Common use of Delegation of Authority and Duties Clause in Contracts

Delegation of Authority and Duties. (a) The Board of Directors may, from time to time as it deems advisable, appoint and elect (as well as remove or replace at any time with or without cause for any reason) (i) a Chief Executive Officer, (ii) a Chief Financial Officer, (iii) a Secretary and (iv) such other officer positions assigned to individuals as it may elect (collectively, the "Officers"). Each Officer shall be a natural person who is not a resident of Canada for purposes of the Canadian Tax Act, and shall be authorized to, and shall, act in such capacity only outside of Canada. Any two or more offices may be held by the same person. If so appointed by the Board of Directors, the Officers shall have the authority and duties as may from time to time be assigned to them. (b) In addition, the Board of Directors may, from time to time as it deems advisable, delegate to one or more natural persons (inclusive of any Director) such authority and duties as the Board of Directors is granted under this Agreement and not made subject to the approval of the Member by this Agreement, and the Board of Directors may assign in writing such titles to any such person as it deems appropriate. Any such person to whom such authority and duties are delegated by the Board of Directors shall not, during the time that such authority or duties are delegated, be a resident of Canada for purposes of the Canadian Tax Act and shall be authorized to, and shall, act in such capacity only outside of Canada. Any delegation pursuant to this Section 4.4(b) may be revoked at any time by the Board of Directors with or without cause for any reason. (c) Unless the Board of Directors decides otherwise, if the title of any person authorized to act on behalf of the Company under this Section 4.4 is one commonly used for officers of a business corporation formed under the ▇▇▇▇▇▇▇▇ Islands Business Corporation Act, the assignment of such title shall constitute the delegation to such person of the authority and duties that are normally associated with that office, subject to any specific delegation of, or restriction on, authority and duties made pursuant to this Section 4.4. Any delegation or restriction pursuant to this Section 4.4(c) may be revoked at any time by the Board of Directors, with or without cause for any reason, provided that the Board of Directors will not be entitled to revoke any restriction relating to the residence of any person as set out in this Section 4.4. (d) Unless authorized to do so by this Agreement or by the Board of Directors, no Director, Officer, agent or employee of the Company shall have any power or authority to bind the Company in any way, to pledge its credit, or to render it liable pecuniarily for any purpose. However, the Company may act by an attorney-in-fact authorized by the Board of Directors, provided that no such attorney-in-fact shall, while having such authority, be a resident of Canada for purposes of the Canadian Tax Act and shall not be authorized to, and shall not, exercise such authority in Canada.

Delegation of Authority and Duties. (a) The Board of Directors may, from time to time as it deems advisable, appoint and elect (as well as remove or replace at any time with or without cause for any reason) (i) a Chief Executive Officer, (ii) a Chief Financial Officer, (iii) a Secretary and (iv) such other officer positions assigned to individuals as it may elect (collectively, the "OfficersOFFICERS"). Each Officer shall be a natural person who is not a resident of Canada for purposes of the Canadian Tax Act, and shall be authorized to, and shall, act in such capacity only outside of Canada. Any two or more offices may be held by the same person. If so appointed by the Board of Directors, the Officers shall have the authority and duties as may from time to time be assigned to them. (b) In addition, the Board of Directors may, from time to time as it deems advisable, delegate to one or more natural persons (inclusive of any Director) such authority and duties as the Board of Directors is granted under this Agreement and not made subject to the approval of the Member Members by this Agreement, and the Board of Directors may assign in writing such titles to any such person as it deems appropriate. Any such person to whom such authority and duties are delegated by the Board of Directors shall not, during the time that such authority or duties are delegated, be a resident of Canada for purposes of the Canadian Tax Act and shall be authorized to, and shall, act in such capacity only outside of Canada. Any delegation pursuant to this Section 4.4(b) may be revoked at any time by the Board of Directors with or without cause for any reason. (c) Unless the Board of Directors decides otherwise, if the title of any person authorized to act on behalf of the Company under this Section 4.4 is one commonly used for officers of a business corporation formed under the ▇▇▇▇▇▇▇▇ Islands Business Corporation Act, the assignment of such title shall constitute the delegation to such person of the authority and duties that are normally associated with that office, subject to any specific delegation of, or restriction on, authority and duties made pursuant to this Section 4.4. Any delegation or restriction pursuant to this Section 4.4(c) may be revoked at any time by the Board of Directors, with or without cause for any reason, provided that the Board of Directors will not be entitled to revoke any restriction relating to the residence of any person as set out in this Section 4.4. (d) Unless authorized to do so by this Agreement or by the Board of Directors, no Director, Officer, agent or employee of the Company shall have any power or authority to bind the Company in any way, to pledge its credit, or to render it liable pecuniarily for any purpose. However, the Company may act by an attorney-in-fact authorized by the Board of Directors, provided that no such attorney-in-fact shall, while having such authority, be a resident of Canada for purposes of the Canadian Tax Act and shall not be authorized to, and shall not, exercise such authority in Canada.

Delegation of Authority and Duties. (a) The Board of Directors may, from time to time as it deems advisable, appoint and elect (as well as remove or replace at any time with or without cause for any reason) (i) a Chief Executive Officer, (ii) a Chief Financial Officer, (iii) a Secretary and (iv) such other officer positions assigned to individuals as it may elect (collectively, the "OfficersOFFICERS"). Each Officer shall be a natural person who is not a resident of Canada for purposes of the Canadian Tax Act, and shall be authorized to, and shall, act in such capacity only outside of Canada. Any two or more offices may be held by the same person. If so appointed by the Board of Directors, the Officers shall have the authority and duties as may from time to time be assigned to them. (b) In addition, the Board of Directors may, from time to time as it deems advisable, delegate to one or more natural persons (inclusive of any Director) such authority and duties as the Board of Directors is granted under this Agreement and not made subject to the approval of the Member Members by this Agreement, and the Board of Directors may assign in writing such titles to any such person as it deems appropriate. Any such person to whom such authority and duties are delegated by the Board of Directors shall not, during the time that such authority or duties are delegated, be a resident of Canada for purposes of the Canadian Tax Act and shall be authorized to, and shall, act in such capacity only outside of Canada. Any delegation pursuant to this Section 4.4(b) may be revoked at any time by the Board of Directors with or without cause for any reason. (c) Unless the Board of Directors decides otherwise, if the title of any person authorized to act on behalf of the Company under this Section 4.4 is one commonly used for officers of a business corporation formed under the ▇▇▇▇▇▇▇▇ Islands Business Corporation Act, the assignment of such title shall constitute the delegation to such person of the authority and duties that are normally associated with that office, subject to any specific delegation of, or restriction on, authority and duties made pursuant to this Section 4.4. Any delegation or restriction pursuant to this Section 4.4(c) may be revoked at any time by the Board of Directors, with or without cause for any reason, ; provided that the Board of Directors will not be entitled to revoke any restriction relating to the residence of any person as set out in this Section 4.4. (d) Unless authorized to do so by this Agreement or by the Board of Directors, no Director, Officer, agent or employee of the Company shall have any power or authority to bind the Company in any way, to pledge its credit, or to render it liable pecuniarily for any purpose. However, the Company may act by an attorney-in-fact authorized by the Board of Directors, provided that no such attorney-in-fact shall, while having such authority, be a resident of Canada for purposes of the Canadian Tax Act and shall not be authorized to, and shall not, exercise such authority in Canada.