Management by the Members. The powers of the Company shall be exercised by or under the authority of, and the business and affairs of the Company shall be managed under the direction of, the Majority Members, and the Majority Members shall make all decisions and take all actions for the Company.
Management by the Members. (i) The management of the Company is fully reserved to the Members, and the Company shall not have “managers,” as that term is used in the Act. The powers of the Company shall be exercised by or under the authority of, and the business and affairs of the Company shall be managed under the direction of, the Members, who, through the Officers (as defined in Section 7(d)) and employees of the Company, shall make all decisions and take all actions for the Company. Decisions or actions taken by the Members in accordance with this Agreement shall constitute decisions or action by the Company and shall be binding on the Company. Only Members shall have the authority to represent and bind the Company, which authority can be delegated in accordance with Section 7(d).
(ii) In managing the business and affairs of the Company and exercising its powers, the Members shall act (A) collectively through resolutions adopted at meetings and in written consents pursuant to Sections 7(b) and 7(c); and (B) through Officers to which authorities and duties have been delegated pursuant to Section 7(d).
Management by the Members. Except to the extent (i) provided in Section 7.5(a) below or (ii) delegated to the Executive Committee by the Member in writing, the Company shall be managed exclusively by the Member.
Management by the Members. The Company shall be managed by the Member.
Management by the Members. The Company shall be managed solely by the Managing Member. The Non-Managing Member shall have no voting or consent rights except to the extent required by law or provided for herein.
Management by the Members. Except as otherwise expressly provided herein, or as required by any non-waivable provision of applicable law, the business and affairs of the Company shall be managed by the consent of the Members.
Management by the Members. The business and affairs of the Company shall be managed by the Members, subject to the binding effect of the Management Agreement. The Members shall delegate authority to such officers, employees, agents and/or representatives of the Company as they may from time to time deem appropriate; provided, however, that for as long as the Investment Percentage of BecoCom is at least 33 1/3%, BecoCom shall be entitled to (i) appoint a qualified individual to serve as the Company's chief financial officer; and (ii) appoint one full-time staff member serving the Company in an operational capacity. Notwithstanding the immediately preceding sentence, in the event RCN-Sub or an Affiliate of RCN-Sub is not the manager under the Management Agreement, and for so long as the Sharing Ratio of RCN-Sub is at least 33 1/3%, RCN-Sub shall be entitled to (A) appoint a qualified individual to serve as a senior executive officer of the Company; and (B) appoint one full-time staff member serving the Company in an operational capacity. Any delegation of authority to take any action must be approved in the same manner as would be required for the Members to directly approve such action. No Member shall take any action in the name of or on behalf of the Company, including without limitation assuming any obligation or responsibility on behalf of the Company, unless such action, and the taking thereof by such Member, shall have been expressly authorized by the Members or shall be expressly and specifically authorized by this Agreement.
Management by the Members. The management of the Company is and shall be fully reserved to the Members. All powers of the Company shall be exercised by or under the authority of, and the business and affairs of the Company shall be managed under the direction of, a Majority-in-Interest, who shall make all decisions and take all actions for the Company. In managing the business and affairs of the Company and exercising its powers, not otherwise delegated to its officers, a Majority-in-Interest shall act through resolutions adopted in written consents. All decisions or actions taken by a Majority-in-Interest in accordance with this Agreement shall constitute decisions or action by the Company and shall be binding on the Company.
Management by the Members. (A) The Members reserve unto themselves overall management authority over the business and affairs of the Company. All decisions by and on behalf of the Company shall be made by mutual agreement of the Members, except as otherwise set forth in this Agreement. Any reference in this Agreement to a decision being made by the Members shall mean that such decisions shall be made by mutual agreement of the Members and not by one Member acting alone, except as otherwise indicated.
Management by the Members. Subject to Section 7.2, all decisions regarding the Company shall be made by the Members. An act of a Majority-In-Interest of the Members shall be the act of the Members hereunder.