Common use of Members’ Meetings; Quorum; Votes Clause in Contracts

Members’ Meetings; Quorum; Votes. The Executive Board, any one or more of the Initial Members or any Member holding twenty-five percent (25%) or more of the total issued and outstanding Voting Power of all Investor Units or Common Units may call for a meeting of the Members from time to time by written notice to the Executive Board and the other Members; provided, however, that meetings of the Members will not otherwise be required. The Members’ meetings will take place at such location as may be designated by the Executive Board or the Member entitled to and calling for such meeting. At any Members’ meeting, the Executive Board shall appoint an individual to preside at the meeting and an individual to act as secretary of the meeting. The secretary of the meeting will prepare minutes of the meeting, which will be placed in the minute books of the Company. The Members may make use of telephones and other electronic devices to hold meetings if each Member may simultaneously participate with the other Members with respect to all discussions and votes of the Members. The Members may act without a meeting if the action to be taken is reduced to writing and approved and signed in advance by Members holding Units sufficient under the provisions of this Agreement and the Act to authorize or take such action at a meeting of the Members, provided that reasonable prior notice of any such action to be taken will be sent to each Member. The presence in person or by proxy of Members holding a Majority in Interest of all Investor Units and Common Units will constitute a quorum. Unless otherwise provided herein or under applicable law, each Member will be entitled to cast the number of votes represented by the Voting Power of each Investor Unit or Common Unit it, he or she holds as specified on Exhibit A hereto. Except as otherwise expressly required or provided in this Agreement, the affirmative vote of a Majority in Interest of all Holders of Investor Units and Common Units will be the act of the Members.

Members’ Meetings; Quorum; Votes. The Executive BoardManaging Member, any one or more of the Initial Members or any Member holding twenty-five thirty percent (2530%) or more of the total issued and Outstanding Units of the Company or the holders of a majority of outstanding Voting Power of all Investor Units or Common Units Class W Units, may call for a meeting of the Members from time to time by written notice to the Executive Board and the other Members; provided, however, that meetings of the Members will shall not otherwise be required. The Members’ meetings will take place at such location as may be designated by the Executive Board or the Member entitled to and calling for such meeting. At any Members’ meeting, the Executive Board Managing Member shall appoint an individual a person to preside at the meeting and an individual a person to act as secretary of the meeting. The secretary of the meeting will shall prepare minutes of the meeting, which will shall be placed in the minute books of the Company. The Members may make use of telephones and other electronic devices to hold meetings if each Member may simultaneously participate with the other Members with respect to all discussions and votes of the Members. The Members may act without a meeting if the action to be taken is reduced to writing and approved and signed in advance by Members holding Units sufficient under the provisions of this Agreement and or the Act to authorize or take such action at a meeting of the Members, provided that reasonable prior notice of any such action to be taken will be sent to each Member. The presence in person or by proxy of Members holding a Majority in Interest majority of all Investor the outstanding Units, and Members holding a majority of the outstanding Class W Units and Common Units will shall constitute a quorumquorum for any meeting of Members. Unless otherwise provided herein or under applicable law, each Member will shall be entitled to cast the number of votes represented by the Voting Power of one vote for each Investor Unit or Common Unit it, he or she holds as specified on Exhibit A heretoit holds. Except as otherwise expressly required or provided in this Agreement, the affirmative vote of a Majority in Interest majority of all Holders of Investor the outstanding Units and Common Units will shall be the act of effective to take any action by the Members.

Members’ Meetings; Quorum; Votes. The Executive BoardAt any time, any one the Board or more the Members collectively holding at least ten (10%) of the Initial Members or any Member holding twenty-five percent (25%) or more of the total issued and outstanding Voting Power of all Investor Units or Common Units Percentage Interests may call for a meeting of the Members from time to time by providing three (3) Business Days’ prior written notice to the Executive Board and the other MembersMembers (in accordance with Section 11.8); provided, however, that meetings of the Members will shall not otherwise be required. The Members’ meetings will take place at such location as may be designated by the Executive Board or the Member entitled to and calling for such meeting. At any Members’ meeting, the Executive presence in person or by proxy of a Majority in Interest and the WP Member shall constitute a quorum for such meeting, and the Board shall appoint an individual a person to preside at the meeting and an individual a person (which may be the same person) to act as secretary of the meeting. The secretary of the meeting will prepare minutes of the meeting, which will be placed in the minute books of the Company. The Members may make use of telephones and other electronic devices to hold meetings if each Member may is able to simultaneously participate with the other Members with respect to in all discussions and votes of the Members. The For any action with respect to which the approval of the Members is required by the Act or this Agreement, if any, unless a higher or different approval is required under this Agreement (including in Section 9.1.11), the Certificate, or the Act, (a) the affirmative vote of a Majority in Interest present at a meeting of the Members shall be the act of all of the Members or (b) the Members may so act without a meeting if the action (i) forty-eight (48) hours after a draft notice is given to be taken all Members and such consent is reduced to writing and approved and signed in advance by Members holding Units sufficient under the provisions of this Agreement and the Act to authorize or take such action at a meeting of the Members, provided that reasonable prior Members in which all Members were present and (ii) written notice of any such action is given to be taken will be sent to each Member. The presence in person or by proxy the other Members promptly after the taking of Members holding a Majority in Interest of all Investor Units and Common Units will constitute a quorum. Unless otherwise provided herein or under applicable law, each Member will be entitled to cast the number of votes represented by the Voting Power of each Investor Unit or Common Unit it, he or she holds as specified on Exhibit A hereto. Except as otherwise expressly required or provided in this Agreement, the affirmative vote of a Majority in Interest of all Holders of Investor Units and Common Units will be the act of the Memberssuch action.