Authority of the Board. The Board shall have full authority to interpret and construe the terms of the Plan and this Option Agreement. The determination of the Board as to any such matter of interpretation or construction shall be final, binding and conclusive.
Authority of the Board. For the avoidance of doubt, nothing is this Agreement shall preclude the Board from its ability to exercise any power or authority to take such actions as it is required or permitted to take as a matter of law or pursuant to the terms of the Company’s governing documents. Nothing in this Paragraph 9(g) shall be construed to modify, amend, limit or otherwise impair the rights and entitlements of Executive set forth in the other Paragraphs of this Agreement (including, without limitation, the rights and entitlements specified in Paragraph 5).
Authority of the Board. In making any decisions or taking any actions with respect to the matters covered by this Agreement, the Board of Directors of the Company or a designated committee of the Board, including, but not limited to, the Compensation Committee of the Board (collectively, the “Board”) shall have all of the authority and discretion, and shall be subject to all of the protections, provided for in the Plan. All decisions and actions by the Board with respect to this Agreement shall be made in the Board’s discretion and shall be final and binding on the Recipient.
Authority of the Board. It is mutually agreed that there is reserved exclusively to the Board all responsibilities, powers, rights, and authority vested in it or heretofore otherwise properly exercised by it under the laws and constitutions of the State of Michigan and the United States excepting such matters or things as may be expressly and in specific terms limited by the provisions of this Agreement. It is understood and agreed that the Board may continue to make and enforce any and all reasonable rules and regulations and policies relative to anything whatever necessary for the proper establishment, maintenance, management, and carrying on of the public schools of the district as provided in Section 614 of the Michigan School Code of 1955, as amended. The rights of the Board shall include, by way of illustration and not by way of limitation, the right to:
1. Manage and control its business, its equipment, and its operations and to direct the working forces and affairs of the L'Anse Creuse Public Schools school district.
2. Continue its rights, policies, and practices of assignment and direction of its personnel, determine the number of personnel and scheduling of all the foregoing, and the rights to establish, modify or change any work or business or school hours or days, but not in conflict with the specific provision of this Agreement.
3. The right to direct the working forces, including the right to hire, promote, suspend, and discharge employees, transfer employees, assign work or duties to employees, determine the size of the work force and to lay off employees, but not conflict with the provisions of this Agreement.
4. Determine the services, supplies, and equipment necessary to continue its operations and to determine all methods and means of distributing, disseminating, and/or selling its services, methods, schedules, and standards of operation; the means, methods, and processes of carrying on the work including automation or contracting thereof or changes therein, the institution of new and/or improved methods or changes therein.
5. Adopt reasonable rules and regulations.
6. Determine the qualification of employees, including physical conditions.
7. Determine the number and location or relocation of its facilities, including the establishment or relocations of new schools, buildings, departments, divisions or subdivisions thereof, and the relocation or closing of offices, departments, divisions or subdivisions, buildings, or other facilities.
8. Determine the placem...
Authority of the Board. The Board shall have the authority to act on behalf of the Company to the maximum extent permitted by the Act. Without limiting the scope of the foregoing, the Board shall have the power on behalf and in the name of the Company to make all decisions and take all actions which they may deem necessary or desirable in connection with its business and affairs, including, without limitation, the following:
(a) managing the day-to-day operations of the Company;
(b) entering into, making and performing contracts, agreements and other undertakings binding upon the Company that may be necessary, appropriate or advisable in furtherance of the purposes of the Company and making all decisions and waivers thereunder;
(c) opening and maintaining bank and investment accounts and 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;
(d) investing Company funds;
(e) maintaining the assets of the Company in good order;
(f) to the extent that funds of the Company are available therefor, paying debts and obligations of the Company;
(g) borrowing money or otherwise incurring indebtedness on such terms and conditions as the Board may deem appropriate and, in connection therewith, hypothecating, encumbering and/or granting security interests in the assets of the Company to secure the repayment of such monies or other indebtedness of the Company, provided that in no event shall any such borrowing be recourse to the Sole Member unless expressly agreed in writing by the Sole Member;
(h) executing instruments and documents, including, without limitation, checks, drafts, notes and other negotiable instruments, mortgages or deeds of trust, pledge agreements, security agreements, financing statements, documents providing for the acquisition, mortgaging or disposition of the Company’s property, assignments, bills of sale, leases and any other instruments or documents necessary, in the opinion of the Board or a duly elected or appointed officer of the Company, acting within the scope of his or her authority, to the business of the Company;
(i) entering into any and all other agreements with any other person, including, without limitation, the Sole Member, for any purpose in furtherance of the business of the Company, in such form as the Board or a duly elected or appointed officer of the Company, acting within the scope of his or her authority, may ap...
Authority of the Board. The BOARD hereby retains all rights and powers conferred upon and vested in it by law to manage the Lake Shore Public Schools and to direct its teachers. Such rights and powers shall include by way of illustration, and not limitation, the following:
A. To establish and carry on such grades, schools, and departments as it shall deem necessary or desirable for the maintenance and improvement of the schools.
B. To determine the courses of study to be pursued and cause the students attending school in the District to be taught in such schools or departments as it may deem expedient.
C. To select and approve the textbooks to be used by the students of the schools of the District on the subject taught therein.
D. The general care and custody of the schools and property of the District and to make and enforce suitable rules and regulations for the general management of the schools and the preservation of the property of the District.
E. The authority to make reasonable rules and regulations relative to anything whatsoever necessary for the proper establishment, maintenance, management and carrying on of public schools of the district. The exercise of the foregoing rights and powers and the use of judgment and discretion in connection therewith shall be limited only by the express terms of this Agreement and then only to the extent such express terms hereof are in conformance with law.
Authority of the Board. The Committee shall have full authority to interpret and construe the terms of the Plan and this Agreement. The determination of the Committee as to any such matter of interpretation or construction shall be final, binding and conclusive.
Authority of the Board. The Board shall have full authority to interpret and construe the terms of the Plan and this Agreement, and shall do so in good faith.
Authority of the Board. Except for matters that (a) require approval of the Members by the express terms of this Agreement or (b) relate to the responsibilities and authority delegated by the Board to the officers, the Board shall have the exclusive authority to make all decisions and take all actions and act on behalf of the Company generally to conduct, direct and manage the business, activities, operations and affairs of the Company.
Authority of the Board. It is mutually agreed that there is reserved exclusively to the BOARD all responsibilities, powers, rights, and authority vested in it or heretofore otherwise properly exercised by it under the laws and constitutions of the State of Michigan and the United States, including specifically the Michigan School Code of 1955, as amended, excepting such matters or things as may be expressly and in specific terms limited by the provisions of this Agreement and then only to the extent such provisions are in conformance with applicable laws. It is understood and agreed that the BOARD may continue to make and enforce any and all reasonable rules and regulations relative to anything whatever necessary for the proper establishment, maintenance, management, and carrying on of the public schools of the district as provided in Section 614 of the Michigan School Code of 1955, as amended.
