Common use of Action by the Members Clause in Contracts

Action by the Members. A. Meetings of the Members may be called by the Managing Member. Notice of any such meeting shall be given to all Members not less than two (2) days nor more than thirty (30) days prior to the date of such meeting. The notice shall state the nature of the business to be transacted. Members may vote in person or by proxy at such meeting. Whenever the vote or Consent of the Members or of the Members is permitted or required under this Agreement, such vote or Consent may be given at a meeting of Members. B. Any action required or permitted to be taken at a meeting of the Members may be taken without a meeting if a written consent setting forth the action so taken is signed by the Members expressly required by this Agreement for the action in question. Such consent may be in one instrument or in several instruments, and shall have the same force and effect as a vote of the percentage interests of the Members (expressly required by this Agreement). An action so taken shall be deemed to have been taken at a meeting held on the effective date so certified. C. Each Member may authorize any Person or Persons to act for him by proxy on all matters in which a Member is entitled to participate, including waiving notice of any meeting, or voting or participating at a meeting. Every proxy must be signed by the Member or his attorney-in-fact. No proxy shall be valid after the expiration of 11 months from the date thereof unless otherwise provided in the proxy. Every proxy shall be revocable at the pleasure of the Member executing it. D. Each meeting of Members shall be conducted by the Managing Member or such other Person as the Managing Member may appoint pursuant to such rules for the conduct of the meeting as the Managing Member or such other Person deems appropriate.

Action by the Members. A. Meetings of the Members may be called by the Managing Member. Notice of any such meeting shall be given to all Members not less than two (2) days nor more than thirty (30) 30 days prior to the date of such meeting. The notice shall state the nature of the business to be transacted. Members may vote in person or by proxy at such meeting. Whenever the vote or Consent of the Members or of the Members is permitted or required under this Agreement, such vote or Consent may be given at a meeting of Members. B. Any action required or permitted to be taken at a meeting of the Members may be taken without a meeting if a written consent setting forth the action so taken is signed by the Members expressly required by this Agreement for the action in question. Such consent may be in one instrument or in several instruments, and shall have the same force and effect as a vote of the percentage interests of the Members (expressly required by this Agreement). An action so taken shall be deemed to have been taken at a meeting held on the effective date so certified. C. Each Member may authorize any Person or Persons to act for him by proxy on all matters in which a Member is entitled to participate, including waiving notice of any meeting, or voting or participating at a meeting. Every proxy must be signed by the Member or his attorney-in-fact. No proxy shall be valid after the expiration of 11 months from the date thereof unless otherwise provided in the proxy. Every proxy shall be revocable at the pleasure of the Member executing it. D. Each meeting of Members shall be conducted by the Managing Member or such other Person as the Managing Member may appoint pursuant to such rules for the conduct of the meeting as the Managing Member or such other Person deems appropriate.