Written Consent of Partners Sample Clauses

Written Consent of Partners. The Transferor shall give prior written notice of its desire to Transfer all or a portion of its Partnership Interest, specifying the name of the Transferee, the consideration and the terms and provisions of the proposed transaction. Each General Partner shall have twenty (20) days after receipt of the Transferor's notice to exercise its right, but not the obligation, to purchase the portion of the Partnership Interest to be sold on the same terms and conditions as specified in the notice. Such General Partner shall give written notice to the Transferor of such election and shall purchase and pay for such Partnership Interest at the office of the Partnership on the later of (i) within thirty (30) days from the delivery of the General Partners' election to purchase or (ii) the second business day following expiration of any required governmental waiting periods or the issuance of any governmental consents. If a General Partner does not exercise its rights to purchase, the Transferor shall still be required to obtain, prior to the consummation of such Transfer, the approval of the General Partners and the approval of a Majority in Interest of the Limited Partners (which approval shall be subject to the completion of all acts required in this Section 7.1 and may be given or withheld in the General Partners' and Limited Partners' sole discretion and in the manner set forth in Section 13.3).
Sample 1
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Written Consent of Partners. A General Partner shall give prior written notice of its desire to Transfer its Partnership Interest, specifying the name of the transferee the consideration and the terms and provisions of the proposed transaction. The Limited Partners shall have twenty (20) days after receipt of the General Partner's notice to exercise their right, but not their obligation, to purchase the portion of the Partnership Interest to be sold on the same terms and conditions as specified in the notice, and if so purchased, at the election of the purchasing Limited Partner, the General Partnership Interest so purchased may be converted into a Limited Partnership Interest. The Limited Partners shall give written notice to such General Partner of such election and shall purchase and pay for such Partnership Interest at the office of the Partnership on the later of (i) thirty (30) days from the delivery of the Limited Partners' election to purchase or (ii) the second business day following expiration of any required governmental waiting periods or the issuance of any governmental consents. If the Limited Partners do not exercise their right to purchase, such General Partner shall still be required to obtain, prior to the consummation of such Transfer, the approval of a Majority in Interest of the Limited Partners (in the manner set forth in Section 13.3).
Sample 1

Related to Written Consent of Partners

  • Consent of Partners Each Partner hereby expressly consents and agrees that, whenever in this Agreement it is specified that an action may be taken upon the affirmative vote or consent of less than all of the Partners, such action may be so taken upon the concurrence of less than all of the Partners and each Partner shall be bound by the results of such action.

  • Written Consent Any action required or permitted to be taken by a vote of Partners at a meeting may be taken without a meeting if a Majority in Interest of the Partners consent thereto in writing.

  • Written Consents Any action required or permitted to be taken at a meeting of the Board may be taken without a meeting, without prior notice and without a vote if a consent or consents in writing, setting forth the action so taken, shall be signed by at least two (2) Directors. Such consents shall be filed with the minutes of the proceedings of the Board.

  • Securityholder Action by Written Consent Any action which may be taken by Securityholders at a meeting may be taken without a meeting if Securityholders holding more than a majority of all Outstanding Trust Securities (based upon their Liquidation Amount) entitled to vote in respect of such action (or such larger proportion thereof as shall be required by any express provision of this Trust Agreement) shall consent to the action in writing.

  • Action by Written Consent Any action taken by Shareholders may be taken without a meeting if a majority of Shareholders entitled to vote on the matter (or such larger proportion thereof as shall be required by any express provision of law or the Declaration of Trust or these Bylaws) consent to the action in writing and such written consents are filed with the records of the meetings of Shareholders. Such consent shall be treated for all purposes as a vote taken at a meeting of Shareholders.

  • Shareholder Action by Written Consent Any action which may be taken by Shareholders by vote may be taken without a meeting if the holders entitled to vote thereon of the proportion of Shares required for approval of such action at a meeting of Shareholders pursuant to Section 10.4 consent to the action in writing and the written consents are filed with the records of the meetings of Shareholders. Such consent shall be treated for all purposes as a vote taken at a meeting of Shareholders.

  • Trustee Action by Written Consent Without a Meeting To the extent not inconsistent with the provisions of the 1940 Act, any action that may be taken at any meeting of the Board of Trustees or any committee thereof may be taken without a meeting and without prior written notice if a consent or consents in writing setting forth the action so taken is signed by the Trustees having not less than the minimum number of votes that would be necessary to authorize or take that action at a meeting at which all Trustees on the Board of Trustees or any committee thereof, as the case may be, were present and voted. Written consents of the Trustees may be executed in one or more counterparts. A consent transmitted by electronic transmission (as defined in Section 3806 of the DSTA) by a Trustee shall be deemed to be written and signed for purposes of this Section. All such consents shall be filed with the secretary of the Trust and shall be maintained in the Trust’s records.

  • Shareholder Action by Written Consent without a Meeting Any action which may be taken at any meeting of Shareholders may be taken without a meeting and without prior notice if a consent in writing setting forth the action so taken is signed by the holders of Shares having not less than the minimum number of votes that would be necessary to authorize or take that action at a meeting at which all Shares entitled to vote on that action were present and voted. All such consents shall be filed with the secretary of the Trust and shall be maintained in the Trust’s records. Any Shareholder giving a written consent or the Shareholder’s proxy holders or a transferee of the Shares or a personal representative of the Shareholder or its respective proxy-holder may revoke the consent by a writing received by the secretary of the Trust before written consents of the number of Shares required to authorize the proposed action have been filed with the secretary. If the consents of all Shareholders entitled to vote have not been solicited in writing and if the unanimous written consent of all such Shareholders shall not have been received, the secretary shall give prompt notice of the action taken without a meeting to such Shareholders. This notice shall be given in the manner specified in the By-Laws.

  • Holder Action by Written Consent Any action which may be taken by Holders at a meeting may be taken without a meeting if Holders holding at least a Majority in Liquidation Amount of all Trust Securities entitled to vote in respect of such action (or such larger proportion thereof as shall be required by any other provision of this Trust Agreement) shall consent to the action in writing.

  • ACTIONS BY WRITTEN CONSENT Any action required or permitted to be taken at any meeting of the Members may be taken without a meeting, without prior notice, and without a vote, if a consent in writing, setting forth the action so taken, is signed by Members having at least the minimum number of votes that would be necessary to authorize or take such action at a meeting at which all Members were present and voting. A facsimile or similar electronic reproduction of a writing signed by a Member will be regarded as signed by the Member.

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