a Chief Financial Officer, a Secretary, a Chief Compliance Officer and any other officer of the Company the Board determines to be necessary or advisable (collectively, the “Officers”). The names of each Officer and such Officer’s position as of the date hereof are listed on Schedule B.
(c) The Officers shall perform such duties and may exercise such powers as may be assigned to them by the Board.
(d) Unless the Board decides otherwise, if the title of any Person person authorized to act on behalf of the Company under this 3.4.3 3.5.3 is one commonly used for officers of a business corporation formed under the Delaware General Corporation Law, the assignment of such title shall constitute the delegation to such Person person of the authority and duties that are normally associated with that office, subject to any specific delegation of, or restriction on, authority and duties made pursuant to this 3.4.3. Any number of titles may be held by the same Person. Any delegation pursuant to this 3.4.3 may be revoked at any time by the Board3.5.
(e) The Board may authorize any Person, including any Officer, to sign on behalf of the Company.
Appears in 4 contracts
Samples: Limited Liability Company Agreement, Limited Liability Company Agreement (Goldman Sachs Private Middle Market Credit II LLC), Limited Liability Company Agreement (Goldman Sachs Private Middle Market Credit LLC)
Management by the Board. (a) The management, policies and affairs control of the Company shall be managed by or under the direction of vested exclusively in the Board; provided, however, that subject to the Investment Company Act and applicable law, the Board may delegate its rights and powers to third parties, including the Investment ManagerAdviser, as it may determine. Unless otherwise specified in this Agreement, consent or approval by the Company shall be determined by the Board.
(b) The Board may appoint and elect (as well as remove or replace with or without cause), as it deems necessary, a President, Vice Presidents (including Executive Vice Presidents), a Treasurer, a Chief Financial Officer, a Secretary, a Chief Compliance Officer and any other officer of the Company the Board determines to be necessary or advisable (collectively, the “Officers”). The compensation, if any, of the Officers shall be determined by the Board. The names of each Officer and such Officer’s position as of the date hereof are shall be listed on Schedule B.C, which shall be updated as necessary.
(c) The Officers shall perform such duties and may exercise such powers as may be assigned to them by the Board.
(d) Unless the Board decides otherwise, if the title of any Person person authorized to act on behalf of the Company under this 3.4.3 3.4.2 is one commonly used for officers of a business corporation formed under the Delaware General Corporation Law, the assignment of such title shall constitute the delegation to such Person person of the authority and duties that are normally associated with that office, subject to any specific delegation of, or restriction on, authority and duties made pursuant to this 3.4.33.4.2. Any number of titles may be held by the same Personperson. Any delegation pursuant to this 3.4.3 3.4.2 may be revoked at any time by the Board.
(e) The Board may authorize any Person, including any Officer, to sign on behalf of the Company. Unless authorized to do so by the Board, no Officer shall have any power or authority to bind the Company in any way, to pledge its credit, or to render it liable for any purpose.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (TCW Direct Lending VII LLC), Limited Liability Company Agreement (TCW Direct Lending VII LLC)
Management by the Board. (ai) The management, policies business and affairs of the Company Fund shall be managed by or under the direction of the Board; provided, however, that subject to the Investment Company Act and applicable except as may be otherwise provided by law, the Board may delegate its rights and powers to third parties, including the Investment Manager, as it may determine. Unless otherwise specified in this Agreement, consent or approval by the Company Fund shall be determined by the Board.
(bii) The Board may appoint and elect (as well as remove or replace with or without cause), as it deems necessary, a President, Vice Presidents (including Executive Vice Presidents), a Treasurer, a Chief Financial Officer, a SecretaryChief Legal Officer, a Chief Compliance Officer Officer, a Treasurer, a Secretary and any other officer of the Company Fund the Board determines to be necessary or advisable (collectively, the “Officers”). The names of each Officer and such Officer’s position as of the date hereof are listed on Schedule SCHEDULE B.
(ciii) The Officers shall perform such duties and may exercise such powers as may be assigned to them by the Board.
(div) Unless the Board decides otherwise, if the title of any Person person authorized to act on behalf of the Company Fund under this 3.4.3 Section 3.4(c) is one commonly used for officers of a business corporation formed under the Delaware General Corporation Law, the assignment of such title shall constitute the delegation to such Person person of the authority and duties that are normally associated with that office, subject to any specific delegation of, or restriction on, authority and duties made pursuant to this 3.4.3Section 3.4(c). Any number of titles may be held by the same Personperson. Any delegation pursuant to this 3.4.3 Section 3.4(c) may be revoked at any time by the Board.
(ev) The Board may authorize any Person, including any Officer, to sign on behalf of the CompanyFund.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (Fidelity Private Credit Co LLC), Limited Liability Company Agreement (Fidelity Private Credit Central Fund LLC)
Management by the Board. (a) The management, policies and affairs of the Company shall be managed by or under the direction of the Board; provided, however, that subject to the Investment Company Act and applicable law, the Board may delegate its rights and powers to third parties, including the Investment ManagerAdviser, as it may determine. Unless otherwise specified in this Agreement, consent or approval by the Company shall be determined by the Board.
(b) The Board may appoint and elect (as well as remove or replace with or without cause), as it deems necessary, a Chief Executive Officer, Chief Investment Officer, Chief Operating Officer, President, Vice Presidents (including Executive Vice Presidents), a Treasurer, a Chief Financial Officer, a Secretary, a Chief Compliance Officer and any other officer of the Company the Board determines to be necessary or advisable (collectively, the “Officers”). The names of each Officer and such Officer’s position as of the date hereof are listed on Schedule B..
(c) The Officers shall perform such duties and may exercise such powers as may be assigned to them by the Board.
(d) Unless the Board decides otherwise, if the title of any Person person authorized to act on behalf of the Company under this 3.4.3 Section 3.5.3 is one commonly used for officers of a business corporation formed under the Delaware General Corporation Law, the assignment of such title shall constitute the delegation to such Person person of the authority and duties that are normally associated with that office, subject to any specific delegation of, or restriction on, authority and duties made pursuant to this 3.4.3Section 3.5.3. Any number of titles may be held by the same Personperson. Any delegation pursuant to this 3.4.3 Section 3.5.3 may be revoked at any time by the Board.
(e) The Board may authorize any Person, including any Officer, to sign on behalf of the Company.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Oaktree Gardens OLP, LLC)