Common use of Action by Consent Clause in Contracts

Action by Consent. Any consent required herein or action required to be taken at any annual or special meeting of Members, or any action which may be taken at any annual or special meeting of such Members, may be taken without a meeting, without a vote, without prior written notice and with a consent or consents in writing signed by Members who are holders of outstanding Common Units having not less than the minimum number of votes that would be necessary to authorize or take such action at a meeting at which all Common Units entitled to vote thereon were present and voted. Prompt notice of the taking of the action without a meeting by less than unanimous written consent shall be given to those Members who are holders of Common Units and who have not consented in writing; provided that the failure to give any such notice shall not affect the validity of the action taken by such written consent.

Appears in 6 contracts

Samples: Limited Liability Company Operating Agreement (National CineMedia, Inc.), Limited Liability Company Operating Agreement, Limited Liability Company Operating Agreement (Marquee Holdings Inc.)

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Action by Consent. Any consent required herein or action required to be taken at any annual or special meeting of Membersmeeting, or any action which may be taken at any annual or special meeting of such Membersmeeting, may be taken without a meeting, without a vote, without prior written notice and with a consent or consents in writing signed by Members who are holders of outstanding Common Membership Units having not less than the minimum number of votes that would be necessary to authorize or take such action at a meeting at which all Common Membership Units entitled to vote thereon were present and voted. Prompt notice of the taking of the action without a meeting by less than unanimous written consent shall be given to those Members who are holders of Common Membership Units and who have not consented in writing; provided that the failure to give any such notice shall not affect the validity of the action taken by such written consent.

Appears in 3 contracts

Samples: Limited Liability Company Operating Agreement (RHI Entertainment, Inc.), Limited Liability Company Operating Agreement (RHI Entertainment, Inc.), Limited Liability Company Operating Agreement (RHI Entertainment, Inc.)

Action by Consent. Any consent required herein or action required to be taken at any annual or special meeting of Members, or any action which may be taken at any annual or special meeting of such Members, may be taken without a meeting, without a vote, without prior written notice and with a consent or consents in writing signed by Members who are holders of outstanding Common Units having not less than the minimum number of votes that would be necessary to authorize or take such action at a meeting at which all Common Units entitled to vote thereon were present and voted. Prompt notice of the taking of the action without a meeting by less than unanimous written consent shall be given to those Members who are holders of Common Units and who have not consented in writing; provided that the failure to give any such notice shall not affect the validity of the action taken by such written consent.

Appears in 1 contract

Samples: Limited Liability Company Operating Agreement (Regal Entertainment Group)

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Action by Consent. Any consent required herein or action required to be taken at any annual or special meeting of Members, or any action which may be taken at any annual or special meeting of such Members, may be taken without a meeting, without a vote, without prior written notice and with a consent or consents in writing signed by Members who are holders of outstanding Common Units having not less than the minimum number of votes that would be necessary to authorize or take such action at a meeting at which all Common Units entitled to vote thereon were present and voted. Prompt notice of the taking of the action without a meeting by less than unanimous written consent shall be given to those Members who are holders of Common Units and who have not consented in writing; provided that the failure to give any such notice shall not affect the validity of the action taken by such written consent.

Appears in 1 contract

Samples: Limited Liability Company Operating Agreement (National CineMedia, Inc.)

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