Management of Company Business. 5.1.1 Subject to the delegation of rights and powers provided for in this Agreement, the exclusive authority to manage, control and operate the Company shall be vested collectively in the individuals appointed by the Members to the Board of the Company (the “Board,” and the individual members thereof, the “Directors”) in accordance with this Agreement. All powers of the Company shall be exercised by or under the authority of the Board. Except as specifically provided in this Agreement, the Board, acting in accordance with the provisions of this Agreement, shall have the full and exclusive right, power and authority to manage the affairs of the Company and make all decisions with respect thereto without the requirement of any consent or approval by the Members, including, without limitation, authorizing or taking any actions for which the unanimous consent of the Members is required under the Act, to the extent permitted thereunder. Among other decisions, the Board will have the right to review and approve all material decisions involving the Company (e.g., which Branded Products will be a focus for the Company, budgets for the development and marketing of products, anticipated production volume, etc.). Subject to Section 5.3, the Directors may delegate any such rights or powers to the Manager or to officers of the Company.
Management of Company Business. The Manager shall be solely responsible for the management of the Company's business with all rights and powers generally conferred by law or necessary, advisable or consistent in connection therewith.
Management of Company Business. The Company is a manager-managed limited liability company. The management and control of the Company and its business and affairs will be vested exclusively in the Manager of the Company (the “Manager”). The Manager must be a Member. The initial Manager of the Company shall be Xxxxxx Xxxxx. The Manager will have all the rights and powers that may be possessed by a manager in a manager-managed limited liability company pursuant to the LLC Act and such rights and powers as are otherwise conferred by law or are necessary, advisable, or convenient to the discharge of the Manager’s duties under this Agreement and to the management of the Business and affairs of the Company. Without limiting the generality of the foregoing, but subject to the limitations of Section 4.2, the Manager will have the following rights and powers (which he may exercise at the cost, expense, and risk of the Company):
(a) to expend the funds of the Company in furtherance of the Company’s Business;
(b) to perform all acts necessary to manage and operate the Company’s Business and properties, including engaging any person or persons that the Manager deems advisable for such purposes;
(c) to execute, deliver, and perform on behalf of and in the name of the Company any and all agreements and documents deemed necessary or desirable by the Manager to carry out the Business of the Company, including any lease, deed, easement, bill of sale, mortgage, trust deed, security agreement, contract of sale, or other document conveying, leasing, or granting a security interest in the assets of the Company, or any part of its assets, whether held in the Company’s name, the Manager’s name, or otherwise, and no other signature or signatures will be required; and
(d) to borrow or raise money on behalf of the Company in the Company’s name or in the name of the Manager for the benefit of the Company and, from time to time, to draw, make, accept, endorse, execute, and issue promissory notes, drafts, checks, and other negotiable or nonnegotiable instruments and evidences of indebtedness, and to secure the payment of indebtedness by mortgage, security agreement, pledge, or conveyance or assignment in trust of the whole or any part of the assets of the Company, including contract rights.
Management of Company Business. Subject to the Approval Rights of the Members to the extent specifically required by Section 5.2 and the provisions of Article 7, the Manager will have the power, on behalf of the Company, to do all things necessary or convenient to carry out the business and affairs of the Company, including the following:
Management of Company Business. 3.1 Management and Control by Each Managing Member 23 3.2 Rights and Responsibilities of Hyatt and Limitations on its Authority 27 3.3 Subsidiaries 27 3.4 Acts of the Company and the Members 28 3.5 Documents 28 3.6 Sale of the Property 28 3.7 Decisions Requiring Approval of Hyatt 33 ARTICLE 4.
Management of Company Business. 3.1.1 The business and affairs of the Company shall be conducted and managed solely by the Member.
Management of Company Business. POWERS AND DUTIES OF THE ------------------------ MANAGER; MAJOR DECISIONS ------------------------
Management of Company Business. Subject only to such matters as are expressly non-exclusively delegated to the Manager under the Management Agreement or require the vote or consent of Members under this Agreement, the members under the SCL Operating Agreement or the members under the SPL Operating Agreement, the business of the Company, SCL, SPL and any other subsidiary shall be managed by or under the authority of RDH, including without limitation the following actions:
Management of Company Business. The Manager shall have the authority and discretion to administer the Company’s business. The Manager may from time to time seek the direction of the Investing Members in making any decisions related to the Business, although it shall not be required to seek direction except where there is a material modification of the purpose of the Company. The exercise of any power conferred by this Agreement shall constitute the act of and be binding upon the Company. The Investing Members of the Company shall be provided those rights afforded members of a limited liability company formed pursuant to the Limited Liability Company Act. The Company shall follow the lending guidelines set forth in the Offering Memorandum in connection with the making of the Loan and seek direction and approval of the Manager with respect to any material modifications to the Loan Agreement. The Investing Members shall have the right from time to time to provide advice to the Manager on any matters related to the operation of the Company either by telephonic or email communication.
Management of Company Business. The Members shall have control over the overall management, conduct, and operation of the business and affairs of the Company and shall make all decisions and take all actions necessary to carry out the Approved Plan (as hereinafter defined) in accordance with the Approved Budget (as hereinafter defined). The Members shall act through an Executive Committee (as described in Section 5.2 below). It is recognized that the day-to-day operation and management of the Project has been delegated to WVRT as provided in Section 5.8 below. The Members, acting through the Executive Committee, must approve any proposed Company actions with a vote equal to or greater than seventy-five percent (75%) of the total Percentage Interests, except in the case of an uncured Event of Default. Upon the occurrence of an uncured Event of Default a vote of the majority of the Percentage Interests held by non-defaulting Members may approve the Company's actions except a defaulting Member may vote on matters involving an item of business which would require approval of more than eighty- nine percent (89%) of the Percentage Interests as specified in Section 5.3 below.
