Voting; Meetings Sample Clauses

Voting; Meetings. (a) Any action requiring the affirmative vote of Limited Partners under this Agreement, unless otherwise specified herein, may be taken by vote at a meeting or, in lieu thereof, by written consent of Limited Partners with the required percentage in Interest in the Partnership (excluding for purposes of such vote or consent any Related Limited Partners), following notice to all the Limited Partners. It is understood and agreed that each Feeder Fund shall exercise its rights as a Limited Partner in the Partnership with respect to any action or consent by giving effect to the vote or consent of each limited partner (or shareholder) in such Feeder Fund. The General Partner may, in its discretion, seek the consent of Limited Partners with respect to actions of the Partnership (including without limitation any consent under the Investment Advisers Act of 1940, as amended), and, unless otherwise specifically provided herein, the vote or consent of a Majority-in-Interest of the Limited Partners shall bind the Partnership and the Limited Partners. (b) The General Partner, in its sole discretion, may call a meeting of the Limited Partners by giving notice of such meeting to each Limited Partner not less than 15 days prior to such meeting; provided, that the General Partner shall call at least one meeting in each calendar year (commencing in calendar year 2015). Such notice shall specify the time, place and any action proposed to be taken at such meeting.
Sample 1
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Voting; Meetings. 10.1 The Members may vote at a meeting of Members or by written consent in lieu of a meeting. 10.2 The Members shall meet at least semi-annually and at such other times as the Managing Director, or any Member, may request from time to time. The procedure for calling and voting at such meetings shall be as specified in the DLLCL (unless otherwise required under other provisions of this Agreement). 10.3 There shall be no prior notice or other procedural requirements for voting by Members by written consent in lieu of a meeting. The execution of the applicable written consent by a Member shall evidence the vote of such Member concerning the subject of such written consent.
Sample 1
Voting; Meetings. (a) Each Manager shall have one vote on any matter presented to the Board of Managers. An affirmative vote of a majority of the Board of Managers at a duly called meeting at which a quorum is present shall be required with respect to any matter requiring the approval of the Board of Managers. (b) In connection with any matter brought to a vote before the Board of Managers relating to any matter between the Company and a Member or any of its Affiliates as to which a Manager may have a conflict of interest, such Manager shall excuse himself or herself from the meeting and the vote of the Board of Managers on any such matter. (c) The Board of Managers shall meet, not less frequently than quarterly, at such times and at such place as may be determined by a majority of the Managers with ten (10) calendar days prior written notice (including by facsimile or electronic transmission) to all Managers, which written notice shall state the agenda of the meeting. Each Manager shall use commercially reasonable efforts to be present at such meetings, in person or by telephone. A quorum for business to be conducted at such meeting shall not be less than a majority of the Managers; provided, that in order to constitute a quorum, each Manager must be represented in person, by telephone or by proxy, and provided further, that if a Manager excuses himself or herself pursuant to Section 2.02(b) a quorum shall be the remainder of those present in person, by telephone or by proxy. A Manager may appoint another Manager to act as his or her proxy at any meeting of Managers and such proxy shall vote as a separate Manager and constitute attendance at the meeting for all purposes. (d) Meetings of the Board of Managers may be held through the use of conference telephone or similar communications equipment so long as all Managers participating in such meeting can hear and speak to one another at all times during such meeting, and such participation in a meeting shall constitute presence in person at the meeting. (e) Notice of a meeting of the Board of Managers need not be given to any Manager who signs a waiver of notice whether before or after such meeting. The attendance of any Manager at a meeting of the Board of Managers without protesting prior to the conclusion of such meeting the lack of notice of such meeting, shall constitute a waiver of notice by such Manager, provided that such Manager has been given an adequate opportunity at the meeting to protest such lack of notice. (f)...
Sample 1
Voting; Meetings. 9.1. The Members may act by written consent in lieu of a meeting. There shall be no prior notice or other procedural requirements for voting by the Members by written consent in lieu of a meeting. 9.2. Annual or other meetings shall not be required. 9.3. When acting on matters relating solely to the Company and subject to the vote of the Members, notwithstanding that the Company is not then insolvent, the Members shall, to the fullest extent permitted by law, take into account the interest of the Company's creditors, as well as those of the Members and the Company. 9.4. Members holding not less than a majority of all membership interests in the Company, represented in person or by proxy, shall constitute a quorum at any meeting of Members. In the absence of a quorum at any meeting of Members, a majority of the Membership Interests so represented may adjourn the meeting from time to time for a period not to exceed sixty days without further notice. However, if the adjournment is for more than sixty days, or if after the adjournment a new record date is fixed for the adjourned meeting, a notice of the adjourned meeting shall be given to each Member of record entitled to vote at such meeting. At an adjourned meeting at which a quorum shall be present or represented, any business may be transacted that might have been transacted at the meeting as originally
Sample 1
Voting; Meetings 
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Related to Voting; Meetings

  • Voting at Meetings Questions arising at any meeting of directors are to be decided by a majority of votes and, in the case of an equality of votes, the chair of the meeting does not have a second or casting vote.

  • TAC Meetings The goal of this subtask is for the TAC to provide strategic guidance for the project by participating in regular meetings, which may be held via teleconference. • Discuss the TAC meeting schedule with the CAM at the Kick-off meeting. Determine the number and location of meetings (in-person and via teleconference) in consultation with the CAM. • Prepare a TAC Meeting Schedule that will be presented to the TAC members during recruiting. Revise the schedule after the first TAC meeting to incorporate meeting comments. • Prepare a TAC Meeting Agenda and TAC Meeting Back-up Materials for each TAC meeting. • Organize and lead TAC meetings in accordance with the TAC Meeting Schedule. Changes to the schedule must be pre-approved in writing by the CAM. • Prepare TAC Meeting Summaries that include any recommended resolutions of major TAC issues. • Help set the project team's goals and contribute to the development and evaluation of its statement of proposed objectives as the project evolves. • Provide a credible and objective sounding board on the wide range of technical and financial barriers and opportunities. • Help identify key areas where the project has a competitive advantage, value proposition, or strength upon which to build. • Advocate on behalf of the project in its effort to build partnerships, governmental support and relationships with a national spectrum of influential leaders. • Ask probing questions that insure a long-term perspective on decision-making and progress toward the project’s strategic goals. • Review and provide comments to proposed project performance metrics. • Review and provide comments to proposed project Draft Technology Transfer Plan. • TAC Meeting Schedule (draft and final) • TAC Meeting Agendas (draft and final) • TAC Meeting Back-up Materials • TAC Meeting Summaries

  • Public Meetings The Governing Board is subject to and shall comply with the Open and Public Meetings Act, O.C.G.A. § 50-14-1 et seq., and any subsequent amendment thereof. The Governing Board shall conduct regular meetings consistent with principles of transparency and avoidance of actual or apparent conflicts of interest in the governance of the Charter School.

  • Special Meetings Special meetings of the Trustees may be held at any time and at any place designated in the call of the meeting when called by the President or the Treasurer or by two or more Trustees, sufficient notice thereof being given to each Trustee by the Secretary or an Assistant Secretary or by the officer or the Trustees calling the meeting.

  • GENERAL MEETINGS The Academy Trust shall hold an Annual General Meeting each year in addition to any other meetings in that year, and shall specify the meeting as such in the notices calling it; and not more than fifteen months shall elapse between the date of one Annual General Meeting of the Academy Trust and that of the next. Provided that so long as the Academy Trust holds its first Annual General Meeting within eighteen months of its incorporation, it need not hold it in the year of its incorporation or in the following year. The Annual General Meeting shall be held at such time and place as the Governors shall appoint. All meetings other than Annual General Meetings shall be called General Meetings.

  • Shareholders Meetings The Company, acting through the Company Special Committee, shall take all actions in accordance with applicable Law, the Company Memorandum and the rules and regulations of the New York Stock Exchange to establish a record date for, duly call, give notice of, convene and hold, as promptly as practicable after the Registration Statement shall have become effective, the Company Shareholders Meeting for the purpose of considering and voting upon the approval of this Agreement, the Mergers and the other transactions contemplated hereby. Subject to Section 6.07, to the extent permitted by applicable Law, the Company Special Committee shall recommend approval of this Agreement, the Mergers and the other transactions contemplated hereby by the Company Shareholders (the “Company Recommendation”) and include the Company Recommendation in the Proxy Statement/Prospectus. Unless this Agreement has been duly terminated in accordance with the terms herein, the Company shall, subject to the right of the Company Special Committee to modify its recommendation in a manner adverse to Parent under circumstances as specified in Section 6.07, take all lawful action to solicit from the Company Shareholders proxies in favor of the proposal to approve this Agreement, the Mergers and the other transactions contemplated hereby and shall take all other action reasonably necessary or advisable to secure the vote or consent of the Company Shareholders that is required by the rules and regulations of the New York Stock Exchange and the CICL. Notwithstanding anything to the contrary contained in this Agreement, the Company, after consultation with Parent, may adjourn or postpone the Company Shareholders Meeting to the extent necessary to ensure that any legally required supplement or amendment to the Proxy Statement/Prospectus or the Registration Statement is provided to the Company Shareholders or, if as of the time for which the Company Shareholders Meeting is originally scheduled (as set forth in the Proxy Statement/Prospectus), there are insufficient Company Ordinary Shares represented (either in person or by proxy) to constitute a quorum necessary to conduct the business of the Company Shareholders Meeting.

  • Membership Meetings At the request of the Union the University agrees to grant a two (2) hour period twice a calendar year for purposes of a regular membership meeting. The University agrees to grant time off from work without loss of pay to those Employees regularly scheduled to work during that time.

  • Joint Meetings 10.1(a) Should either party desire to discuss with the other any matter affecting generally the relationship of the parties, a meeting of Union and management representatives shall be arranged upon request of either party. Such meeting shall take place at a time mutually convenient to both parties. Any use of Company time for attendance at such meetings shall be arranged in advance by mutual agreement. 10.1(b) This Article is intended to provide a free avenue of communication between the Union and the Company, and suggestions, complaints, or other matters may be presented by either party, provided that neither party shall be required to discuss any item brought up by the other party nor be bound to act upon any item presented. However, both parties agree to discuss informal grievances and complaints.

  • Member Meetings (a) There shall be no meetings of the Members unless called by the Board or as otherwise specifically required by the Delaware Act. No Members or group of Members, acting in its or their capacity as Members, shall have the right to call a meeting of the Members. (b) All acts of Members to be taken hereunder shall be taken in the manner provided in this Agreement. If authorized by the Board, and subject to such guidelines and procedures as the Board may adopt, if a meeting of the Members is called Members and proxyholders not physically present at a meeting of Members may by means of remote communication participate in such meeting and be deemed present in person and vote at such meeting. (c) A majority of the Shares present at such meeting, either in person or by proxy, and entitled to vote thereat, shall constitute a quorum for the purpose of such meeting, unless any such matter to be acted upon requires the approval of two-thirds of the Voting shares, in which case two-thirds of the Shares present at such meeting, either in person or by proxy, and entitled to vote thereat, shall constitute a quorum for the purpose of such meeting. The Delaware Court of Chancery may issue such orders as may be appropriate, including orders designating the time and place of such meeting, the record date for determination of Members entitled to vote, and the form of notice of such meeting. (d) No Members or group of Members, acting in its or their capacity as Members, shall have the right to call a meeting of the Members.

  • Open Meetings (a) All scheduled meetings of the Employer shall be open meetings, except in those cases where personnel, financial or other matters require that the meeting be considered confidential. (b) In those cases where a meeting is designated confidential, the Union shall be provided with a reason for such designation. (c) A designated member of the Union shall be provided a copy of the agenda and minutes of all open meetings. (d) Notwithstanding 18.04(b), any faculty member may request that an Union representative attend as an observer at meetings where the faculty member reasonably believes their working conditions under Article 12 will be affected. Management will be notified by the Union in advance of the meeting regarding their attendance at the meeting.

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