Voting of the Members Sample Clauses

Voting of the Members. Each Member will be entitled to one vote for each Class A Unit owned by such Member on any matter with respect to which Members have a right to vote. Whenever action is required or permitted by this Agreement to be taken by the Members, except as otherwise specifically provided in this Agreement, such action will be deemed to be valid if taken by vote or written consent, or by vote or consent at a meeting, of holders of a majority of the Interests, as represented by the number of outstanding Class A Units held by such Members.
Sample 1
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Voting of the Members. Unless this Agreement expressly states otherwise, all votes, actions, approvals, elections and consents required in this Agreement to be made by “the Members” will be effective when approved by Unanimous Consent.
Sample 1
Voting of the Members. Each Member shall have a percentage vote equal to such Member’s Participating Percentage. Unless otherwise specified in this Agreement, all actions, approvals, elections, and consents required to be made by “the Members” shall only be effective if approved by a Majority-in-Interest.
Sample 1
Voting of the Members. Unless this Agreement expressly states otherwise, all votes, actions, approvals, elections and consents required in this Agreement to be made by the Members will be effective when approved by the Management Committee. Except as specifically set forth in this Agreement, no Member shall have the right to vote on any matters.
Sample 1
Voting of the Members. Unless the specific language herein requires unanimous consent, all actions, approvals, elections and consents required in this Agreement to be made by the Members shall be effective if approved by a majority-in-interest of the Members. All meetings of Members shall be presided over by the Chairman of the Board of Directors. In the event the Chairman of the Board is unable to or prevented from attending the meeting, the President shall preside over the meeting. For determining the voting interest of a Member, reference shall be made to its Participating Percentage.
Sample 1
Voting of the Members. All votes, actions, approvals, elections, determinations and consents required in this Agreement to be made by “the Members” shall be effective when approved by a Majority in Interest of the Members. All voting rights of a Member shall immediately cease upon the Default or Withdrawal Event of that Member.
Sample 1
Voting of the Members. Voting shall be conducted based on pre-agreed principles with weighted votes being utilised for issues that are dependent on or directly affected by the Members capitated list. Depending on the proposal being discussed a Member may have a single vote or a weighted vote based on the Member’s capitated list size. The proposal being voted on will be agreed either by a simple majority, a pre-requisite majority or by unanimous decision, the majority required will be predetermined by the overseeing group prior to voting. The Overseeing Group will maintain a register of which voting system was utilised for each proposal to ensure a consistent approach. In the event of deadlock, the Clinical Director shall have the casting vote, or the proposal shall be reworked and discussed amongst the Membership before being put to vote again. If the issue to be decided does not have a capitation based consequence (workload, finance etc) then it [shall be weighted in accordance with Member list size] or [one single vote per Member on other issues]. Voting shall be conducted on the basis of an agreed principle. If the issue to be decided has a capitation based consequence (workload, finance etc) then it [shall be weighted in accordance with Member list size] or [one single vote per Member on other issues].
Sample 1
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Voting of the Members 
Sample 1

Related to Voting of the Members

  • Voting of Shares Parent shall vote all shares of Company Stock beneficially owned by it or any of its Subsidiaries in favor of adoption of this Agreement at the Company Stockholder Meeting.

  • The Members Members are the owners of the Company. Members are not entitled to compensation for services furnished to the Company in the Member’s capacity as a Member. The name and residential address of each Member is contained in Exhibit 1 attached to this Agreement. Each Member’s initial membership interest is the percentage set forth in Exhibit 1. An unauthorized transfer of a Member’s interest could create a substantial hardship for the Company. Consequently, the Members agree to the restrictions and procedures affecting the ownership and transfer of the Members’ interests as identified in Article VII. The Members acknowledge these restrictions are not intended to penalize, but rather are intended to protect and preserve the existing trust-based relationships, the Company’s capital, and the Company’s financial ability to continue its operations.

  • Voting of Subject Shares Subject to the terms of this Agreement, each Shareholder hereby irrevocably and unconditionally agrees that, during the time this Agreement is in effect, at any annual or extraordinary general meeting of the shareholders of the Company, however called, including any adjournment or postponement thereof, and in connection with any action proposed to be taken by written consent of the shareholders of the Company, such Shareholder shall, in each case to the fullest extent that its Subject Shares are entitled to vote thereon: (a) appear at each such meeting or otherwise cause all such Subject Shares to be counted as present thereat for purposes of determining a quorum, and (b) be present (in person or by proxy) and vote (or cause to be voted), or deliver (or cause to be delivered) a written consent with respect to, all of its Subject Shares (i) in favor of any proposal recommended by the Company Board that is intended to facilitate the consummation of the Transactions, (ii) against any action or agreement that would reasonably be expected to (A) result in a breach of any covenant, representation or warranty or any other obligation or agreement of the Company contained in the Purchase Agreement or the Purchase Agreement Amendment, or of such Shareholder contained in this Agreement, or (B) result in any of the conditions set forth in Annex I of the Purchase Agreement not being satisfied on or before the End Date, and (iii) against any Alternative Acquisition Proposal (or any proposal relating to an Alternative Acquisition Proposal) and against any other proposed action, agreement or transaction involving the Company that would reasonably be expected, to impede, interfere with, delay, postpone, adversely affect or prevent the consummation of the Offer or the other Transactions, including (x) any extraordinary corporate transaction, such as a merger, consolidation or other business combination involving the Company (other than the Offer or the other Transactions), (y) a sale, lease, license or transfer of a material amount of assets (including, for the avoidance of doubt, Company Intellectual Property Rights and capital stock of Subsidiaries of the Company) of the Company or any reorganization, recapitalization or liquidation of the Company or (z) any change in the present authorized capitalization of the Company or any amendment or other change to the Company Organizational Documents. Each Shareholder shall retain at all times the right to vote the Subject Shares in such Shareholder’s sole discretion, and without any other limitation, on any matters that are at any time or from time to time presented for consideration to the Company’s shareholder generally.

  • Voting Trust The voting trust hereby created shall commence on the date hereof and continue through and including December 31, 2005. Throughout such period the Trustee shall have the exclusive right to vote upon such shares or to give written consents in lieu of voting thereon, subject to any limitation on the right to vote contained in the Articles of Incorporation or other certificate filed pursuant to law, in person or by proxy at all meetings of the shareholders of the Corporation, and in all proceedings wherein the vote or written consent of shareholders may be required or authorized by law.

  • Meeting of all Members If all of the Members shall meet at any time and place, either within or without the State, and consent to the holding of a meeting, such meeting shall be valid without call or notice, and at such meeting any corporate action may be taken.

  • VOTING, ETC WHILE NO EVENT OF DEFAULT. For greater certainty, unless and until an Event of Default shall have occurred and be continuing, each Pledgor shall be entitled to (i) exercise any and all voting and other consensual rights pertaining to the Pledged Stock and to give all consents, waivers or ratifications in respect thereof and (ii) exercise any and all voting, consent, administration, management and other rights and remedies under (x) any limited liability company agreement or operating agreement or otherwise with respect to the Pledged Limited Liability Company Interests of such Pledgor and (y) any partnership agreement or otherwise with respect to the Pledged Partnership Interests of such Pledgor, in each case together with all other rights assigned pursuant to Sections 3.1(a)(iv)(E) and 3.1(a)(v)(E) hereof; provided, that no vote shall be cast or any consent, waiver or ratification given or any other action taken which would violate or be inconsistent with any of the terms of this Agreement or any other Secured Debt Agreement (as defined in Section 7 hereof), or which would have the effect of impairing the rights, priorities or remedies of the Pledgee or any other Secured Creditor under this Agreement or any other Secured Debt Agreement. Except in the case of ULC Shares which remain registered in the name of the Pledgor, all such rights of such Pledgor to vote and to give consents, waivers and ratifications shall cease in case an Event of Default shall occur and be continuing, and Section 7 hereof shall become applicable.

  • Meeting of Shareholders 33 5.3 Access to Information....................................................................... 33 5.4 Confidentiality............................................................................. 34 5.5 Public Disclosure........................................................................... 34 5.6

  • Voting Trusts, etc To join with other holders of any securities or debt instruments in acting through a committee, depository, voting trustee or otherwise, and in that connection to deposit any security or debt instrument with, or transfer any security or debt instrument to, any such committee, depository or trustee, and to delegate to them such power and authority with relation to any security or debt instrument (whether or not so deposited or transferred) as the Trustees shall deem proper, and to agree to pay, and to pay, such portion of the expenses and compensation of such committee, depository or trustee as the Trustees shall deem proper;

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