Common use of VOTING; MEETINGS OF MEMBERS Clause in Contracts

VOTING; MEETINGS OF MEMBERS. Section 1. All Members will be entitled to vote on any matter submitted to a vote of the Members and will be entitled to one vote in person or by proxy for each share of interests having voting power held by the Member. Section 2. All meetings of Members for the transaction of such business as may properly come before the meeting, will be held on such date and at such place and time as the Managers will determine. Section 3. Special meetings of Members for any proper purpose or purposes may be called at any time by the Managers or by the holders of at least 50% of the interest of all Members. Section 4. Except as otherwise provided by the Act or the Certificate of Formation, the holders of fifty percent of the interests entitled to vote, present in person or by proxy, will constitute a quorum at all meetings of the Members for the transaction of business. Section 5. Members may elect a Manager in the event a Manager no longer acts in that capacity or to fulfill a vacancy in the event the number of Managers is increased. Section 6. Unless a greater vote is required by the Act, the Certificate of Formation, or this LLC Agreement, the affirmative vote of a majority of the interests having voting power present in person or by proxy will control the decision on any matter. Section 7. A Member may participate and vote at any meeting via telephone conference call or other equipment that allows participants to hear each other. Section 8. Any action required or permitted to be taken at a meeting of the Members may be taken without a meeting if consents in writing, setting forth the action so taken, are signed by all the Members entitled to vote at the meeting. Such consent may be signed without having given prior notice and the signature on the consent will be deemed to signify waiver by such Member of any notice requirement. Section 9. A Member may appoint a proxy to vote or otherwise act for the Member by signing an appointment instrument, either personally or by the Member’s attorney-in-fact. Proxies may be appointed by telephonic or electronic transmission.

VOTING; MEETINGS OF MEMBERS. Section 1. All Members will be entitled to vote on any matter submitted to a vote of the Members and will be entitled to one vote in person or by proxy for each share of interests having voting power held by the Member. Section 2. All meetings of Members for the transaction of such business as may properly come before the meeting, will be held on such date and at such place and time as the Managers will determine. Section 3. Special meetings of Members for any proper purpose or purposes may be called at any time by the Managers or by the holders of at least 50% of the interest of all Members. Section 4. Except as otherwise provided by the Act or the Certificate of Formation, the holders of fifty percent of the interests entitled to vote, present in person or by proxy, will constitute a quorum at all meetings of the Members for the transaction of business. Section 5. Members may elect a Manager in the event a Manager no longer acts in that capacity or to fulfill a vacancy in the event the number of Managers is increased. Section 6. Unless a greater vote is required by the Act, the Certificate of Formation, or this LLC Agreement, the affirmative vote of a majority of the interests having voting power present in person or by proxy will control the decision on any matter. Section 7. A Member may participate and vote at any meeting via telephone conference call or other equipment that allows participants to hear each other. Section 8. Any action required required, or permitted to be taken at a meeting of the Members may be taken without a meeting if consents in writing, setting forth the action so taken, are signed by all the Members entitled to vote at the meeting. Such consent may be signed without having given prior notice and the signature on the consent will be deemed to signify waiver by such Member of any notice requirement. Section 9. A Member may appoint a proxy to vote or otherwise act for the Member by signing an appointment instrument, either personally or by the Member’s attorney-in-fact. Proxies may be appointed by telephonic or electronic transmission.