Manager-Managed. Except to the extent the Articles or this Agreement provides otherwise, all powers and authorities of the Company shall be exercised, and the Business and affairs of the Company shall be conducted and controlled, by and under the supervision of the Managing Partner.
Manager-Managed. (a) The affairs of the Company shall be managed by one or more managers, appointed as provided in Section 5.l(c) (each, a “Manager” and collectively, the “Managers”).
(b) The Managers shall manage the affairs of the Company and make all decisions with regard thereto. Any Manager, acting alone, has the authority to act on behalf of, and to bind, the Company.
(c) The number of Managers shall be fixed from time to time by the Member. The Member shall have the right to remove and replace the Managers at any time and for any reason. Any vacancy in any Manager position may be filled by the Member or by the remaining Manager or Managers; and any Manager so chosen shall hold office until (i) removed with or without cause by the Member, (ii) such Manager’s successor shall be duly elected and appointed by the Member or (iii) such Manager’s death, disability or resignation. The number of initial Managers shall be three (3). The initial Managers shall be Xxxxxxx X. Xxxxxx, Xxxxxxx X. Xxxxx and Xxxxxx X. Xxxxxx.
Manager-Managed. (a) Except for situations in which the approval of the Member is required by this Agreement or by non-waivable provisions of applicable law, (x) 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, one or more Managers appointed as provided in Section 5.2(a) (each, a “Manager” and collectively, the “Board”) and (y) the Board may make all decisions and take all actions for the Company not otherwise provided for in this Agreement.
(b) The Board may act (A) by resolutions adopted at a meeting and by written consents pursuant to Section 5.3, (B) by delegating power and authority to committees pursuant to Section 5.4, and (C) by delegating power and authority to any officer appointed pursuant to Section 5.5 (each, an “Officer”).
(c) The Member acknowledges and agrees that no Manager shall, as a result of being a Manager (as such), be bound to devote all of his business time to the affairs of the Company, and that he and his Affiliates do and will continue to engage for their own account and for the accounts of others in other business ventures.
(d) The management of the business and affairs of the Company by the Officers and the exercising of their powers shall be conducted under the supervision of and subject to the approval of the Board.
(e) Except as otherwise required by this Agreement or by law, the holders of Series 1 Preferred Units shall not be entitled to a vote on matters submitted to the holders of Units for a vote.
Manager-Managed. The Company shall be manager-managed by the Day-to- Day Manager.
Manager-Managed. The management, control and operation of the Company and its investment and other activities shall be vested exclusively in Tomcat (acting directly or through its duly appointed agents. Without limiting Section 9.02 hereof or any other right or power granted to Tomcat in this Agreement, Tomcat shall have all of the rights and powers of a “manager” under the Act.
Manager-Managed. The Members intend that the Company shall always be operated as a manager-managed limited liability company as described in the Act, subject to, where appropriate, the terms, and conditions of this Agreement.
Manager-Managed. (a) The affairs of the Company shall be managed by the Managers, in their sole discretion.
(b) The Managers, in their sole discretion shall make all decisions with regard to the affairs of the Company, and acting together or individually, shall have the authority to act on behalf of, and to bind, the Company.
(c) The Managers shall take action on behalf of the Company through a management board (the “Management Board”) comprised of all the Managers, the initial Managers of which shall be Xxxxxxx X. Xxxxxx, Xxxxxxx X. Xxxxx, and Xxxxxx X. Xxxxxx.
Manager-Managed. The business and affairs of the Company shall be managed by the Manager. Except as otherwise specifically provided in this Agreement, the Manager shall have full and complete authority, power and discretion to make any and all decisions and to do any and all things the Manager, in its sole and absolute discretion, deems necessary or desirable in the furtherance of the Company’s business.
Manager-Managed. Company The Company shall be a "manager-managed company" within the meaning of the Florida LLC Act. The Company shall be managed by one or more Managers who shall be designated by the Member. A Manager shall serve until such Manager is removed or resigns in accordance with this Article, or, with respect to an individual Manager, dies or becomes unable to act.
Manager-Managed. Except as otherwise required by law or by this Agreement, Dynegy shall have full, exclusive and complete authority to manage and control the business and affairs of the Company as a “manager,” as that term is used in the Act.
