Officers Generally Sample Clauses

Officers Generally. Those Officers with titles expressly referenced in the DGCL or customarily used in corporations organized under the DGCL, in their respective capacities as such, shall, unless otherwise provided herein or determined by the Board, have the statutory and customary rights, powers, authority, duties and responsibilities of officers with similar titles of a for-profit stock corporation organized and existing under the DGCL. Without limiting the generality of the foregoing, without the approval of the Board or, to the extent required hereby or by non-waivable provisions of applicable law, of the Members, no Officer shall have any right, power or authority to cause the Company to enter into any transaction or to take any other action that would, if the Company were a for-profit stock corporation organized and existing under the DGCL, require a vote or other approval of the board of directors or the stockholders of such corporation. The Members and the Board hereby delegate to each Officer rights, powers and authority with respect to the management of the business and affairs of the Company as may be necessary or advisable to effect the provisions of this Section 7.07(f). Officers shall be entitled to such salaries, compensation or reimbursement (if any) as shall be fixed or allowed from time to time by the Board. The Officers shall have the same fiduciary obligations and duties as comparable officers of a Delaware corporation and in all cases shall conduct the business of the Company and execute their duties and obligations in good faith and in the manner that he reasonably believes to be in the best interests of the Company.

Officers Generally. The Board may, from time to time, delegate to one or more individuals (each an “Officer”) such authority and duties as the Board deems advisable, and such individuals shall owe the same fiduciary duty to the Company, the Members and the Assignees as officers of a corporation owe to such corporation and its stockholders under Delaware law. In addition, the Board may assign titles to Officers and, unless the Board decides otherwise, the assignment of such title shall constitute the delegation to such Officer of the authority and duties that are normally associated with that office. Any delegation pursuant to this Section 6.7 may be revoked at any time by the Board, in its sole and absolute discretion. The officers of Company shall include a President and a Secretary. The Company may also have at the discretion of the Board such other officers as are desired, including a Vice-Chairperson of the Board, a Chief Executive Officer, a Chief Financial Officer or Treasurer, one or more Vice Presidents, one or more Assistant Secretaries and Assistant Treasurers, and such other officers as may be appointed in accordance with the provisions of Section 6.7(c). In the event there are two or more Vice Presidents, then one or more may be designated as Executive Vice President, Senior Vice President, or other similar or dissimilar title. At the time of the election of Officers, the Directors may by resolution determine the order of their rank. Any number of offices may be held by the same person, unless this Agreement otherwise provides.

Officers Generally. Section 1: All officers of the International Union and affiliated bodies, when installed after election shall be required to take the following oath of office: Section 2: All officers are required to carry out their respective duties. In the event an officer declines to perform his duties as prescribed by the International Constitution, these By-Laws or by law, he shall be subject to charges filed in accordance with Article XIX of the International Constitution and Article XIV of these By-Laws. In appropriate situations in which misconduct or failure to perform duties assigned by these By-Laws jeopardizes the interests of the Local Union, an officer may be subject to summary removal from office, in accordance with Article XIX, Section 1(f) of the International Constitution. Section 3: The right to assume office or hold office or position in the Local Union, as distinguished from accrued or vested benefits, shall never be deemed a property right, but shall be a personal privilege and honor only. Any action taken by an officer in good faith and within the scope of his authority and power under these By-Laws shall not be the basis for any personal liability against such officer. Section 4: All officers of the Local Union must, as a condition of holding office, execute all necessary forms required by law to be filed with any federal or state agency either for or in behalf of the Local Union or as an officer or employee thereof, but accidental default shall not be considered a violation of the duty imposed by this Section. Section 5: All officers in the performance of their duties shall adhere to the terms of these By-Laws and the International Constitution. Section 6: Delegates to the Convention

Officers Generally. The Board may, from time to time, employ and retain Persons as may be necessary or appropriate for the conduct of the Company’s Business, including employees, agents and other Persons (any of whom may be a Member) who may be designated as officers of the Company, with titles including but not limited to “chief executive officer,” “chairman,” “president,” “vice president,” “treasurer,” “secretary,” “assistant secretary,” “director” and “chief financial officer,” as and to the extent authorized by the Board. Any number of offices may be held by the same person. In its discretion, the Board may choose not to fill any office for any period as it may deem advisable. Officers need not be residents of the State of Delaware or Members. Any officers so designated shall have such authority and perform such duties as the Board may, from time to time, delegate to them; provided, that in the absence of an express delegation of authority and duties, such persons shall have the authority and duties normally associated with such offices in respect of corporations formed pursuant to the laws of the State of Delaware. Notwithstanding the foregoing, no officer shall have the authority to approve any actions of any Subsidiary of the Company which requires the approval of the Company in its capacity as a shareholder of such Subsidiary without the express authorization of the Board. The Board may assign titles to particular officers. Each officer shall hold office until his successor shall be duly designated qualified or until his death or until he shall resign or shall have been removed in the manner hereinafter provided. The salaries or other compensation, if any, of the officers of the Company shall be fixed from time to time by the Board.

Officers Generally. The officers of this Company shall be a President, a Secretary and a Treasurer. Any two offices may be held by one person. The officers shall be chosen by the Directors by a majority vote at the annual meeting and shall hold office for one ( 1) year or until their successors are elected and qualified, whichever shall later occur. The Directors may, from time to time, appoint such other officers and agents, and delegate to such officers and agents such duties, as they may in their discretion deem appropriate. Any officer may be removed at any time by a vote of the Director or by a majority of the Directors.

Officers Generally. The officers of the Company shall be appointed by the Manager, and the Manager may assign such officers titles including, but not limited to, “chief executive officer, “president,” “executive vice president,” “vice president,” “treasurer,” “secretary,” “assistant secretary” and “chief financial officer” (the persons appointed to such positions from time to time, the “Officers”). The President and Chief Executive Officer, the Executive Vice President and Chief Financial Officer, the Executive Vice President and Secretary, and the Vice President and Treasurer of the Company are set forth on Schedule I attached hereto, such Officers to hold office and to serve as such pursuant to applicable law and this Agreement and such other policies, procedures and guidelines of Beazer Homes USA, Inc., a Delaware corporation (“Beazer USA”), and the Company until his or her successor is appointed by the Manager or until his or her earlier resignation, removal from office or death. For the avoidance of doubt, the Manager may appoint, employ or otherwise contract with such other persons or entities for the transaction of the business of the Company or the performance of services for or on behalf of the Company as he or she shall determine in his or her discretion, and the Manager may delegate to any persons such authority to act on behalf of the Company as the Manager may from time to time deem appropriate in his or her discretion.

Officers Generally. The Company shall have the officers appointed by the Board in accordance with this Agreement. The same individual may simultaneously hold more than one office in the Company. Section 11.10 delegates to the Secretary, if such office be created and filled, the required responsibility of preparing minutes of the Board’s and the Member’s meetings and for authenticating records of the Company. If such office shall not be created and filled, then the Board shall delegate to one of the officers of the Company such responsibility.

Officers Generally. The Managing Member, in extension and not in limitation of the rights and powers given to it by law or by the other provisions of this Agreement, shall have the full and entire right, power and authority, in the management of the Company business, to designate one or more Persons (whether or not a Member) to serve as officers of the Company (each, an “Officer”), whose execution of documents and other actions taken on behalf of the Company, as an Officer, shall bind the Company when authorized by this Agreement or by the Managing Member. Each Officer shall have only such authority and duties as are delegated to him or her by the Managing Member from time to time. Each Officer so designated shall hold his or her office until he or she resigns or is removed by the Managing Member. The Managing Member shall have the right to remove each Officer at any time, for any reason or for no reason.

Officers Generally. The Company shall have the following officers: (i) a Chief Executive Officer, Chief Operating Officer and President; (ii) a Controller; (iii) a Vice President; and (iv) a Secretary (the “Officers”). Except as provided herein, each of the Officers shall be nominated by the Manager or Managers elected by WPSC, and elected annually by the Board of Managers. Each Officer shall serve a one year term, subject to his or her earlier resignation or removal. The compensation of all Officers shall be proposed by WPSC and shall be fixed by, or pursuant to authority delegated by, the Board of Managers from time to time. The Officers shall have the duties set forth below. At such time and so long as SCL owns 50% of the Non-Voting Capital Stock Interests, the Managers elected by SCL shall have the authority to appoint a co-Controller. Subject to Section 6.7, the Company may have such other officers subordinate to the aforementioned Officers as the Board of Managers may determine, with each such position being filled by the Board of Managers. The Board of Managers shall review annually each Officer’s performance.