Actions of the Manager Sample Clauses
The "Actions of the Manager" clause defines the scope of authority and responsibilities granted to the manager within an agreement. It typically outlines what decisions or actions the manager is permitted to take on behalf of the business or partnership, such as entering into contracts, managing day-to-day operations, or handling financial transactions. By clearly delineating these powers, the clause ensures that all parties understand the manager's role and limits, thereby reducing the risk of disputes or unauthorized actions.
Actions of the Manager. The Manager may act through any Officer or through any other Person or Persons to whom authority and duties have been delegated pursuant to Section 6.07.
Actions of the Manager. Unless otherwise set forth in this Agreement, if there is more than one Manager, any Manager may act independently on behalf of the Company, or with regard to the administration of the Company, without the joinder of any other Manager, and any authority granted to the Manager under this Agreement or by the Act may be duly exercised by any single Manager.
Actions of the Manager. The Manager has the power to bind the Company as provided in this Article 7. No act of a Shareholder in contravention of such determination shall bind the Company to Persons having knowledge of such determination. Notwithstanding such determination, the act of the Manager for the purpose of apparently carrying on the ordinary business or affairs of the Company, including the exercise of the authority indicated in this Article, shall bind the Company. No Person dealing with the Company shall have any obligation to inquire into the power or authority of the Manager acting on behalf of the Company.
Actions of the Manager. All rights, obligations, decisions, determinations, votes or approvals of the Corporation as the Manager under this Agreement (as amended or amended and restated from time to time) or under the Delaware Act shall be exercised by the Corporate Board or its designee.
Actions of the Manager. The Manager may act through any Officer or through any other Person or Persons to whom authority and duties have been delegated pursuant to Section 6.07. The Manager shall have the authority to administer and amend the Tax Receivable Bonus Plan, dated on or about as of even date herewith, which such plan is hereby approved by the Members.
Actions of the Manager. The Manager has the power to bind the Company as provided in this Article V. If there is more than one person acting as the Manager, then any difference arising as to any matter within the authority of the Manager shall be decided by a method which they have agreed upon, or if none or inapplicable, then by a majority of the Managers, or if a deadlock, then those comprising the Manager shall appoint a special Manager to break any deadlock. If those comprising the Manager cannot resolve any disagreement, they may submit any unresolved disagreements to a vote of the Members, and a vote of a Majority in Interest of the Members in favor of a particular Manager’s proposal shall resolve the disagreement in accordance with such Manager’s proposal. No act of a Manager in contravention of such determination shall bind the Company to Persons having knowledge of such determination. Notwithstanding such determination, the act of a Manager for the purpose of apparently carrying on the usual business or affairs of the Company, including the exercise of the authority indicated in this Article V, shall bind the Company, and no person dealing with the Company shall have any obligation to inquire into the power or authority of the Manager acting on behalf of the Company. If there is only one Manager such Manager shall have the sole authority to bind the Company in its sole and absolute discretion.
Actions of the Manager. Any action of the Manager(s) may be taken without the necessity of a meeting if evidenced by an instrument in writing signed by each Manager then in office and filed with the books and records of the Company.
Actions of the Manager. The parties hereto and the Executive Committee have ratified and approved the Asset Purchase Agreement dated June 24, 1998 among Mediacom Southeast LLC, Mediacom, Bootheel Video, Inc. and CSC Holdings; the Asset Purchase Agreement dated April 29, 1999 between Mediacom and Triax Midwest Associates, L.P.; the Stock Purchase Agreement dated May 25, 1999 among Mediacom, ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇, ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ and Trusts created under the Will dated June 3, 1982 of ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇, deceased, for the benefit of ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ and ▇▇▇▇ ▇. ▇▇▇▇▇▇▇; the issuance and sale of $125,000,000 aggregate principal amount of 7-7/8% senior notes due February 15, 2011 in a private offering pursuant to Rule 144A under the Securities Act on February 26, 1998, the subsequent exchange of such notes for senior notes registered under the Securities Act pursuant to an exchange offer expiring October 12, 1999, the making of such exchange offer and the filing of the related registration statement; the entering into of a $550,000,000 Credit Agreement dated as of September 30, 1999 by Mediacom Southeast LLC, Mediacom California LLC, Mediacom Delaware LLC and Mediacom Arizona LLC with the lending institutions named therein and The Chase Manhattan Bank, as Administrative Agent; the Certificate of Formation and Operating Agreement of Mediacom Illinios LLC; the Certificate of Formation and Operating Agreement of Mediacom Indiana LLC; the Certificate of Formation and Operating Agreement of Mediacom Iowa LLC; the Certificate of Formation and Operating Agreement of Mediacom Minnesota LLC; the Certificate of Formation and Operating Agreement of Mediacom Wisconsin LLC; the Management Agreements between Mediacom and each of Mediacom Iowa LLC, Mediacom Indiana LLC, Mediacom Minnesota LLC, Mediacom Wisconsin LLC and ▇▇▇▇▇▇▇ Communications Corp.; and Mediacom's acceptance in August 1999 of a commitment letter and summary of terms from The Chase Manhattan Bank contemplating a new $550,000,000 credit agreement among Mediacom Illinois LLC, Mediacom Indiana LLC, Mediacom Iowa LLC, Mediacom Minnesota LLC, Mediacom Wisconsin LLC and ▇▇▇▇▇▇▇ Communications Corp., the lending institutions to be named therein and The Chase Manhattan Bank, as Administrative Agent, and the entry into of the credit agreement contemplated by such commitment letter and summary of terms.
Actions of the Manager. ▇▇▇▇▇▇▇ Retail, in its capacity as Manager, ---------------------- will deliver to the Company (A) certificates of qualification issued by the Secretary of State or other public official of each State or other jurisdiction in which the transactions contemplated by this Agreement make such qualification necessary or advisable as of such Store Transfer Closing Date, to the effect that the Company is duly authorized, qualified or licensed to transact business in such state or jurisdiction; (B) good standing certificates from each such Secretary of State or other public official, to the effect that the Company is in good standing in such State or jurisdiction; (C) copies of fictitious name certificates or affidavits, duly filed with the Secretary or other public official of any State or jurisdiction in which the Company transacts business in any name other than its limited liability company name and in which such filing is necessary or advisable as of such Store Transfer Date; and (D) such other permits, licenses, etc. from Governmental Bodies as are necessary or advisable as of such Store Transfer Closing Date in order to permit the Company to conduct the business contemplated to be conducted by it from and after such Store Transfer Date;
Actions of the Manager. If there is more than one Manager serving, all decisions requiring action of the Managers or relating to the business, or affairs of the Company shall be decided by the affirmative vote or consent of a majority of the Managers. On any matter that is to be voted on by Managers, a Manager may vote in person or by proxy, and such proxy may be granted in writing, by means of electronic transmission or as otherwise permitted by applicable law. Every proxy shall be revocable in the discretion of the Manager executing it unless otherwise provided in such proxy; provided, that such right to revocation shall not invalidate or otherwise affect actions taken under such proxy prior to such revocation. Any action of the Managers may be taken without a meeting if either (a) a written consent of a majority of the Managers shall approve such action; provided, that prior written notice of such action is provided to all Managers at least one (1) day before such action is taken, or (b) a written consent constituting all of the Managers shall approve such action. Such consent shall have the same force and effect as a vote at a meeting and may be stated as such in any document or instrument filed with the Secretary of State of Delaware