Management Powers Clause Samples

Management Powers. The Member shall be deemed to be a “manager” within the meaning of Section 18-101(10) of the Delaware Act. In accordance with Section 18-402 of the Delaware Act, management of the Company shall be vested solely in the Member. The Member shall have the power to do any and all acts necessary, convenient, or incidental to or for the furtherance of the purposes described herein, including all powers, statutory or otherwise, possessed by members of a limited liability company under the laws of the State of Delaware. The Member has the authority to bind the Company.

Management Powers. The Company shall be managed by a Board of Managers (the “Board of Managers” or “Board”), which shall have all powers, authority, and discretion conferred upon “managers” under the Act, and, without limitation, shall have complete authority and discretion to manage the operations and affairs of the Company. The Board shall initially consist of XX managers (each, a “Manager”). The number of Managers may be fixed from time to time, any Manager may be removed as a Manager at any time and for any or no reason, and additional or replacement Managers may be named to the Board of Managers at any time, in each case at the sole discretion of the Member. A Manager may resign at any time by giving written notice to the Board or, if any, the President, Chief Executive Officer or Secretary of the Company. Such resignation shall be effective upon receipt, unless specified to be effective at some other time, and the acceptance of such resignation shall not be necessary to make it effective. Any Manager may act for or on behalf of the Board. The initial Managers and their business, residence or mailing address are as follows: __________________ _________________________ __________________ _________________________

Management Powers. (a) The business and affairs of the Company shall be managed by the Member (or Members, if there is more than one (1) Member). The Member (or Members) shall have the power to do any and all acts that may be necessary or convenient to or for the furtherance of the purposes described herein, including, without limitation, the power: (i) to conduct the Company’s business, carry on its operations and have and exercise the powers granted to a limited liability company by the Act in any state, territory, district or possession of the United States, or in any foreign country, which may be necessary, convenient or incidental to the accomplishment of the purpose of the Company; (ii) to acquire by purchase, lease, contribution of property or otherwise, own, hold, operate, maintain, finance, improve, lease, sell, convey, mortgage, transfer, demolish or dispose of any real or personal property and loans secured by such real and personal property, which may be necessary, convenient or incidental to the accomplishment of the purpose of the Company; (iii) to enter into, perform and carry out contracts of any kind, including, without limitation, contracts with the Members, an affiliate of the Company or the Members, or any agent of the Company, which may be necessary, convenient or incidental to the accomplishment of the purpose of the Company; (iv) to purchase, take, receive, subscribe for or otherwise acquire, own, hold, vote, use, employ, sell, mortgage, lend, pledge, or otherwise dispose of, and otherwise deal in and with, shares or other interests in or obligations of domestic or foreign corporations, associations, general or limited partnerships, trusts, limited liability companies, or individuals, or direct or indirect obligations of the United States or any government, state or instrumentality of any of them; (v) to lend or borrow money and issue evidences of indebtedness, with or without security; (vi) to ▇▇▇ or be sued, complain and defend, and participate in administrative or other proceedings, and to pay, compromise, settle or litigate any claims by or against the Company; and (vii) to appoint employees and agents of the Company, and define their duties and fix their compensation. (b) Each Member, acting alone, or such person as the sole Member (or the Members if there is more than one (1) Member) shall designate as attorney-in-fact for this purpose, is hereby designated or approved as an authorized person, within the meaning of the Act, to execute, deliver an...

Management Powers. (a) In addition to what is provided for in the By-Laws of T.F.M., the Shareholders agree that the management and control of T.F.M. will also be governed by the applicable provisions of this Agreement which they undertake to fully and at all times comply with, as if these provisions were an integral part of the By-Laws of T.F.M. (b) The Class B Shareholders will present a candidate for the function of Managing Director, who will be in charge of day-to-day management, at the head of the list of candidates referred to in Article 18.b) of the By-Laws. The Class A Shareholders undertake that the Directors representing them on the T.F.M. Board will vote for the candidate appearing at the head of this list.

Management Powers. The company shall take over the implementation of the client's instructions in the management of "portfolio" under the instructions issued directly to it from client, either written or registered by phone or by e-mail service and the company's fax or other means as determined by the company according to its investment policies and not in conflict with the rules and instructions of the regulating and controlling entities and in accordance with the codes applied and in accordance with the Jordanian code of dealing with foreign stock exchanges # 1 for 2017 and, the instructions of regulating the financial services companies in dealing with foreign stock exchanges and any amendments and decisions that might occur thereon from time to time, provided that the company shall exert due diligence according to the market circumstances it's dealing with and also according to the investment risks which the client avowed that they had examined them. Furthermore, the client shall confirm that, by signing the current contract, the company shall not guarantee to the client any profits or revenues for such "portfolio", as the powers granted to the company are just for implementing the client's instructions.

Management Powers. (a) The Member shall take such action as it deems necessary to provide for and supervise the operation of the Company for the purposes set forth in Section 2.01. The Member shall devote so much of its time to the affairs of the Company as in its judgment the conduct of the business shall reasonably require, and the Member shall not be obligated to do or perform any act or thing in connection with the business of the Company not expressly set forth herein. (b) The Member shall have the power and authority to: (i) deal in any assets, whether personal property or real property; (ii) sell, lease, exchange or convey title to, and grant options for the sale of, all or any portion of the Company’s property; (iii) incur all expenditures permitted by this Agreement and reimburse itself from the Company’s funds for any reasonable and necessary expenses incurred by it in furtherance of its duties hereunder; (iv) employ and dismiss from employment any and all employees, agents, independent contractors, attorneys, accountants, managing agents and consultants on behalf of the Company, provided that such services are necessary or advisable and the compensation therefor is reasonable; (v) obtain loans, secured or unsecured, for the Company, whether from the Member or from an unrelated lender, and secure the same by mortgaging, assigning for security purposes, granting a security interest in, pledging or otherwise hypothecating all or any part of the Company’s property; (vi) bring or defend, pay, collect, compromise, arbitrate, resort to legal action, or otherwise adjust claims or demands of or against the Company; (vii) enter into, perform and carry out any and all contracts and agreements of every kind necessary or incidental to the accomplishment of the Company’s business; (viii) acquire and enter into any contracts of insurance of such types and in such amounts as the Member deems necessary and proper for the protection of the Company or for any purpose beneficial to the Company, including, but not limited to, in connection with its indemnification obligations hereunder; and (ix) take such other action as may in the Member’s discretion be necessary or desirable in connection with the proper management of the business and affairs of the Company.

Management Powers. The management of the Company shall be vested solely in the Member. The Member shall have the power to do any and all acts necessary, convenient, or incidental to or for the furtherance of the purposes described herein, including all powers, statutory or otherwise, possessed by members of a limited liability company under the laws of the State of Ohio. The Member has the authority to bind the Company.

Management Powers. Subject to the terms hereof, including but not limited to Section 3.05, the Individual General Partners shall have full, exclusive, and complete discretion in the management and control of the affairs of the Partnership, shall make all decisions affecting Partnership affairs and shall provide overall guidance and supervision with respect to the operations of the Partnership, shall perform the same functions and have the same duties and responsibilities imposed on the directors of business development companies by the 1940 Act, and shall monitor the activities of Persons in which the Partnership has invested. The Independent General Partners shall have all of the responsibilities, obligations, and fiduciary duties imposed by the 1940 Act upon disinterested directors of a business development company in corporate form. Except as otherwise expressly provided in this Agreement, the Individual General Partners are hereby granted the right, power, and authority to direct the Managing General Partners to do on behalf of the Partnership all things which, in their sole judgment, are necessary or appropriate to manage the Partnership's affairs and fulfill the purposes of the Partnership, including, by way of illustration and not by way of limitation, the power and authority from time to time to direct the Managing General Partners to do the following: (a) subject to Section 3.13, invest the funds of the Partnership in such investments as are consistent with the Partnership's purpose, provided that such investments do not cause the Partnership to fail to comply with Section 55 of the 1940 Act; (b) incur all expenses permitted by this Agreement; (c) to the extent that funds are available, cause to be paid all expenses, debts, and obligations of the Partnership; (d) employ and dismiss from employment such agents, employees, managers, accountants, attorneys, consultants, and other Persons necessary or appropriate to carry out the business and affairs of the Partnership, whether or not any such Persons so employed are Affiliates of any General Partner, and to pay such compensation to such Persons as is competitive with the compensation paid to unaffiliated Persons in the area for similar services, subject to the restrictions set forth in Section 3.10; (e) subject to the indemnification provisions in this Agreement, pay, extend, renew, modify, adjust, submit to arbitration, prosecute, defend, or settle, upon such terms it deems sufficient, any obligation, suit, liability,...

Management Powers. The Member shall be deemed to be a “manager” within the meaning of Section 18-101(10) of the DLLCA.