Common use of Secretary; Assistant Secretaries Clause in Contracts

Secretary; Assistant Secretaries. The Board shall appoint a Secretary. The Secretary shall act as secretary of all meetings of the Board, and he or she shall keep minutes of all such meetings. He or she shall give such notice of the meetings as is required by this Agreement. He or she shall be the custodian of the minute book and all other general company records. He or she shall be the custodian of the Company seal, if any, and shall have the power to affix and attest the same, and he or she may delegate such power to one or more officers, employees or agents of the Company. He or she shall have and exercise such further powers and duties as may be conferred upon, or assigned to, him or her by the Board or the Chief Executive Officer. The Board or the Chief Executive Officer may appoint one or more Assistant Secretaries who shall assist the Secretary in the performance of his or her duties. At the direction of the Secretary or in the event of his or her absence or disability, an Assistant Secretary shall perform the duties of the Secretary. Each Assistant Secretary shall have and exercise such further powers and duties as may be conferred upon, or assigned to, him or her by the Board, the Chief Executive Officer or the Secretary.

Appears in 3 contracts

Samples: Limited Liability Company Agreement (Petro River Oil Corp.), Limited Liability Company Agreement (Bitzumi, Inc.), Subscription Agreement (Petro River Oil Corp.)

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Secretary; Assistant Secretaries. The Board secretary, or in his or her absence an assistant secretary, shall appoint attend all meetings of the Managers and record all of the proceedings of the meetings of the Managers in a Secretaryminute book to be kept for that purpose and shall perform or arrange for another Person to perform like duties for the committees of Managers when required. The Secretary He or she shall act as secretary give, or cause to be given, notice of all meetings of the BoardMembers and special meetings of the Managers, and shall perform such other duties as may be prescribed by the Managers or president, under whose supervision he or she shall keep minutes of all such meetingsbe. He or she shall give such notice of keep in safe custody the meetings as seal (if one is required by this Agreement. He or she shall be the custodian of the minute book and all other general company records. He or she shall be the custodian established) of the Company sealand, if any, and shall have the power to affix and attest the same, and he or she may delegate such power to one or more officers, employees or agents of the Company. He or she shall have and exercise such further powers and duties as may be conferred upon, or assigned to, him or her when authorized by the Board or Managers, shall affix the Chief Executive Officer. The Board or the Chief Executive Officer may appoint one or more Assistant Secretaries who same to any instrument requiring it and, when so affixed, it shall assist the Secretary in the performance of be attested by his or her duties. At signature or by the direction signature of an assistant secretary or of the Secretary treasurer. The secretary shall perform such other duties and have such other powers as the Managers may from time to time prescribe or as the president may from time to time delegate. The assistant secretaries, if any are designated, in the event order of his or her their seniority, unless otherwise determined by the Managers, shall, in the absence or disabilitydisability of the secretary, an Assistant Secretary shall perform the duties and exercise the powers of the Secretary. Each Assistant Secretary They shall perform such other duties and have and exercise such further other powers and duties as the Managers may be conferred upon, from time to time prescribe or assigned to, him or her by as the Board, the Chief Executive Officer or the Secretarypresident may from time to time delegate.

Appears in 1 contract

Samples: Contribution and Purchase Agreement (United Surgical Partners International Inc)

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