Management Powers. The business and affairs of the Company shall be managed by the Member. The Member is authorized to execute any and all documents on behalf of the Company necessary or appropriate in connection with the acquisition, financing, operation, management or development of any property of the Company. The Member may appoint one or more officers who shall be authorized to exercise such of the Member's rights and power as designated by the Member.
Management Powers. (a) The business and affairs of the Company shall be managed by the Member (or Members, if there is more than one (1) Member). The Member (or Members) shall have the power to do any and all acts that may be necessary or convenient to or for the furtherance of the purposes described herein, including, without limitation, the power:
(i) to conduct the Company’s business, carry on its operations and have and exercise the powers granted to a limited liability company by the Act in any state, territory, district or possession of the United States, or in any foreign country, which may be necessary, convenient or incidental to the accomplishment of the purpose of the Company;
(ii) to acquire by purchase, lease, contribution of property or otherwise, own, hold, operate, maintain, finance, improve, lease, sell, convey, mortgage, transfer, demolish or dispose of any real or personal property and loans secured by such real and personal property, which may be necessary, convenient or incidental to the accomplishment of the purpose of the Company;
(iii) to enter into, perform and carry out contracts of any kind, including, without limitation, contracts with the Members, an affiliate of the Company or the Members, or any agent of the Company, which may be necessary, convenient or incidental to the accomplishment of the purpose of the Company;
(iv) to purchase, take, receive, subscribe for or otherwise acquire, own, hold, vote, use, employ, sell, mortgage, lend, pledge, or otherwise dispose of, and otherwise deal in and with, shares or other interests in or obligations of domestic or foreign corporations, associations, general or limited partnerships, trusts, limited liability companies, or individuals, or direct or indirect obligations of the United States or any government, state or instrumentality of any of them;
(v) to lend or borrow money and issue evidences of indebtedness, with or without security;
(vi) to xxx or be sued, complain and defend, and participate in administrative or other proceedings, and to pay, compromise, settle or litigate any claims by or against the Company; and
(vii) to appoint employees and agents of the Company, and define their duties and fix their compensation.
(b) Each Member, acting alone, or such person as the sole Member (or the Members if there is more than one (1) Member) shall designate as attorney-in-fact for this purpose, is hereby designated or approved as an authorized person, within the meaning of the Act, to execute, deliver an...
Management Powers. The Member shall be deemed to be a “manager” within the meaning of Section 18-101(10) of the Delaware Act. In accordance with Section 18-402 of the Delaware Act, management of the Company shall be vested solely in the Member. The Member shall have the power to do any and all acts necessary, convenient, or incidental to or for the furtherance of the purposes described herein, including all powers, statutory or otherwise, possessed by members of a limited liability company under the laws of the State of Delaware. The Member has the authority to bind the Company.
Management Powers. Subject to the Approval rights of the Partners under this Agreement, the Partnership shall be managed by the Managing General Partner, and no Limited Partner shall take part in the control of the Partnership's business. The Managing General Partner of the Partnership shall be Highridge GP unless and until replaced by a Co-General Partner as provided in Section 7.9.5 (thereafter, such Co-General Partner shall be the Managing General Partner). Except as otherwise provided in this Agreement (including the right of the Xxxx-Xxxx Limited Partner to Approve Major Decisions under Section 5.1.5 and certain other Approvals granted to the Xxxx-Xxxx Limited Partner under this Agreement), the Managing General Partner shall be responsible for supervising and undertaking the business of the Partnership, implementing the supervision procedures set forth on Exhibit J for employees of the Highridge Partners and Affiliates of the Highridge Partners who are performing work relating to the Partnership and the Properties, and shall make all decisions affecting the day-to-day operations of the Partnership and the Investments and the Properties. Except to the extent the Approval of the Partners, or the Approval of the General Partners, or the Approval of a Xxxx-Xxxx Partner is expressly required under this Agreement, no consent or Approval of any Limited Partner or Co-General Partner shall be required with respect to any action or decision of the Managing General Partner regarding Partnership or Investment Entity matters. Whenever the Approval of the Partners is required, the Partners shall act through their Authorized Representatives as provided in Section 1.12. No Partner shall receive any compensation for serving as a General Partner or as the Managing General Partner. Each Partner shall cause each of its Authorized Representatives to devote as much time as is reasonably necessary to fulfill such Partner's obligations under this Agreement. The Managing General Partner, at Partnership expense, shall be responsible for obtaining and providing the Partners (within a reasonable time after request therefor has been made by any Partner) with any information that the Managing General Partner reasonably deems appropriate (or that the Xxxx-Xxxx Partners have requested) with respect to the Partnership, Investment Entities, Investments and Properties, conducting due diligence concerning proposed Investments and Properties, negotiating the purchase on behalf of the Partnership of any Inv...
Management Powers. (a) In addition to what is provided for in the By-Laws of T.F.M., the Shareholders agree that the management and control of T.F.M. will also be governed by the applicable provisions of this Agreement which they undertake to fully and at all times comply with, as if these provisions were an integral part of the By-Laws of T.F.M.
(b) The Class B Shareholders will present a candidate for the function of Managing Director, who will be in charge of day-to-day management, at the head of the list of candidates referred to in Article 18.b) of the By-Laws. The Class A Shareholders undertake that the Directors representing them on the T.F.M. Board will vote for the candidate appearing at the head of this list.
Management Powers. The Member shall be deemed to be a “manager” within the meaning of Section 18-101(10) of the DLLCA.
Management Powers. The company shall take over the implementation of the client's instructions in the management of "portfolio" under the instructions issued directly to it from client, either written or registered by phone or by e-mail service and the company's fax or other means as determined by the company according to its investment policies and not in conflict with the rules and instructions of the regulating and controlling entities and in accordance with the codes applied and in accordance with the Jordanian code of dealing with foreign stock exchanges # 1 for 2017 and, the instructions of regulating the financial services companies in dealing with foreign stock exchanges and any amendments and decisions that might occur thereon from time to time, provided that the company shall exert due diligence according to the market circumstances it's dealing with and also according to the investment risks which the client avowed that they had examined them. Furthermore, the client shall confirm that, by signing the current contract, the company shall not guarantee to the client any profits or revenues for such "portfolio", as the powers granted to the company are just for implementing the client's instructions.
Management Powers. (a) To the fullest extent permitted by Delaware law, the Manager will have the power to perform any acts, statutory or otherwise, with respect to the Company or this Agreement, which would otherwise be possessed by the Unitholders under Delaware law, and the Unitholders will have no power whatsoever with respect to the management of the business and affairs of the Company (including any decisions relating to or arising out of the WLTR Units and/or the WLTR Holdings LLC Agreement). Any decision, action, approval, authorization, election or determination made by the Manager in furtherance of the terms herein may be made by the Manager in its sole discretion. Without limiting the foregoing, the power of the Manager shall include (i) the right to cause the Company to make any decision, exercise any right or satisfy any obligation relating to or arising out of the WLTR Units and the WLTR Holdings LLC Agreement (and any securities or other property acquired in respect thereof), including the right to sell any securities (including Parent Shares (as defined in the WLTR Holdings LLC Agreement)) received by the Company in connection with the Transfer of any WLTR Units, (ii) the right to bring, assert, defend, negotiate or settle any claims or actions pursuant to this Agreement and/or the WLTR Holdings LLC Agreement, (iii) the right to cause the Company to retain legal and other professional advisors on behalf of, and at the expense of, the Company, (iv) take all such other actions and to do all such other things as the Manager deems necessary or advisable with respect to this Agreement and/or the WLTR Holdings LLC Agreement, including, without limitation, to provide all approvals and consents of the Company and (v) the right to advance expenses or otherwise loan money to the Company, on such terms as the Manager deems appropriate.
(b) In the event that the Company Transfers WLTR Units in connection with a Redemption Exercise (as defined in the WLTR Holdings LLC Agreement) or otherwise (such WLTR Units, “Disposed Units”), unless the Manager determines otherwise, for purposes of this Agreement (including Section 4.1), such Disposed Units shall be deemed to represent a proportionate number of all Unitholders’ Indirectly Owned WLTR Units.
(c) Notwithstanding anything herein to the contrary, in the event that the Company receives any securities (including Parent Shares in connection with the Transfer of any Unitholder’s Indirectly Owned WLTR Units, and the Manager deter...
Management Powers. (1) The Subsidiary places the management of its business operations at the disposal of the Parent Company. Accordingly, the Parent Company has the right to give instructions with regard to the management.
(2) To the extent that no instructions are issued, the Managing Directors of the Subsidiary shall decide on their own responsibility.
Management Powers. 12 7.2 Action to Be Taken in Connection with Organization ...... 13 7.3
