Common use of Action by Managers; Quorum; Voting; Action Without a Meeting Clause in Contracts

Action by Managers; Quorum; Voting; Action Without a Meeting. (a) A majority of the total number of Managers shall be necessary to constitute a quorum for the transaction of business, except to adjourn as hereinafter provided. Every act or decision done or made by a majority of the Managers present at a meeting duly held at which a quorum is present shall be regarded as the act of the Company, unless a greater number be required by the Act. The Managers present at a duly called or held meeting at which a quorum is present may continue to do business until adjournment, notwithstanding the withdrawal of enough Managers to have less than a quorum. (b) Each Manager shall have one vote. Any action which under any provision of this Agreement may be taken at a meeting of the Managers may be taken without a meeting if authorized by a writing signed by a majority of Managers who would be entitled to vote upon such action at a meeting, unless the Agreement requires such action to be taken by the unanimous vote of all of the Managers, in which case such writing shall be signed by all of the Managers who would be entitled to vote upon such action at a meeting, in each case filed with the records of the Company.

Action by Managers; Quorum; Voting; Action Without a Meeting. (a) A majority of the total number of Managers shall be necessary to constitute a quorum for the transaction of business, except to adjourn as hereinafter provided. Every act or decision done or made by a majority of the Managers present at a meeting duly held at which a quorum is present shall be regarded as the act of the Company, unless a greater number be required by the Act. The Managers present at a duly called or held meeting at which a quorum is present may Page 220 of 241 Pages continue to do business until adjournment, notwithstanding the withdrawal of enough Managers to have less than a quorum. (b) Each Manager shall have one vote. Any action which under any provision of this Agreement may be taken at a meeting of the Managers may be taken without a meeting if authorized by a writing signed by a majority of Managers who would be entitled to vote upon such action at a meeting, unless the Agreement requires such action to be taken by the unanimous vote of all of the Managers, in which case such writing shall be signed by all of the Managers who would be entitled to vote upon such action at a meeting, in each case filed with the records of the Company.

Action by Managers; Quorum; Voting; Action Without a Meeting. (a) A majority Majority of the total number of Managers shall be necessary to constitute a quorum for the transaction of business, except to adjourn as hereinafter provided. Every act or decision done or made by a majority Majority of the Managers present at a meeting duly held at which a quorum is present shall be regarded as the act of the Company, unless a greater number be is required by law or by the Act. The Managers present at a duly called Articles of Organization or held meeting at which a quorum is present may continue to do business until adjournment, notwithstanding the withdrawal of enough Managers to have less than a quorumby this Agreement. (b) Each Manager Managers may participate in any meeting of the Managers by means of conference telephone or similar communications equipment, provided all persons participating in the meeting can hear one another, and such participation in a meeting shall have constitute presence in person at the meeting. (c) All votes required of Managers hereunder may be by voice vote unless a written ballot is requested, which request may be made by any one vote. Manager. (d) Any action which under any provision of the Act or this Agreement may is to be taken at a meeting of the Managers may be taken without a meeting if authorized by a writing written consent signed by a majority of all Managers who would be entitled to vote upon such action at a meeting, unless the Agreement requires such action to . Such written consent must be taken by the unanimous vote of all of the Managers, in which case such writing shall be signed by all of the Managers who would be entitled to vote upon such action at a meeting, in each case filed kept with the records of the Company.