Duties of the General Manager Clause Samples

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Duties of the General Manager. The duties of the General Manager shall be as set forth in the Management Services Agreement which is attached hereto as Exhibit C. The General Manager shall owe such duty of loyalty and due care to the Company as is required of a director of a Delaware corporation under applicable Delaware law, shall discharge its duties in good faith with the care an ordinary prudent person in like position would exercise under similar circumstances and in a manner it reasonably believes to be in the best interests of the Company, and shall enjoy each and every protection afforded to the directors of a Delaware corporation under applicable Delaware law, including, without limitation, those afforded by the business judgment rule and the presumptions afforded thereby and the limitation on personal liability to the maximum extent permitted by Section 102 of the Delaware General Corporation Law as if the provisions thereof were set forth in this Operating Agreement (and for all such purposes, the General Manager shall be treated as not "interested" for Delaware corporation law purposes).
Duties of the General Manager. The General Manager (the "General Manager") shall preside at all meetings of the Members, unless the Board of Directors shall have appointed another person to so preside and such person is present. The General Manager shall be the Chief Executive Officer of the Company and shall, subject to the control of the Board of Directors, have general supervision, direction and control of the business and officers of the Company. The General Manager shall perform other duties commonly incident to a president of a Delaware corporation and shall also perform such other duties and have such other powers as the Board of Directors shall designate from time to time.
Duties of the General Manager. Unless and until any of the following duties are delegated to another officer by the Management Committee, the General Manager shall: (a) attend all meetings of the Management Committee and all meetings of the Members, unless directed not to do so by the Management Committee, and record all the proceedings of the meetings in a book to be kept for that purpose; (b) give, or cause to be given, notice of all special meetings of the Management Committee and all meetings of the Members; (c) keep, or cause to be kept, at the principal executive office, a register, or a duplicate register, showing the names of all Members and their addresses, their Percentage Interests, and all documents described in this Agreement or required under the Act to be maintained at the principal executive office of the Company; (d) keep and maintain, or cause to be kept and maintained, adequate and correct books and records of accounts of the properties and business transactions of the Company, including accounts of its assets, liabilities, receipts, disbursements, gains, losses, capital, Membership Interests and Economic Interests, which books of account shall at all reasonable times be open to inspection by any Manager or his/her representatives; (e) have or supervise the custody of the funds and securities of the Company, keep or cause to be kept full and accurate accounts of receipts and disbursements in books belonging to the Company, and deposit or cause to be deposited all monies and other valuable effects in the name and to the credit of the Company in such depositories as may be designated by the Management Committee; (f) disburse or cause to be disbursed the funds of the Company as may be ordered by the Management Committee, taking proper vouchers for such disbursements, and render to the Management Committee, at their regular meetings, or when Members so require, at a meeting of the Members, an account of the financial condition of the Company; and (g) prepare or cause to be prepared the various financial statements and reports required to be delivered to the Members in this Agreement.
Duties of the General Manager. The General Manager shall be responsible ------------------------------ for the overall management of the Company. The General Manager shall report to the Board, and his duties shall include the following: 9.2.1 preparation of annual operating and capital budgets, business plans and financial projections for Board approval; 9.2.2 implementing budgets and plans approved by the Board; 9.2.3 maintaining an accounting system and a system of financial, budgetary and internal controls designed by any one of the five (5) largest Chinese registered accounting firms selected by the Board; 9.2.4 maintaining accounting ledgers, books and records in accordance with internationally accepted accounting principles and standards and regulations; 9.2.5 payroll administration; 9.2.6 labour relations and personnel administration; 9.2.7 supervising and administering all exploration, mining, processing and marketing operations; 9.2.8 implementing a system of security designed by experts in the security field in respect of the Company's diamonds, precious gems and other assets that is in accordance with good international standards and that is satisfactory to the Board; 9.2.9 generally, doing all things necessary or advisable to ensure that the business of the Company and is carried out in accordance with this Contract.
Duties of the General Manager. The General Manager shall be responsible for the overall management of the Company. The General Manager shall report to the Board, and his duties shall include the following: 9.2.1. preparation of annual operating and capital budgeted, business plans and financial projections for Board approval; 9.2.2. implementing budgets and plans approved by the Board; 9.2.3. obtaining and maintaining a financial accounting system and an internal control system of financing and budgeting designed by an international accounting firm registered in China or a joint venture international accounting firm in China, and such system shall be sent to the Board for approval; 9.2.4. maintaining an accounting system of general ledgers, books and records in accordance with internationally accepted accounting principles and regulations; 9.2.5. payroll administration; 9.2.6. labor relations and personnel administration; 9.2.7. supervising and administering all exploration, mining, processing and marketing operations; 9.2.8. implementing an international standard security system designed by security experts in respect of the Company's copper and accompanying precious metals and other assets that is satisfactory to the Board; 9.2.9. doing all things necessary or advisable to ensure that the business of the Company and is carried out in accordance with this Contract.
Duties of the General Manager. The General Manager shall: 1. Coordinate Operating Board meetings, 2. Maintain minutes of meetings and CEC Program records, 3. Assure compliance with applicable provisions of the Texas Open Meetings Act, Government Code, Chapter 551, 4. Make recommendations to the Operating Board on the operation and maintenance of the CEC, 5. Supervise the Shared Employees. However, the General Manager will not supervise, manage, or direct any non-COA Party’s Internal CEC Program Employees, who shall nonetheless cooperate and coordinate with the General Manager, other Parties Internal CEC Program Employees and the Shared Employees, 6. Provide the first level of administrative dispute resolution as set forth below, 7. Be empowered by the all Parties to this Agreement to make decisions regarding day-to-day operational issues, including making expenditures for budgeted replacement of furniture and equipment, routine repairs, and maintenance in accordance with CEC annual Budget, 8. Maintain a current copy of this Agreement, including any amendments and the most current version of all Exhibits in the General Manager’s Office, together with copies of the most current versions of any subsequently developed additional operating procedures or standards, the Lease, all other CEC Program or System related Interlocal Agreements, all related plans, specifications, equipment information and warranties, all other related contracts, and Budget documents. (Until a General Manager is appointed, all such documents will be available for review in the office of the Director for RDMT, a division of the COA Financial Services Department), 9. Become involved in a non-COA Party’s Internal Program operations only to the extent that issues cross boundaries between Parties or Systems, and the issues cannot be otherwise resolved,
Duties of the General Manager. Subject to Sections 8.3, 8.4 and 8.6 hereof, the General Manager shall have the usual responsibilities associated with the title of general manager and chief executive officer and shall be responsible for the efficient and effective operation of the Company's business, including marketing and sales of the products and the supervision of any assets, services and employees provided to the Company by the Partners. Without limiting the foregoing, and in addition to other duties delegated to him or her by the Partners or by this Agreement, the General Manager shall have the following specific duties: (a) determining the daily operations of the Company; (b) preparing budgets for approval by the Partners (which budgets, upon approval by the Partners, shall be referred to herein as the "Budget"); (c) unless otherwise directed by a Majority Vote of the Partners, operating and managing the business of the Company in a manner that is consistent with the Budget; (d) hiring, terminating and supervising the employees working for, or assigned or leased to, the Company (including, without limitation, those employees approved by the Company and provided to the Company by the Partners); (e) approving those variances in expenditures from the Budget which, when added to the cost of all other such variances incurred by the Company during the same Fiscal Year equals no more than 110% of the Budget in the aggregate; (f) reporting to the Partners for their approval, variances in expenditures from the Budget which, when added to the cost of all other such expenditures incurred by the Company during the same Fiscal Year, exceeds 110% of the Budgets in the aggregate; and (g) any other matter delegated to the General Manager by the Partners or the Managing Partner.
Duties of the General Manager. The duties of the General Manager are: a) To legally represent Empresas Públicas ▇▇ ▇▇▇▇▇▇▇▇ E.S.P. in all types of matters. b) To issue and execute the acts and enter into the agreements which are within his/her purview. c) To responsibly delegate to officials, with the prior authorization of the Board of Directors, one or several of the General Manager's duties. d) To authorize the submittal of any differences between Empresas Públicas ▇▇ ▇▇▇▇▇▇▇▇ E.S.P. and third parties, which amount to no more than five hundred (500) minimum monthly legal wages, to the ruling of arbitrators or referees. Except when this mechanism has been agreed by contract. e) To approve the settlement of any differences between Empresas Públicas ▇▇ ▇▇▇▇▇▇▇▇ E.S.P. and third parties, which amount to no more than five hundred (500) minimum monthly legal wages. f) To appoint attorneys to represent Empresas Públicas ▇▇ ▇▇▇▇▇▇▇▇ E.S.P. in administrative, judicial and extrajudicial matters. g) To submit an Annual Activity Report to the Board of Directors. h) To submit to the Board of Directors the financial statements at the end of the period for their approval. i) To define, according to the general policies adopted by the Board of Directors, the compensations and wage allocations for the different jobs. j) To submit to the Board of Directors for their approval or disapproval the appointments or removal of the company’s top officers. k) To manage the labor relations of Empresas Públicas ▇▇ ▇▇▇▇▇▇▇▇ E.

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