Powers of Manager Sample Clauses

Powers of Manager. The Manager shall have full and complete authority, power and discretion to manage and control the business, affairs and properties of the Company, to make all decisions regarding those matters, to execute any contracts or other instruments on behalf of the Company, and to perform any and all other acts or activities customary or incidental to the management of the Company’s business.

Powers of Manager. The Manager shall, subject in all instances to any express limitations contained in this Section 14, have all of the rights and powers which may be possessed by a “Manager” under the Act and such rights and powers as are necessary, convenient or incidental to or for the furtherance of the purposes described herein. The Manager, acting alone, has the authority to bind the Company within the meaning of Section 18-402 of the Act. Without limiting the foregoing, the Manager shall have the power to enter into, execute and deliver agreements, notes, deeds, deeds of trust, security agreements, assignments, pledges, bills of sale, leases, ground leases, documents, instruments, certificates, consents, estoppel certificates, subordination agreements, contracts and escrow arrangements, and to give amendments, receipts, modifications, releases and terminations thereof, on behalf of the Company.

Powers of Manager. The Manager shall have all necessary powers to carry out the purposes and conduct the business of the Company including, without limitation, excepting any specific limitations contained in this Agreement or in applicable law, the authority, right and power on behalf of the Company to: (a) To negotiate and enter into, make and perform all such contracts, agreements, and other undertakings binding the Company as the Manager deems to be necessary, appropriate or advisable in furtherance of the purposes of the Company; (b) Acquire, hold, manage and defend the assets of the Company; (c) Open, maintain and close bank accounts, designate and change signatories on such accounts and draw checks and other orders for the payment of monies; (d) Lease, sell, convey, assign, trade, exchange, quitclaim, surrender, release, abandon or otherwise dispose of any movable assets or interest therein or payable therefrom not to exceed $100,000 without any further act or vote or grant of authority by any Members and in connection therewith make any such distributions as the Manager may deem appropriate from the proceeds of such sale to the Members; (e) To collect and deposit all Company receipts and to disburse all Company funds in payment of all ordinary and necessary expenses; (f) Sue and be sued, complain and defend in the name of and on behalf of the Company; (g) Execute and deliver all negotiable instruments, checks, drafts or other orders for the receipt or payment of funds belonging to the Company; (h) Execute powers of attorney, consents, waivers and such other documents as may be necessary or appropriate before any court, administrative board or agency of any governmental authority affecting Company assets; (i) Purchase insurance, at the Company's expense, to protect Company assets against loss and to protect the Manager against liability to third parties arising out of the Company's activities, provided that any such insurance shall name each Member, individually as an additional insured; (j) Prepare and file all returns for the Company and make all elections for the Company with respect to federal and state income or other taxes; (k) Recommend employment of such agents, employees, accountants, lawyers, clerical help and other assistance and services subject to approval by Majority Vote; (l) Grant and perfect security interests in the Company's accounts for the purposes of obtaining operational financing; (m) Execute and deliver such other documents and perform such oth...

Powers of Manager. Except as expressly provided otherwise in the Act, the Articles or this Operating Agreement, the powers of the Company shall be exercised by or under the authority of, and the business and affairs of the Company shall be managed by, one or more Managers. The powers so exercised shall include but not be limited to the following: (a) Entering into, making and performing contracts, agreements and other undertakings binding the Company that may be necessary, appropriate or advisable in furtherance of the purposes of the Company. (b) Opening and maintaining bank accounts, investment accounts and other arrangements, drawing checks and other orders for the payment of money, and designating individuals with authority to sign or give instructions with respect to those accounts and arrangements. Company funds shall not be co-mingled with funds from other sources and shall be used solely for the business of the Company. (c) Collecting funds due to the Company. (d) Acquiring, utilizing for the Company's purposes, maintaining and disposing of any assets of the Company. (e) To the extent that funds of the Company are available therefore, paying debts and obligations of the Company. (f) Borrowing money or otherwise committing the credit of the Company for Company activities, and voluntarily prepaying or extending any such borrowings. (g) Employing from time to time persons, firms or corporations for the operation and management of various aspects of the Company's business, including, without limitations, managing agents, contractors, subcontractors, architects, engineers, laborers, suppliers, accountants and attorneys on such terms and for such compensation as the Managers shall determine, notwithstanding the fact that the Managers or any Member may have a financial interest in such firms or corporations. (h) Making elections available to the Company under the Code. (i) Registering the Company as a tax shelter with the Secretary of the Treasury and furnishing to such Secretary lists of investors in the Company, if required pursuant to applicable provisions of the Code. (j) Obtaining general liability, property and other insurance for the Company, as the Managers deem proper. (k) Taking such actions as may be directed by the Members in furtherance of their approval of any matter set forth in Section 4.02 hereof. (l) Doing and performing all such things and executing, acknowledging and delivering any and all such instruments as may be in furtherance of he Company's purpose...

Powers of Manager. Among the other powers stated herein, in connection with the administration of the Fund, subject to the terms of this Agreement and in addition to all other powers and authority conferred by this Agreement or by law, the Manager may exercise the following powers, authority, and discretion: (i) to enter into any agreement necessary, suitable, or convenient to carry out the purposes of the Fund and any other agreement incidental thereto or connected therewith; (ii) to establish, maintain, and administer one or more accounts and sub- accounts or Subsidiaries of the Fund with one or more accounts or sub-accounts, if desirable; (iii) to make Distributions of the Fund Property on behalf of Eligible Recipients, or to Eligible Recipients, pursuant to the terms and conditions of this Agreement; (iv) to protect and enforce the rights vested in the Fund and the Manager by this Agreement by any method deemed appropriate, including without limitation by judicial proceedings; (v) to take any steps necessary to establish the Fund’s clear title to any Fund Property; (vi) to employ legal counsel, accountants, advisors, custodians, and other agents in connection with the administration or termination of this Fund; to delegate to such legal counsel, accountants, advisors, custodians, and other agents any powers of the Manager except for determining to whom and how Distributions are made; and to pay out of the Fund Property to such legal counsel, accountants, advisors, custodians, and other agents reasonable compensation for services rendered; (vii) to file, if necessary, any and all Tax Returns in connection with the Fund created hereby and to pay any taxes properly payable by the Fund, if any, out of the Fund Property; (viii) to amend any schedule with respect to the timing of any proposed Distribution, as the Manager determines to be necessary, appropriate, or desirable, and to make Distributions in accordance with such amended schedule and this Agreement; (ix) to compromise, adjust, arbitrate, sue on or defend, abandon, or otherwise deal with and settle claims in favor of or against the Fund as the Manager shall determine; (x) to the extent that Fund Property is comprised of money, to invest in, purchase, retain, or sell Permitted Investments; (xi) in general, except as otherwise provided by this Agreement, to exercise any and all rights and powers in the management of the Fund or the Fund Property that any entity could exercise in the management of property owned in its ...

Powers of Manager. Except for situations in which the approval, consent or any other action of the Members is expressly required or permitted by this Agreement or by the Act, including without limitation those matters set forth in Section 10.2 requiring the consent of the RTI Member, the Manager shall have complete authority and responsibility for the management and control of the Business of the Company, including all day-to-day operations of the Business of the Company.

Powers of Manager. (a) Except as otherwise specifically set forth in this Agreement, including, without limitation, Section 1.3(d) and Section 2.8 hereof, the Manager shall have full and complete charge of all affairs of the Company, and management and control of the operations of the Company shall be vested exclusively in the Manager, which shall have the power, on behalf of and in the name of the Company, to carry out any and all of the purposes of the Company and to perform all acts and enter into and perform all contracts and other undertakings which the Manager may deem necessary or advisable in furtherance thereof or incidental thereto. Without limiting the foregoing, the Company shall be empowered, and the Manager is hereby authorized and empowered on behalf of the Company, without obtaining the prior consent of any Member except as specifically required under any other provision of this Agreement (including, without limitation, Section 2.8 hereof), to: (i) execute and deliver on behalf of the Company such proposals, bids, agreements in principle, definitive agreements and other documents of any character, and amendments to any of the foregoing, and to take such other actions, in each case as it deems appropriate with respect to the purchase of Pools of Assets and in accordance with Sections 2.8 and 4.2(b) hereof; (ii) execute and deliver on behalf of the Company such agreements, instruments, and other documents of any character, and to take such other actions, in each case as it deems appropriate with respect to the sale or other disposition of the assets of the Company, including, but not limited to, the assignment, transfer or other disposition of any Pool of Assets; (iii) execute and deliver on behalf of the Company obligations, agreements, instruments and other documents of any character relating to the business and affairs of the Company, including, without limitation, certificates and other documents in connection with the registration and qualification of the Company in any jurisdiction, certificates and other documents in connection with the organization, registration and qualification in any jurisdiction of any corporation or other entity formed for the purpose of purchasing, owning, financing, managing, operating, disposing of or otherwise dealing with any of the assets, liabilities and operations of the Company, mortgages, notes, deeds, trust indentures and assignments and powers of attorney, consents, waivers and other documents of any character and plead...

Powers of Manager. The Manager will have the power on behalf of. and in the name of, the Company to carry out any and all of the purposes described herein and to perform all acts which it may, in its sole discretion, deem necessary, appropriate, advisable. convenient or incidental in furtherance of such purposes. The Manager of the Company shall be Xxxxxxx Xxxxx.

Powers of Manager. Without limiting the generality of Section 5.1 above but subject to Section 5.3 below and the express limitations elsewhere in this Agreement, the Manager shall have all necessary powers to manage and carry out the LLC’s purposes, business, property and affairs, including the power to exercise on behalf and in the name of the LLC all powers permitted by applicable law and the following: 5.2.1. Enter into and perform all agreements or contracts and take all actions relating to the LLC and/or its business. 5.2.2. Borrow money on behalf of the LLC and execute and deliver any security instruments necessary to evidence or perfect a lien on all or part of the LLC assets.

Powers of Manager. Subject to the rights of Members expressly provided herein (including in Section 5.2), the Manager shall have the exclusive right and power to manage and control the business and affairs of the Company and to direct the exercise of all of the powers of the Company under the Act and this Agreement and the performance of all lawful acts of the Company which are not specified by this Agreement or required by a nonwaivable provision the Act to be exercised or performed exclusively by or with the approval of any Member or Members. Except as expressly provided otherwise in this Agreement or as required by a nonwaiveable provision of the Act, the Manager shall have sole and exclusive power to approve or consent to all matters that require the approval or consent of the members of the Company (so that the approval of the Manager will constitute all required member approval) and no Member will have any right to vote on such matter and such acts shall be subject only to the approval of the Manager. Except as expressly provided otherwise in this Agreement, wherever the Act requires that any action be taken with the unanimous consent or approval of the members of the Company, that shall mean, rather than the consent or approval of all Members, the consent or approval of the Manager. To the extent that, notwithstanding any provision of this Agreement, any nonwaiveable provision of the Act requires that any action be taken with the consent or approval of any Member or Members, that shall mean, in addition to the consent or approval of such Member or Members, the consent or approval of the Manager. The Company shall be bound only by the signature of the Manager or one or more agents duly authorized by the Manager.