Management Committee Approval. Except for matters expressly specified in this Agreement as requiring a Supermajority Vote of the Management Committee, any action required or permitted to be taken by the Management Committee may be taken upon the affirmative approval, at a duly called meeting or, upon ten (10) calendar days prior notice to all Representatives, by written consent in lieu of a meeting, of Representatives appointed by Members representing more than 50% of the Percentage Interests of all Members (a "Majority Vote"). Unless authorized to do so by this Agreement or by a Majority Vote of the Management Committee and except for the power delegated to the Manager pursuant to Section 8.2, no Member, attorney-in-fact, officer, employee or other agent of the Company shall have any power or authority to bind the Company in any way.
Appears in 4 contracts
Samples: Series C Preferred Stock Purchase Agreement (Mp3 Com Inc), Series C Preferred Stock Purchase Agreement (Mp3 Com Inc), Series C Preferred Stock Purchase Agreement (Mp3 Com Inc)