Powers and Authorities. It has the power to enter into and perform, and has taken all necessary action to authorise the entry into and performance of, this Deed and the transactions contemplated by this Deed.
Powers and Authorities. The Transferor has all powers and authorities, including the entire organizational powers and authorities in relation to its execution and performance of this Agreement. The execution and performance by the Transferor of this Agreement has acquired all necessary corporate approvals and proper authorities. This Agreement after being properly signed by the Transferor constitutes lawful, effective and legally binding obligations upon of the Transferor subject to, in respect of enforcement, the laws of bankruptcy, insolvency, reorganization or similar laws affecting the creditors’ rights and remedies generally and jus cogens and public interests principles.
Powers and Authorities. The Committee shall administer the Plan and shall have such powers and authorities related to the administration of the Plan as are consistent with the Company’s certificate of incorporation and bylaws and Applicable Laws. Without limiting the generality of the foregoing, the Committee shall have full power and authority to take all actions and to make all determinations required or provided for under the Plan, any Award, or any Award Agreement, and shall have full power and authority to take all such other actions and make all such other determinations not inconsistent with the specific terms and provisions of the Plan which the Committee deems to be necessary or appropriate to the administration of the Plan, any Award, or any Award Agreement. All such actions and determinations shall be made by (a) the affirmative vote of a majority of the members of the Committee present at a meeting at which a quorum is present or (b) the unanimous consent of the members of the Committee executed in writing or evidenced by electronic transmission in accordance with the Company’s certificate of incorporation and bylaws and Applicable Laws. Unless otherwise expressly determined by the Board, the Committee shall have the authority to interpret and construe all provisions of the Plan, any Award, and any Award Agreement, and any such interpretation or construction, and any other determination contemplated to be made under the Plan or any Award Agreement, by the Committee shall be final, binding, and conclusive on all persons whether or not expressly provided for in any provision of the Plan, such Award or such Award Agreement.
Powers and Authorities. 25 It is understood and agreed that the District retains all of its powers and authority 26 to direct, manage, and control to the full extent of the law. Included in, but not 27 limited to those duties and powers, is the exclusive right to: determine its 28 organization; direct the work of its unit members; determine the times and hours 29 of operation; determine the kinds and levels of services to be provided, and the 30 methods and means of providing them; establish its educational policies, goals 31 and objectives; ensure the rights and educational opportunities of students, 32 determine staffing patterns, determine the number and kinds of personnel 33 required; transfer personnel; maintain the efficiency of District operations;
Powers and Authorities. 4.1 The Trustees shall have the following powers exercisable by them at any time from time to time during the Trust Period:
4.1.1 power, control and authority over the assets of the Trust Fund and over the business and affairs of the Trust Fund to the same extent as if the Trustees were the sole owner of the Shares and other assets in their own right, and to do all such acts and things as in their sole discretion and judgement are necessary or incidental thereto or desirable for the carrying out of any of the purposes of the Trust Fund or conducting the business of the Trust Fund;
4.1.2 subject to the prior consent of the Board, power by any deed or deeds to vary the terms of the Rules including, but without limitation, the terms of accumulation of the income of the Trust Fund and the terms and conditions attaching to redemption or surrender of Units;
4.1.3 unless otherwise provided by law the Trustees may grant or delegate to persons such authority as the Trustees in their sole discretion deem necessary or desirable for the management or administration of the ESOS. The Trustees may enter into a contract with such person relating to the authority, term of appointment, compensation and any other matters deemed desirable by the Trustees;
4.1.4 power to enter into any agreement or contract with the Company, the Unitholders or any third party, and (without prejudice to the generality of the above) to make amendments and variations pursuant to or in furtherance of any such agreement;
4.1.5 power to borrow money from the Company or any person on such terms as the Trustees at their absolute discretion shall think fit;
4.1.6 power to subscribe for, purchase and to sell Shares;
4.1.7 power to grant Units, rights and awards to Eligible Employees upon the terms and conditions laid down in the Rules, including the power to grant Units at a discount to the market value of the Shares;
4.1.8 subject to the prior consent of the Board, power to lend money, or provide any other kind of funding options, to Eligible Employees upon exercise of any options, grants or rights on such terms as the Trustees shall think fit;
4.1.9 power as regards any money for the time being subject to the provisions of this Settlement and requiring investment to invest or lay out the same in the purchase or otherwise in the acquisition of Shares with or without security in all respects and to place money on deposit with a reputable licensed commercial bank or other reputable licensed financial ins...
Powers and Authorities. It is understood and agreed that the District retains 5 all of its powers and authority to direct, manage and control to the full extent of the law.
Powers and Authorities. Subject to any qualifications as to matters of law only contained in the legal opinions referred to in Part 1 of the Conditions Precedent Document, it has the power to enter into and perform, and has taken all necessary action to authorise the entry into, performance and delivery of this Deed and each Security Document it enters into and the transactions contemplated by this Deed and each Security Document it is a party to.
Powers and Authorities of Other Employers to be Exercised Exclusively by Company. Each Employer, other than the Company, which is or shall become a party to this Trust Agreement, hereby irrevocably gives and grants to the Company full and exclusive power and authority to exercise all of the powers conferred upon it by the terms of this Trust Agreement and to take or refrain from taking any and all action which such Employer might otherwise take or refrain from taking with respect to this Trust Agreement, including the sole and exclusive power to exercise, enforce or waive any rights whatsoever which such Employer might otherwise have with respect to the Trust Fund, and each such Employer, by becoming a party to this Trust Agreement, irrevocably appoints the Company its agent for such purposes. The Trustee shall have no obligation to account to any such Employer or to follow the instructions of or otherwise deal with any such Employer, the intention being that the Trustee shall deal solely with the Company as if the Trustee and the Company were the only parties in this Trust Agreement.
Powers and Authorities. Neither the Company nor the Subsidiary have granted any power or authority in any manner whatsoever in favour of anyone to the effect of entering into any contract or commitment of any nature whatsoever, on their behalf, subject to the usual authority of the employees to enter into usual contracts within the framework of their positions. Annex 4.18 details the list of banks or financial institutions with which the ---------- Company and the Subsidiary have an account or a safe as well as the names and addresses of the persons authorised to effect any operations on such account or to have access to such safes.
Powers and Authorities. It is understood and agreed that the District retains all of its powers and authority to direct, manage, and control to the full extent of the law. Included in but not limited to those duties and powers are the exclusive rights to: determine its organization; direct the work of its employees; determine the times and hours of operation; determine the kinds and levels of services to be provided and the method and means of providing them; establish its education policies, goals and objectives; insure the rights and educational opportunities of students; determine the staffing patterns; determine the number and kinds of personnel required; maintain the efficiency of District operations; determine the curriculum; build, move or modify facilities; establish budgetary procedures and determine budgetary allocations; determine the methods of raising revenue; contract out work in accordance with the Education Code.
