Common use of Meetings of and Voting by Managers Clause in Contracts

Meetings of and Voting by Managers. (a) Meetings of the Managers shall be held at such time and at such places as they shall determine. In addition, any one Manager may, upon giving seven (7) days’ Notice to the others, call a meeting of the Managers. No meeting of the Managers shall be held without a quorum being present, which shall consist of a majority of the Managers. Managers may participate in a meeting of the Managers by means of conference telephone or other similar communication equipment whereby all Managers participating in the meeting can hear each other. Participation in a meeting in this manner shall constitute presence in person at the meeting. Action of the Managers shall require the favorable vote of a majority of all Managers. (b) Unless a greater number is required herein or by statute, an action approved by the Majority in Interest of the Managers shall be the act of the Managers. Except as specifically permitted in this Agreement, each Manager shall have only one vote. Whenever a Manager appointed by a Class of Units held by only one Member is absent from a meeting of the Managers, any Manager attending such meeting and appointed by the same Member shall vote for himself and the absent Manager, as if such absent Manager were there, on any matter coming to vote before the Board. (c) The Managers shall make every reasonable effort to keep the Members advised of all pending matters, prospective decisions and actions taken and shall consult with the Members on such matters as they deem appropriate. (d) Though the Managers have no obligation to do so, they may, in their sole discretion, refer any matter, which they are entitled to decide, to a meeting of the Members for a decision. (e) Any action required or permitted by this Agreement to be taken at any meeting of the Managers may be taken without a meeting, without prior Notice and without a vote, if a consent in writing, setting forth the action so taken, is signed by minimum requisite number of the Managers to take such action under this Agreement. Prompt Notice of the taking of any action taken pursuant to this Section 6.7(e) by less than the unanimous written consent of the Managers shall be given to those Managers who have not consented in writing. Such consent may be executed by facsimile and may be executed in counterparts. (f) When any Notice is required to be given to any Manager hereunder, a waiver thereof in writing, signed by the Manager, whether before, at or after the time stated therein, shall be equivalent to the giving of such Notice. Further, a Manager may waive Notice of a meeting by attending such meeting without objection to a lack of Notice.

Meetings of and Voting by Managers. (a) Meetings of the Managers shall be held at such time and at such places place as they the Managers shall determine. In addition, any one Manager may, upon giving seven five (75) days’ written Notice to the others, call a meeting of the Managers. No meeting of the Managers shall be held without a quorum being present, which shall consist of a majority of the Managers. Managers may participate in a meeting of the Managers by means of conference telephone or other similar communication equipment whereby all Managers participating in the meeting can hear each other. Participation in a meeting in this manner shall constitute presence in person at the meeting. A Manager may not appoint a proxy to serve in the Manager’s stead at a meeting. Action of the Managers shall require the favorable vote of a majority of all Managers, except as provided in (g) below. (b) Unless a greater number is required herein or by statute, an action approved by the Majority in Interest of the Managers shall be the act of the Managers. Except as specifically permitted in this Agreement, each Each Manager shall have only one vote. Whenever a Manager appointed by a Class of Units held by only one Member is absent from a meeting of the Managers, any Manager attending such meeting and appointed by the same Member shall (1) vote for himself and the absent Manager, as if such absent Manager were there, on any matter coming to vote before the Boardall matters. (c) The Managers shall make every reasonable effort to keep the Members advised of all pending matters, prospective decisions and actions taken and shall consult with the Members on such matters as they deem appropriate. (d) Though the Managers have no obligation to do so, they may, in their sole discretion, may refer any matter, which they are entitled to decide, matter to a meeting of the Members for a decision. (e) Any action required or permitted by this Agreement to be taken at any meeting of the Managers may be taken without a meeting, without prior Notice and without a vote, if a consent in writing, setting forth the action so taken, is signed by minimum requisite number a majority of the Managers to take such action under this AgreementManagers. Prompt Notice of the taking of any action taken pursuant to this Section 6.7(e) by less than the unanimous written consent of the Managers shall be given to those Managers who have not consented in writing. Such consent may be executed by facsimile and may be executed in counterparts. (f) When any Notice is required to be given to any Manager hereunder, a waiver thereof in writing, writing (signed by the Manager, whether before, at or after the time stated therein), or attendance at the meeting shall be equivalent to the giving of such Notice. Further, . (g) Expenditures constituting a Manager may waive Notice material deviation from the Budget must be approved by the unanimous vote of a meeting by attending such meeting without objection to a lack of Noticethe Managers.

Meetings of and Voting by Managers. (a) Meetings of the Managers shall be held at such time and at such places as they shall determine. In addition, any one Manager may, upon giving seven (7) days’ ' Notice to the others, call a meeting of the Managers. No meeting of the Managers shall be held without a quorum being present, which shall consist of a majority of the Managers. Managers may participate in a meeting of the Managers by means of conference telephone or other similar communication equipment whereby all Managers participating in the meeting can hear each other. Participation in a meeting in this manner shall constitute presence in person at the meeting. Action Any action, decision or determination of the Managers Board (whether referred to in this Agreement as an action, decision or determination of the “Board” or the “Managers”) shall require the favorable vote of a majority of all the Managers. (b) Unless a greater number is required herein or by statute, an action approved by the Majority in Interest of the Managers shall be the act of the Managers. Except as specifically permitted in this Agreement, each Each Manager shall have only one vote. Whenever a Manager appointed by a Class of Units held by only one Member is absent from a meeting of the Managers, any Manager attending such meeting and appointed by the same Member shall (1) vote for himself and the absent Manager, as if such absent Manager were there, on any matter coming to vote before the Boardall matters. (c) The Managers shall make every reasonable effort to keep the Members advised of all pending matters, prospective decisions and actions taken and shall consult with the Members on such matters as they deem appropriate. (d) Though the Managers have no obligation to do so, they may, in their sole discretion, may refer any matter, which they are entitled to decide, matter to a meeting of the Members for a decision. (e) Any action required or permitted by this Agreement to be taken at any meeting of the Managers may be taken without a meeting, without prior Notice and without a vote, if a consent in writing, setting forth the action so taken, is signed by minimum requisite number a majority of the Managers to take such action under this AgreementManagers. Prompt Notice of the taking of any action taken pursuant to this Section 6.7(e6.6(e) by less than the unanimous written consent of the Managers shall be given to those Managers who have not consented in writing. Such A consent transmitted by electronic transmission by a Manager shall be deemed to be written and signed for purposes of this Section 6.6(e). A consent may be executed by facsimile electronic transmission and may be executed in counterparts. (f) When any Notice is required to be given to any Manager hereunder, a waiver thereof in writing, signed by the Manager, whether before, at or after the time stated therein, shall be equivalent to the giving of such Notice. Further, a Manager may waive Notice of a meeting by attending such meeting without objection to a lack of Notice.

Meetings of and Voting by Managers. (a) Meetings of the Managers shall be held at such time and at such places as they shall determine. In addition, any one Manager may, upon giving seven four (74) days’ Notice to the others, call a meeting of the Managers. No meeting of the Managers shall be held without a quorum being present, which shall consist of a majority of the Managers. Managers may participate in a meeting of the Managers by means of conference telephone or other similar communication equipment whereby all Managers participating in the meeting can hear each other. Participation in a meeting in this manner shall constitute presence in person at the meeting. Action of the Managers shall require the favorable vote of a majority of all Managers. (b) Unless a greater number is required herein or by statute, an action approved by the Majority in Interest of the Managers shall be the act of the Managers. Except as specifically permitted in this Agreement, each Each Manager shall have only one vote(1) vote on all matters. Whenever a Manager appointed by a Class of Units held by only one Member is absent from a meeting of the Managers, any Manager attending such meeting and appointed by the same Member shall vote for himself and the absent Manager, as if such absent Manager were there, on any matter coming to vote before the Board. (c) The Managers shall make every reasonable effort to keep the Members advised of all pending matters, prospective decisions and actions taken and shall consult with the Members on such matters as they deem appropriate. (d) Though the Managers have no obligation to do so, they may, in their sole discretion, refer any matter, which they are entitled to decide, to a meeting of the Members for a decision. (e) . Any action required or permitted by this Agreement to be taken at any meeting of the Managers may be taken without a meeting, without prior Notice and without a vote, if a consent in writing, setting forth the action so taken, is signed by Managers having not less than the minimum requisite number of the Managers votes that would be necessary to authorize or take such action under this Agreementat a meeting at which all Managers entitled to vote thereon were present and voted. Prompt Notice of the taking of any action taken pursuant to this Section 6.7(e) 4.7, “Meetings of and Voting By Manager”, by less than the unanimous written consent of the Managers shall be given to those Managers who have not consented in writing. Such A consent transmitted by electronic transmission by a Manager shall be deemed to be written and signed for purposes of this Section 4.7, “Meetings of and Voting By Manager”. A consent may be executed by facsimile and may be executed in counterparts. (f) . When any Notice is required to be given to any Manager hereunder, a waiver thereof in writing, signed by the Manager, whether before, at or after the time stated therein, shall be equivalent to the giving of such Notice. Further, a Manager may waive Notice of a meeting by attending such meeting without objection to a lack of Notice.