Officers and Other Agents Sample Clauses

Officers and Other Agents. The Managers may appoint such officers or other agents of the Company as the Managers may deem appropriate and may remove any such officer or agent at any time with or without cause. The Managers may delegate to the Company’s officers such authority as the Managers may deem appropriate and subsequently revoke or modify that authority. The Managers also may delegate authority to other Persons and revoke that delegation as the Managers may deem appropriate including the power to delegate authority.
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Officers and Other Agents. (a) The Members hereby establish the following officers of the Company (the “Officers”), each such Officer to have the rights, powers and obligations specifically delegated and assigned to such Officer in accordance with the terms of this Agreement: (i) President, (ii) Vice President – Finance, (iii) Vice President – Commercial, (iv) Vice President – Technical, and (v) Secretary. So long as there is a Shell Member, the Vice President-Financial and the Vice President – Technical shall be appointed by the Shell Member (otherwise, the Board shall appoint such Officers). So long as there is a Xxxxxx Xxxxxx Member, the President, Vice President – Commercial and Secretary shall be appointed by the Xxxxxx Xxxxxx Member (otherwise, the Board shall appoint such Officers). The Board, in its discretion, may establish and delegate its rights, powers and obligations to specific agents of the Company in accordance with the terms of this Agreement. The Officers shall act at the specific direction of the Board. The agents of the Company may act only in accordance with the terms of their engagement with the Company, which engagement shall be approved by the Board, or in accordance with the terms of their contract with Company which may be entered into by the Operator only within its authority under the MAO or as approved by the Board. Notwithstanding anything to the contrary contained herein, no Officer or agent of the Company shall have the authority to take or authorize any action that the Board has not authorized them to take under the terms of this Agreement or any other Transaction Agreement. (b) Officers shall be and remain employees of a Member (or the Affiliate thereof) and each such Member (or Affiliate thereof) shall remain responsible for the Officer’s salary and out‑of‑pocket expenses incurred by the Officers in connection with the performance of their duties as an Officer; provided that the Company shall reimburse such Persons for any authorized out-of-pocket expenses reasonably incurred on behalf of the Company, as approved by the Board. No Officer need be a Member, Director, or resident of the State of Delaware. Each Officer shall have a duty to the Company to take all actions related to their duties and authorities in good faith and fair dealing and in a manner such Officer believes to be in, or not contrary to, the best interests of the Company, but otherwise the Officers have no fiduciary or quasi-fiduciary duty to the Company or the Members and any addit...
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Officers and Other Agents. Each Manager is an agent of the Company for the purpose of carrying out the Company’s business in accordance with the authority granted by action of the Managers. The Managers may appoint such officers of the Company as the Managers may deem appropriate and may remove any such officer at any time with or without cause. The Managers may delegate to the Company’s officers such authority as the Managers may deem appropriate and subsequently revoke or modify that authority. The Managers also may delegate authority to other Persons and revoke that delegation as the Managers may deem appropriate including the power to delegate authority.
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Officers and Other Agents. 38 Section 7.1 Number; Titles; Term of Office.......................... 38 Section 7.2 Removal................................................. 38 Section 7.3 Vacancies............................................... 38 Section 7.4 Authority............................................... 38 Section 7.5 Compensation............................................ 38 Section 7.6 Chairman of the Board................................... 38 Section 7.7 President............................................... 38 TABLE OF CONTENTS (continued) Page Section 7.8 Vice Presidents......................................... 39 Section 7.9 Treasurer............................................... 39 Section 7.10 Assistant Treasurers.................................... 39 Section 7.11 Secretary............................................... 39 Section 7.12 Assistant Secretaries................................... 39
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Officers and Other Agents. The Manager may, in their sole discretion, appoint such officers and other agents for the Company, with such titles and duties, as the Manager deems to be appropriate.
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Officers and Other Agents. 9.1 Number; Titles; Term of Office..
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Officers and Other Agents 
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Related to Officers and Other Agents

  • Brokers and Other Advisors No broker, investment banker, financial advisor or other Person is entitled to any broker’s, finder’s, financial advisor’s or other similar fee or commission in connection with the Transactions based upon arrangements made by or on behalf of Parent or any of its Subsidiaries except for Persons, if any, whose fees and expenses shall be paid by Parent.

  • Administrative Agent and Other Agents Section 9.01 Appointment and Authority of the Administrative Agent 159 Section 9.02 Rights as a Lender 159 Section 9.03 Exculpatory Provisions 159 Section 9.04 Reliance by the Agents 161 Section 9.05 Delegation of Duties 161

  • Reports and Other Communications to Fund Shareholders The Manager shall assist in developing all general shareholder communications, including regular shareholder reports.

  • Stamp and other duties The Borrowers shall pay all stamp, documentary, registration or other like duties or taxes (including any duties or taxes payable by any of the Creditors) imposed on or in connection with any of the Underlying Documents, the Security Documents or the Loan and shall indemnify the Creditors or any of them against any liability arising by reason of any delay or omission by the Borrowers to pay such duties or taxes.

  • Executive and Other Committees The Trustees by vote of a majority of all the Trustees may elect from their own number an Executive Committee to consist of not less than two members to hold office at the pleasure of the Trustees, which shall have the power to conduct the current and ordinary business of the Trust while the Trustees are not in session, including the purchase and sale of securities and the designation of securities to be delivered upon redemption of Shares of the Trust or a Series thereof, and such other powers of the Trustees as the Trustees may delegate to them, from time to time, except those powers which by law, the Declaration of Trust or these By-Laws they are prohibited from delegating. The Trustees may also elect from their own number other Committees from time to time; the number composing such Committees, the powers conferred upon the same (subject to the same limitations as with respect to the Executive Committee) and the term of membership on such Committees to be determined by the Trustees. The Trustees may designate a Chairman of any such Committee. In the absence of such designation the Committee may elect its own Chairman.

  • Notices and Other Communications Any and all notices, statements, demands or other communications hereunder may be given by a party to the other by mail, facsimile, telegraph, messenger or otherwise to the address specified in Annex II hereto, or so sent to such party at any other place specified in a notice of change of address hereafter received by the other. All notices, demands and requests hereunder may be made orally, to be confirmed promptly in writing, or by other communication as specified in the preceding sentence.

  • SEC and Other Reports promptly upon their becoming available, one copy of (i) each financial statement, report, notice or proxy statement sent by the Company or any Subsidiary to public securities holders generally, and (ii) each regular or periodic report, each registration statement (without exhibits except as expressly requested by such holder), and each prospectus and all amendments thereto filed by the Company or any Subsidiary with the Securities and Exchange Commission and of all press releases and other statements made available generally by the Company or any Subsidiary to the public concerning developments that are Material;

  • Non-Reliance on Agent and Other Banks Each Bank expressly acknowledges that neither the Agent nor any of its officers, directors, employees, agents, attorneys-in-fact or Affiliates has made any representations or warranties to it and that no act by the Agent hereinafter taken, including any review of the affairs of the Company, shall be deemed to constitute any representation or warranty by the Agent to any Bank. Each Bank represents to the Agent that it has, independently and without reliance upon the Agent or any other Bank, and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, operations, property, financial and other condition and creditworthiness of the Company and made its own decision to make its Loans hereunder and enter into this Agreement. Each Bank also represents that it will, independently and without reliance upon the Agent or any other Bank, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, financial and other condition and creditworthiness of the Company. Except for notices, reports and other documents expressly required to be furnished to the Banks by the Agent hereunder, the Agent shall not have any duty or responsibility to provide any Bank with any credit or other information concerning the business, operations, property, financial and other condition or creditworthiness of the Company which may come into the possession of the Agent or any of its officers, directors, employees, agents, attorneys-in-fact or Affiliates.

  • Notices and other communication Any notice to be given under this Consortium Agreement shall be in writing to the addresses and recipients as listed in the most current address list kept by the Coordinator. Formal notices: If it is required in this Consortium Agreement that a formal notice, consent or approval shall be given, such notice shall be signed by an authorised representative of a Party and shall either be served personally or sent by mail with recorded delivery or telefax with receipt acknowledgement. Other communication: Other communication between the Parties may also be effected by other means such as e-mail with acknowledgement of receipt, which fulfils the conditions of written form. Any change of persons or contact details shall be notified immediately by the respective Party to the Coordinator. The address list shall be accessible to all concerned.

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