Common use of Quorum and Manner of Acting Clause in Contracts

Quorum and Manner of Acting. A majority of the total number of directors then in office shall be present in person at any meeting of the Board in order to constitute a quorum for the transaction of business at such meeting, and the vote of a majority of those directors present at any such meeting at which a quorum is present shall be necessary for the passage of any resolution or act of the Board, except as otherwise expressly required by law or these By-laws. In the absence of a quorum for any such meeting, a majority of the directors present thereat may adjourn such meeting from time to time until a quorum shall be present.

Appears in 4 contracts

Samples: Fibernet Telecom Group Inc\, Norwich Acquisition LTD, Norwich Acquisition LTD

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Quorum and Manner of Acting. A majority of the total number of directors then in office (but not less than two), or, if there shall be only one director then in office, such director, shall be present in person at any meeting of the Board of Directors in order to constitute a quorum for the transaction of business at such meeting, and the vote of a majority of those directors present at any such meeting at which a quorum is present shall be necessary for the passage of any resolution or act of the BoardBoard of Directors, except as otherwise expressly required by law or these By-lawsBylaws. In the absence of a quorum for any such meeting, a majority of the directors present thereat may adjourn such meeting from time to time until a quorum shall be present.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Martin Marietta Materials Inc), Agreement and Plan of Merger (Martin Marietta Materials Inc)

Quorum and Manner of Acting. A majority One-third of the total number of directors then in office shall be present in person at any meeting of the Board in order to constitute a quorum for the transaction of business at such meeting, and the vote of a majority of those directors present at any such meeting at which a quorum is present shall be necessary for the passage of any resolution or act of the Board, except as otherwise expressly required by law law, the Certificate of Incorporation or these By-laws. In the absence of a quorum for any such meeting, a majority of the directors present thereat may adjourn such meeting from time to time until a quorum shall be present.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Ispat International Nv), Execution Copy (Mittal Steel USA ISG Inc)

Quorum and Manner of Acting. A majority of the total number of --------------------------- directors then in office shall be present in person at any meeting of the Board in order to constitute a quorum for the transaction of business at such meeting, and the vote of a majority of those directors present at any such meeting at which a quorum is present shall be necessary for the passage of any resolution or act of the Board, except as otherwise expressly required by law or these By-By- laws. In the absence of a quorum for any such meeting, a majority of the directors present thereat may adjourn such meeting from time to time until a quorum shall be present.

Appears in 2 contracts

Samples: Joint Development and Operating Agreement (Cytogen Corp), Alliance Imaging Inc /De/

Quorum and Manner of Acting. A Except as otherwise provided by law or this Agreement, at least a majority of the total number of directors then in office Managers shall be present in person at any meeting of the Board of Managers in order to constitute a quorum for the transaction of business at such meeting, and the vote of a majority of those directors present at any such meeting at which a quorum is present shall be necessary for the passage of any resolution or act of the Board, except as otherwise expressly required by law or these By-laws. In the absence of a quorum for any such meeting, a majority of the directors Managers present thereat may adjourn such meeting from time to time until a quorum shall be presentpresent thereat. Except as otherwise required by law, all actions taken and decisions made by the Board of Managers shall require the approval of a majority of the Managers.

Appears in 1 contract

Samples: Operating Agreement (Bluefly Inc)

Quorum and Manner of Acting. A majority of the total number of directors Directors then in office shall be present in person at any meeting of the Board in order to constitute a quorum for the transaction of business at such any meeting, and except as provided in Section 9. Action of the Board of Directors shall be authorized by the vote of a majority of those directors the Directors present at any such meeting at which a quorum is present shall be necessary for the passage of any resolution or act time of the Boardvote if there is a quorum, except as unless otherwise expressly required provided by law or these By-lawsthis Agreement. In the absence of a quorum for any such meeting, a majority of the directors Directors present thereat may adjourn such any meeting from time to time until a quorum shall be is present.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Sheridan Children's Healthcare Services of Arizona, Inc.)

Quorum and Manner of Acting. A Except as otherwise provided in these Bylaws or by law, the presence of a majority of the total authorized number of directors then in office shall be present in person at any meeting of the Board in order required to constitute a quorum for the transaction of business at such meeting, and the vote of a majority of those directors present at any such meeting at which a quorum is present shall be necessary for the passage of any resolution or act of the Board, except as otherwise expressly required by law or these By-laws. In the absence of a quorum for and all matters shall be decided at any such meeting, a quorum being present, by the affirmative votes of a majority of the directors present. If no quorum exists, a majority of directors present thereat at any meeting may adjourn such meeting the same from time to time until a quorum shall is present. Notice of any adjourned meeting need not be presentgiven.

Appears in 1 contract

Samples: Subscription and Organizational Agreement (Alterra Healthcare Corp)

Quorum and Manner of Acting. (1) A majority of the total number of directors then in office (or who are members of any committee of the Board) shall be present in person at any meeting of the Board (or a committee thereof, as the case may be) in order to constitute a quorum for the transaction of business at such meeting, and the vote of a majority of those directors directors, or members of such committee, present at any such meeting at which a quorum is present shall be necessary for the passage of any resolution or act of the BoardBoard or such committee, except as otherwise expressly required by law or these By-lawsthis Agreement. In the absence of a quorum for any such meeting, a majority of the directors present thereat may adjourn such meeting from time to time until a quorum shall be present.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Motient Corp)

Quorum and Manner of Acting. A majority One-third of the total number of directors then in office shall be present in person at any meeting of the Board in order to constitute a quorum for the transaction of business at such meeting, and the vote of a majority of those directors present at any such meeting at which a quorum is present shall be necessary for the passage of any resolution or act of the Board, except as otherwise expressly required by law law, the Certificate of Incorporation or these By-laws. In the absence of a quorum for any such meeting, a majority of the directors present thereat may adjourn such meeting from time to time until a quorum shall be present.,

Appears in 1 contract

Samples: Agreement and Plan of Merger (PeopleSupport, Inc.)

Quorum and Manner of Acting. A majority of the total number of directors then in office shall be present in person at any meeting of the Board in order to constitute a quorum for the transaction of business at such meeting, and the vote of a majority of those directors present at any such meeting at which a quorum is present shall be necessary for the passage of any resolution or act of the Board, except as otherwise expressly required by law or these By-laws. In in the absence of a quorum for any such meeting, a majority of the directors present thereat may adjourn such meeting from time to time until a quorum shall be present.

Appears in 1 contract

Samples: RWBV Acquisition Corp

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Quorum and Manner of Acting. A Except as otherwise required by the Certificate, a majority of the total number of directors then in office shall be present in person at any meeting of the Board in order to constitute a quorum for the transaction of business at such meeting, and the vote of a majority of those directors present at any such meeting at which a quorum is present shall be necessary for the passage of any resolution or act of the Board, except as otherwise expressly required by law or these By-laws. In the absence of a quorum for any such meeting, a majority of the directors present thereat may adjourn such meeting from time to time until a quorum shall be present.

Appears in 1 contract

Samples: Predictive Systems Inc

Quorum and Manner of Acting. A Except where otherwise provided by law, a majority of the total number of directors then in office shall be present in person at any meeting fixed by resolution of the Board in order to of Directors at the time of any regular or special meeting shall constitute a quorum for the transaction of business at such meeting, and the affirmative vote of a majority of those the directors present at any such meeting at which a quorum is present shall be necessary for the passage of any resolution or act of the Board, except as otherwise expressly required by law or these By-lawsBoard of Directors. In the absence of a quorum for any such meetingquorum, a majority of the directors those present thereat may adjourn such the meeting from time to time until a quorum shall is present. Notice of any such adjourned meeting need not be presentgiven.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Kraft Foods Group, Inc.)

Quorum and Manner of Acting. A majority of the total number of directors Directors then in office shall be present in person at any regular or special meeting of the Board Directors in order to constitute a quorum for the transaction of business at such meetingmeeting and (except as otherwise required by law, and the vote LLC Agreement or these By-Laws) the act of a majority of those directors the Directors present at any such meeting meeting, at which a quorum is present present, shall be necessary for the passage of any resolution or act of the Board, except as otherwise expressly required by law or these By-lawsDirectors. In the absence of a quorum for any such meetingquorum, a majority of the directors Directors present thereat may adjourn such the meeting from time to time until a quorum shall be present. Notice of an adjourned meeting need not be given.

Appears in 1 contract

Samples: Usa Reit Fund LLC

Quorum and Manner of Acting. A majority of the total number of ------ --- ------ -- ------ directors then in office shall be present in person at any meeting of the Board in order to constitute a quorum for the transaction of business at such meeting, and the vote of a majority of those directors present at any such meeting at which a quorum is present shall be necessary for the passage of any resolution or act of the Board, except as otherwise expressly required by law or these By-By- laws. In the absence of a quorum for any such meeting, a majority of the directors present thereat may adjourn such meeting from time to time until a quorum shall be present.

Appears in 1 contract

Samples: Fibernet Telecom Group Inc\

Quorum and Manner of Acting. (1) A majority of the total number of directors then in office (or who are members of any committee of the Board) shall be present in person or by proxy at any meeting of the Board (or a committee thereof, as the case may be) in order to constitute a quorum for the transaction of business at such meeting, and the vote of a majority of those directors directors, or members of such committee, present at any such meeting at which a quorum is present shall be necessary for the passage of any resolution or act of the BoardBoard or such committee, except as otherwise expressly required by law this Agreement or these By-lawsthe October Investment Agreement. In the absence of a quorum for any such meeting, a majority of the directors present thereat may adjourn such meeting from time to time until a quorum shall be present.

Appears in 1 contract

Samples: Stockholders' Agreement (Motient Corp)

Quorum and Manner of Acting. A majority Except as otherwise provided by statute or by these Bylaws, one-third of the total number of directors then in office shall be present in person at any meeting of the Board in order required to constitute a quorum for the transaction of business at such any meeting, and the vote act of a majority of those the directors present at any such meeting at which a quorum is shall be present shall be necessary for the passage of any resolution or act of the Board, except as otherwise expressly required by law or these By-lawsBoard of Directors. In the absence of a quorum for any such meetingquorum, a majority of the directors present thereat may adjourn such any meeting from time to time until a quorum shall be presenthad. Notice of any adjourned meeting need not be given, except as required by law.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Commercial Mortgage Pass-Through Certificates Series 2000-C4)

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