Common use of Authority of the Managing Member Clause in Contracts

Authority of the Managing Member. (a) The Members intend that the Company be managed by the Managing Member in accordance with Section 18-402 of the Act and subject to any restrictions set forth in the Certificate or this Agreement, including those set forth in Section 1.3(a), Section 5.2, and Section 5.5(a) all powers to control and manage the business and affairs of the Company and to bind the Company will be exclusively vested in the Managing Member, and the Managing Member may exercise all powers of the Company and do all such lawful acts as are not by statute, the Certificate, or this Agreement directed or required to be exercised or done by the Members and in so doing shall have the right and authority to take all actions which the Managing Member deems necessary, useful, or appropriate for the management and conduct of the Company’s business and affairs and in the pursuit of the purposes of the Company, including delegating the right and authority to take such actions to employees of the Managing Member as are designated by the Managing Member. The Managing Member and each such employee shall be an “authorized person” on behalf of the Company, as such term is used in the Act.