Common use of Quorum and Vote Clause in Contracts

Quorum and Vote. At all meetings of the Board of Directors, the presence of a majority of the total authorized number of Directors under Section 2.02 hereof shall be necessary and sufficient to constitute a quorum for the transaction of business. Except when otherwise required by statute, the vote of a majority of the total number of Directors present and acting at a meeting at which a quorum is present shall be the act of the Board of Directors. In the absence of a quorum, a majority of the Directors present may adjourn the meeting from time to time, until a quorum shall be present.

Appears in 3 contracts

Samples: Merger Agreement, Merger Agreement (Quest Diagnostics Inc), Merger Agreement (Celera CORP)

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Quorum and Vote. At all meetings of the Board of Directors, the presence of a majority of the total authorized number of Directors under Section 2.02 hereof shall be necessary and sufficient to constitute a quorum for the transaction of business. Except when otherwise required by statute, by the Restated Certificate of Incorporation or by these By-Laws, the vote of a majority of the total number of Directors present and acting at a meeting at which a quorum is present shall be the act of the Board of Directors. In the absence of a quorum, a majority of the Directors present may adjourn the meeting from time to time, until a quorum shall be present.

Appears in 2 contracts

Samples: Merger Agreement (Parexel International Corp), Merger Agreement (Covance Inc)

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Quorum and Vote. At all meetings of the Board of Directors, Directors the presence of a majority of the total authorized number of Directors under Section 2.02 hereof direc­tors shall be necessary and sufficient to constitute a quorum for the transaction of business. Except when otherwise required by statute, the The vote of a majority majorityof the directors present at the time of the total number of Directors present and acting at a meeting at which vote, if a quorum is present at such time, shall be the act of the Board of Directors. In , except as may be otherwise provided by statute, by the absence Certificate of a quorumIncorporation, a majority or by other provisions of the Directors present may adjourn the meeting from time to time, until a quorum shall be presentBy-Laws.

Appears in 1 contract

Samples: Revolving Loan Agreement (International Shipholding Corp)

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