Common use of Consent of Members in Lieu of Meeting Clause in Contracts

Consent of Members in Lieu of Meeting. Any action required or permitted to be taken at any Annual or special meeting of Members may be taken without a meeting, without prior notice and without a vote, if a consent or consents in writing, setting forth the action so taken, shall be signed by the holders of 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 Units entitled to vote thereon were present and voted and shall be delivered to the Company by delivery to its registered office in the State of Delaware, its principal place of business, or an Officer or agent of the Company having custody of the book in which proceedings of meetings of the Members are recorded. Delivery made to the Company’s registered office shall be by hand or by certified or registered mail, return receipt requested. In connection with the delivery of a written consent, each holder of Units shall be entitled to consent ratably in proportion to such holder’s Aggregate Unit Percentage on all matters upon which Members have the right to vote as set forth in this Agreement and provided under the Act. Every written consent shall bear the date of signature of each Member who signs the consent, and no written consent shall be effective to take the limited liability company action referred to therein unless, within sixty (60) days of the earliest dated consent delivered in the manner required by this Section 3.3(i) to the Company, written consents signed by a sufficient number of holders to take action are delivered to the Company by delivery to its registered office in the State of Delaware, its principal place of business, or an Officer or agent of the Company having custody of the book in which proceedings of meetings of the Members are recorded. Any copy, facsimile or other reliable reproduction of a consent in writing may be substituted or used in lieu of the original writing for any and all purposes for which the original writing could be used; provided that such copy, facsimile or other reproduction shall be a complete reproduction of the entire original writing. Prompt notice of the taking of the limited liability company action without a meeting by less than unanimous written consent shall be given to those Members who have not consented in writing and who, if the action had been taken at a meeting, would have been entitled to notice of the meeting if the record date for such meeting had been the date that written consents signed by a sufficient number of holders to take the action were delivered to the Company as provided above in this Section 3.3(i).

Consent of Members in Lieu of Meeting. Any action required or permitted to be taken at any Annual annual or special meeting of Members may be taken without a meeting, without prior notice and without a vote, if a consent or consents in writing, setting forth the action so taken, shall be signed by the holders of Class A 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 Class A Units entitled to vote thereon were present and voted and shall be delivered to the Company by delivery to its registered office in the State of Delaware, its principal place of business, or an Officer or agent of the Company having custody of the book in which proceedings of meetings of the Members are recorded. Delivery made to the Company’s registered office shall be by hand or by certified or registered mail, return receipt requested. In connection with the delivery of a written consent, each holder of Units shall be entitled to consent ratably in proportion to such holder’s Aggregate Unit Percentage on all matters upon which Members have the right to vote as set forth in this Agreement and provided under the Act. Every written consent shall bear the date of signature of each Member who signs the consent, and no written consent shall be effective to take the limited liability company action referred to therein unless, within sixty (60) days of the earliest dated consent delivered in the manner required by this Section 3.3(i3.2(i) to the Company, written consents signed by a sufficient number of holders to take action are delivered to the Company by delivery to its registered office in the State of Delaware, its principal place of business, or an Officer or agent of the Company having custody of the book in which proceedings of meetings of the Members are recorded. Any electronic transmission of a written consent shall be permitted and any copy, facsimile or other reliable reproduction of a consent in writing may be substituted or used in lieu of the original writing for any and all purposes for which the original writing could be used; provided that such copy, facsimile or other reproduction shall be a complete reproduction of the entire original writing. Prompt notice of the taking of the limited liability company action without a meeting by less than unanimous written consent shall be given to those Members (other than Management Members) who have not consented in writing and who, if the action had been taken at a meeting, would have been entitled to notice of the meeting if the record date for such meeting had been the date that written consents signed by a sufficient number of holders to take the action were delivered to the Company as provided above in this Section 3.3(i3.2(i).

Consent of Members in Lieu of Meeting. Any action required or permitted to be taken at any Annual annual or special meeting of Members may be taken without a meeting, without prior notice and without a vote, if a consent or consents in writing, setting forth the action so taken, shall be signed by the holders of Class A 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 Class A Units entitled to vote thereon were present and voted and shall be delivered to the Company Group by delivery to its registered office in the State of Delaware, its principal place of business, or an Officer or agent of the Company Group having custody of the book in which proceedings of meetings of the Members are recorded. Delivery made to the Company’s registered office shall be by hand or by certified or registered mail, return receipt requested. In connection with the delivery of a written consent, each holder of Units shall be entitled to consent ratably in proportion to such holder’s Aggregate Unit Percentage on all matters upon which Members have the right to vote as set forth in this Agreement and provided under the Act. Every written consent shall bear the date of signature of each Member who signs the consent, and no written consent shall be effective to take the limited liability company action referred to therein unless, within sixty (60) days of the earliest dated consent delivered in the manner required by this Section 3.3(i3.2(i) to the CompanyGroup, written consents signed by a sufficient number of holders to take action are delivered to the Company Group by delivery to its registered office in the State of Delaware, its principal place of business, or an Officer or agent of the Company Group having custody of the book in which proceedings of meetings of the Members are recorded. Any electronic transmission of a written consent shall be permitted and any copy, facsimile or other reliable reproduction of a consent in writing may be substituted or used in lieu of the original writing for any and all purposes for which the original writing could be used; provided that such copy, facsimile or other reproduction shall be a complete reproduction of the entire original writing. Prompt notice of the taking of the limited liability company action without a meeting by less than unanimous written consent shall be given to those Members who have not consented in writing and who, if the action had been taken at a meeting, would have been entitled to notice of the meeting if the record date for such meeting had been the date that written consents signed by a sufficient number of holders to take the action were delivered to the Company Group as provided above in this Section 3.3(i3.2(i).