Common use of Power and Authority of Board Clause in Contracts

Power and Authority of Board. (a) The Company shall be managed by a Board of Managers (“Board” or “Board of Managers”). The Company shall initially have five (5) managers (each, a “Manager” and, collectively, the “Managers”) and the Managers serving on the Board shall be appointed and removed by a Majority Interest of the Members, subject to the terms of the Voting and Transfer Restriction Agreement. The Managers making up the initial Board shall be Xxxxxxx Xxxx, Xxx Xxxxxx, Xxxxx Xxxxxxxxx, Xxxxx X. Xxxxx and Xxxx X. Xxxxx. Except as otherwise expressly provided in Section 5.4 and elsewhere in this Agreement, all management powers over the business and affairs of the Company shall be exclusively vested in the Board, and the Members shall have no right of control over the business and affairs of the Company. In addition to the powers now or hereafter granted to managers under the Act or which are granted to the Board under any other provision of this Agreement, the Board shall have full power and authority to do all things deemed necessary or desirable by it to conduct the business of the Company in the name of the Company.

Power and Authority of Board. (a) The Company shall be managed by a Board of Managers (“Board” or “Board of Managers”). The Company shall initially have five seven (57) managers (each, a “Manager” and, collectively, the “Managers”) and the Managers serving on the Board shall be appointed and removed by a Majority Interest of the Members, subject to the terms of the Voting and Transfer Restriction Agreement. The Managers managers making up the initial Board shall be Xxxxxxx Xxxx, Xxx Xxxx Xxxxxx, Xxxxxxx X. Xxxxxxx, Xxxxx XxxxxxxxxXxxxxxx, Xxxxx X. Xxxxx, Xxxxx and Xxxx X. Xxxxx, Xxxxx Xxxxxxxx and Xxxxx X. Xxxxx, and such persons shall continue to serve as Managers subject to their earlier death, resignation or removal as contemplated under this Agreement and the Voting and Transfer Restriction Agreement. Except as otherwise expressly provided in Section 5.4 and elsewhere in this Agreement, all management powers over the business and affairs of the Company shall be exclusively vested in the Board, and the Members shall have no right of control over the business and affairs of the Company. In addition to the powers now or hereafter granted to managers under the Act or which are granted to the Board under any other provision of this Agreement, the Board shall have full power and authority to do all things deemed necessary or desirable by it to conduct the business of the Company in the name of the Company.