Electronic Transmission of Consents. A telegram, cablegram or other electronic transmission consenting to an action to be taken and transmitted by a Member or proxyholder, or by a Person or Persons authorized to act for a Member or proxyholder, shall be deemed to be written, signed and dated for the purposes of Section 6.01(i), provided that any such telegram, cablegram or other electronic transmission sets forth or is delivered with information from which the Company can determine (i) that the telegram, cablegram or other electronic transmission was transmitted by the Member or proxyholder or by a Person or Persons authorized to act for the Member or proxyholder and (ii) the date on which such Member or proxyholder or authorized Person or Persons transmitted such telegram, cablegram or electronic transmission. The date on which such telegram, cablegram or electronic transmission is transmitted shall be deemed to be the date on which such consent was signed. No consent given by telegram, cablegram or other electronic transmission shall be deemed to have been delivered until such consent is reproduced in paper form and until such paper form 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 Members are recorded. Delivery made to the Company’s registered office shall be made by hand or by certified or registered mail, return receipt requested. Notwithstanding the foregoing limitations on delivery, consents given by telegram, cablegram or other electronic transmission may be otherwise delivered to the principal place of business of the Company or to an Officer or agent of the Company having custody of the book in which proceedings of meetings of Members are recorded if, to the extent and in the manner provided by resolution of the Board of Directors. 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.
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Samples: Operating Agreement (Pandion Therapeutics Holdco LLC), Operating Agreement (Pandion Therapeutics Holdco LLC), Operating Agreement (Pandion Therapeutics Holdco LLC)
Electronic Transmission of Consents. A telegram, cablegram or other electronic transmission consenting to an action to be taken and transmitted by a Member stockholder or proxyholder, or by a Person person or Persons persons authorized to act for a Member stockholder or proxyholder, shall be deemed to be written, signed and dated for the purposes of this Section 6.01(i1.11(b), provided that any such telegram, cablegram or other electronic transmission sets forth or is delivered with information from which the Company corporation can determine (i) that the telegram, cablegram or other electronic transmission was transmitted by the Member stockholder or proxyholder or by a Person person or Persons persons authorized to act for the Member stockholder or proxyholder and (ii) the date on which such Member stockholder or proxyholder or authorized Person person or Persons persons transmitted such telegram, cablegram or electronic transmission. The date on which such telegram, cablegram or electronic transmission is transmitted shall be deemed to be the date on which such consent was signed. No consent given by telegram, cablegram or other electronic transmission shall be deemed to have been delivered until such consent is reproduced in paper form and until such paper form shall be delivered to the Company corporation by delivery to its registered office in the State of Delaware, its principal place of business or an Officer officer or agent of the Company corporation having custody of the book in which proceedings of meetings of Members stockholders are recorded. Delivery made to the Companya corporation’s registered office shall be made by hand or by certified or registered mail, return receipt requested. Notwithstanding the foregoing limitations on delivery, consents given by telegram, cablegram or other electronic transmission may be otherwise delivered to the principal place of business of the Company corporation or to an Officer officer or agent of the Company corporation having custody of the book in which proceedings of meetings of Members stockholders are recorded if, to the extent and in the manner provided by resolution of the Board of Directors. 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.
Appears in 3 contracts
Samples: Merger Agreement (Infinity Pharmaceuticals, Inc.), Agreement and Plan of Merger (MEI Pharma, Inc.), Merger Agreement (Infinity Pharmaceuticals, Inc.)
Electronic Transmission of Consents. A telegram, cablegram or other electronic transmission consenting to an action to be taken and transmitted by a Member stockholder or proxyholder, or by a Person person or Persons persons authorized to act for a Member stockholder or proxyholder, shall be deemed to be written, signed and dated for the purposes of Section 6.01(i)this section, provided that any such telegram, cablegram or other electronic transmission sets forth or is delivered with information from which the Company corporation can determine (i) that the telegram, cablegram or other electronic transmission was transmitted by the Member stockholder or proxyholder or by a Person person or Persons persons authorized to act for the Member stockholder or proxyholder and (ii) the date on which such Member stockholder or proxyholder or authorized Person person or Persons persons transmitted such telegram, cablegram or electronic transmission. The date on which such telegram, cablegram or electronic transmission is transmitted shall be deemed to be the date on which such consent was signed. No consent given by telegram, cablegram or other electronic transmission shall be deemed to have been delivered until such consent is reproduced in paper form and until such paper form shall be delivered to the Company corporation by delivery to its registered office in the State of Delaware, its principal place of business or an Officer officer or agent of the Company corporation having custody of the book in which proceedings of meetings of Members stockholders are recorded. Delivery made to the Companya corporation’s registered office shall be made by hand or by certified or registered mail, return receipt requested. Notwithstanding the foregoing limitations on delivery, consents given by telegram, cablegram or other electronic transmission may be otherwise delivered to the principal place of business of the Company corporation or to an Officer officer or agent of the Company corporation having custody of the book in which proceedings of meetings of Members stockholders are recorded if, to the extent and in the manner provided by resolution of the Board of Directors. 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.
Appears in 2 contracts
Samples: Merger Agreement (Arsanis, Inc.), Merger Agreement (Palomar Medical Technologies Inc)
Electronic Transmission of Consents. A telegram, cablegram or other electronic transmission consenting to an action to be taken and transmitted by a Member stockholder or proxyholder, or by a Person person or Persons persons authorized to act for a Member stockholder or proxyholder, shall be deemed to be written, signed and dated for the purposes of Section 6.01(i)this section, provided that any such telegram, cablegram or other electronic transmission sets forth or is delivered with information from which the Company corporation can determine (iA) that the telegram, cablegram or other electronic transmission was transmitted by the Member stockholder or proxyholder or by a Person person or Persons persons authorized to act for the Member stockholder or proxyholder and (iiB) the date on which such Member stockholder or proxyholder or authorized Person person or Persons persons transmitted such telegram, cablegram or electronic transmission. The date on which such telegram, cablegram or electronic transmission is transmitted shall be deemed to be the date on which such consent was signed. No consent given by telegram, cablegram or other electronic transmission shall be deemed to have been delivered until such consent is reproduced in paper form and until such paper form shall be delivered to the Company corporation by delivery to its registered office in the State of Delaware, its principal place of business or an Officer officer or agent of the Company corporation having custody of the book in which proceedings of meetings of Members stockholders are recorded. Delivery made to the Companya corporation’s registered office shall be made by hand or by certified or registered mail, return receipt requested. Notwithstanding the foregoing limitations on delivery, consents given by telegram, cablegram or other electronic transmission may be otherwise delivered to the principal place of business of the Company corporation or to an Officer officer or agent of the Company corporation having custody of the book in which proceedings of meetings of Members stockholders are recorded if, to the extent and in the manner provided by resolution of the Board of Directors. 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.
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