Officers of the Company. (a) The Manager may appoint a President, a General Manager, one or more Vice Presidents, a Secretary and such other officers of the Company (including, without limitation, Station Managers) as the Manager may designate. Officers of the Company shall exercise such powers and duties as provided or delegated in this Operating Agreement, including, without limitation, the power and authority to act for and on behalf of the Company and to bind the Company in the normal or ordinary course of its business, as such business has been conducted prior to the formation of the Company and proposed to be conducted by the Manager. Each officer shall hold office until his or her death, disability, resignation or removal or, if a term is specified, until a successor to such office is appointed upon the expiration of his or her term.
(b) The President shall have general supervision, direction and control of the Company and shall perform all duties incidental to his or her office. The President shall be responsible for the administration and operation of the Company’s business and general supervision of its policies and affairs, subject to the direction of the Manager.
(c) In the absence or disability of the President, the Vice President or General Manager, if any, as selected by the Manager, shall perform all of the duties of the President and, when so acting, shall have such other powers and perform such other powers and duties as may be prescribed from time to time by the Manager.
(d) The Secretary shall record or cause to be recorded, and shall keep or cause to be kept, at the Company’s principal place of business (although copies may be kept at the principal place of business of the Member) and such other place as the Manager may order, a book of minutes of actions taken at all meetings of the Manager and of the Member, with the time and place of holding, the notice thereof given, the names of those present at Manager and Member meetings and the proceedings thereof. The Secretary shall keep, or cause to be kept, at the Company’s principal place of business (although copies may be kept at the principal place of business of the Member)
(i) a current list of the Manager, including the full name and business or residence address of each such Manager, (ii) a copy of the Certificate of Formation, and all amendments thereto, (iii) copies of the Company’s federal, state and local income tax or information returns and reports, if any, for the six most recent taxable years, (iv) ...
Officers of the Company. The officers of the Company shall be a chairman and chief executive officer, one or more vice-chairmen, a president, one or more vice-presidents, a treasurer, a secretary, and such other officers as may be elected or appointed from time to time by the Management Committee. Any two or more offices may be held by the same person. Each officer shall hold office until his successor shall have been duly elected or until his death or until he shall resign or shall have been removed by the Management Committee. Election of an officer shall not of itself create contract rights.
Officers of the Company. The Officers of the Company shall consist of a President and a Vice President or a Chairman and a Deputy Chairman, a Secretary and such additional Officers as the Board may from time to time determine all of whom shall be deemed to be Officers for the purposes of these Bye-laws. Subject to compliance with any requirement of the Act, the same individual may hold two (2) or more offices in the Company.
Officers of the Company. (a) Each of the Chief Compliance Officer and the Chief Information Security Officer (each of whom shall be employed solely by the Plan Processor and neither of whom shall be deemed or construed in any way to be an employee of the Company) shall be an Officer with the same respective title, as applicable, as the Chief Compliance Officer of the Company and the Chief Information Security Officer of the Company. Neither such Officer shall receive or be entitled to any compensation from the Company or any Participant by virtue of his or her service in such capacity (other than, if a Participant is then serving as the Plan Processor, compensation paid to such Officer as an employee of such Participant). Each such Officer shall report directly to the Operating Committee. The Chief Compliance Officer shall work on a regular and frequent basis with the Compliance Subcommittee and/or other Subcommittees as may be determined by the Operating Committee. Except to the extent otherwise provided herein, including Section 6.2, each such Officer shall have such fiduciary and other duties with regard to the Plan Processor as imposed by the Plan Processor on such individual by virtue of his or her employment by the Plan Processor. Notwithstanding the foregoing, the Company shall require the Plan Processor, in a written agreement with the Company, to acknowledge that the Officers of the Company owe fiduciary duties to the Company (set forth in Section 4.7(c) of this Agreement), and that, to the extent that the duties owed to the Company by the Officers of the Company, including the Chief Compliance Officer or Chief Information Security Officer, conflict with any duties owed to the Plan Processor, the duties to the Company will control.
(b) The Plan Processor shall inform the Operating Committee of the individual who has direct management responsibility for the Plan Processor’s performance of its obligations with respect to the CAT. Subject to approval by the Operating Committee of such individual, the Operating Committee shall appoint such individual as an Officer. In addition, the Operating Committee by Supermajority Vote may appoint other Officers as it shall from time to time deem necessary, and may assign any title to any such Officer as it deems appropriate. Any Officer appointed pursuant to this Section 4.6(b) shall have only such duties and responsibilities as set forth in this Agreement or as the Operating Committee shall from time to time expressly determine, but no ...
Officers of the Company. (a) The Members may, from time to time, appoint individuals to act as officers of the Company, including a President, one or more Vice Presidents, a Treasurer, one or more Assistant Treasurers, a Secretary and one or more Assistant Secretaries, subject to their removal by the Members with or without cause. The same individual may be appointed to more than one office. Officers may or may not be Members, as determined by the Members.
(b) Officers will have such responsibilities and authority, and receive such compensation, as may be prescribed from time to time by the Members, and will report to the Members; provided, however that:
(i) If appointed, the President will have the responsibility and authority to conduct the day-to-day business affairs of the Company, consistent with the provisions of this Agreement and subject to the provisions of Section 9.02 and any other restrictions that the Members may choose to impose.
(ii) If appointed, the Secretary will attend all meetings of the Members and record the proceedings of such meetings in books to be kept for such purpose as part of the Required Records. The Secretary will give, or cause to be given, notice of all meetings of Members, have custody of the Required Records, have such other responsibilities as may be prescribed from time to time by the President and report to the President. In the absence of a Secretary, the President will perform the responsibilities and exercise the authority of the Secretary.
(iii) If appointed, the Treasurer will have the custody of the Company funds, will keep or cause to be kept full and accurate accounts of receipts and disbursements in books belonging to the Company as part of the Required Records, and will deposit or cause to be deposited all moneys and other valuable effects in the name and to the credit of the Company in such depositories as may be designated by the President or the Members. The Treasurer will disburse or cause to be disbursed funds of the Company as may be ordered by the President or the Members, taking proper vouchers for such disbursements, and will render to the Members at their regular meetings or when a Member so requires, an account of all of his or her transactions as Treasurer and of the financial condition of the Company. In the absence of a Treasurer, the President will perform the responsibilities and exercise the authority of the Treasurer.
Officers of the Company. Except as provided herein, the Board may, from time to time as it deems advisable, select natural persons who are employees or agents of the Company and designate them as officers of the Company (the “Officers”) and assign titles (including, without limitation, Chief Executive Officer, Vice President, Chief Financial Officer, Chief Regulatory Officer, Secretary and Treasurer) to any such person. The Board may appoint such other Officers and agents as it shall deem necessary or advisable who shall hold their offices for such terms and shall exercise such powers and perform such duties as shall be determined from time to time by the Board. The salaries of all Officers and agents of the Company shall be fixed by or in the manner prescribed by the By-Laws. The Officers of the Company shall hold office until their successors are chosen and qualified. Any Officer may be removed at any time, with or without cause, by the Board. Any vacancy occurring in any office of the Company shall be filled by the Board.
Officers of the Company. The Managing Member may designate one or more individuals as officers of the Company (collectively, the “Officers” and each, an “Officer”), who may but need not have titles, and shall exercise and perform such powers and duties as shall be assigned to them from time to time by the Managing Member. Any Officer may be removed by the decision of the Member or the Managing Member at any time, with or without cause. Each Officer shall hold office until his or her successor is elected and qualified. Any number of offices may be held by the same individual. So long as any Person is an Officer of the Company, he or she shall devote such time, attention and energies as may be necessary in his or her judgment to perform his or her duties hereunder. To the extent appointed by the Managing Member, the following Officers shall have the power and authority described below:
Officers of the Company. (a) The Officers of the Company are: President and Chief Executive Officer Rxxxxx Xxxx Chief Operating Officer Jxxx Xxxxxxx Chief Financial Officer, Vice President and Secretary Lxxxxxx Xxxxxxx Vice President and Assistant Secretary Gxxxxx Xxxxxxx Vice President and Assistant Secretary Bxxxx Xxxxx Vice President and Assistant Secretary Lxxxxx Xxxxxx The Company may have such additional Officers as are appointed, from time to time, by the Board of Managers.
(b) Each Officer serves until the earlier of his or her death, resignation or removal. An Officer may be removed at any time by the Board of Managers. Any Officer may resign at any time by delivering his or her written resignation to the Member.
(c) The Officers of the Company will have such authority and perform such duties as are customarily incident to their respective offices in a corporation, or as may be specified from time to time by the Board or by the other provisions of this Agreement, regardless whether such authority and duties are customarily incident to such office.
Officers of the Company. The Manager, with approval of a Super-Majority of the Management Committee (or, following an Event of Default, the approval of the Management Committee acting in accordance with Section 6.2.2), may designate one or more individuals as officers of the Company, who shall have such titles and exercise and perform such powers and duties as shall be assigned to them from time to time by the Manager. Officers need not be Members, Managers or residents of any specific State.
Officers of the Company. The documents referred to in such certificate shall be attached to such certificate.
