Major Decision Notice definition

Major Decision Notice shall have the meaning set forth in Section 5.1(c).

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Major Decision Notice is defined in Section 6.1(b).

Examples of Major Decision Notice in a sentence

Except as otherwise expressly provided herein, a Member shall be deemed to have approved a matter set forth in a Major Decision Notice if more than five (5) Business Days elapse following such Member’s receipt of a Deemed Approval Notice; provided, however, no Deemed Approval Notice shall be delivered prior to the expiration of at least twenty-five (25) days following delivery of a Major Decision Notice.
If a Member shall fail to deliver its or his Response Notice to the Proponent Member by the end of the Response Period, then such Member shall be deemed to have approved of such action or decision set forth in the corresponding Major Decision Notice.
Each Partner that fails to give notice to the Managing Partner that the Partner disapproves of a proposed Major Decision within forty-five days following the date on which the Managing Partner sent the Major Decision Notice shall be deemed to have approved such proposed Major Decision.
Before a Major Decision may be made, the Managing Partner shall send to each Partner a written notice ("the Major Decision Notice") with such information as the Managing Partner deems appropriate.
Except as otherwise expressly provided in Section 11.3 with respect to certain tax matters, in the event that any action which would constitute a Major Decision is proposed by the Administrative Member, the Administrative Member shall give the VEREIT Member and the Investor Member reasonable prior written notice of such proposed Major Decision (a "Major Decision Notice") specifying the particulars thereof in reasonable detail.
If the Major Decision relates to entering into a new Material Lease, such Major Decision Notice shall also (a) include a copy of the final version of such proposal or lease, (b) include all supporting documentation reasonably necessary to evaluate such request, as reasonably determined by the Class A Member and (c) include the following caption in all capital, bolded, block letters on the first page thereof: “THE FOLLOWING REQUEST REQUIRES A RESPONSE WITHIN TEN (10) BUSINESS DAYS OF RECEIPT.
The Parties shall be deemed to have accepted the proposed decision to be made in a Major Decision Notice if it does not notify the Party who issued the Major Decision Notice of any objections within 30 days of receipt of the Major Decision Notice.
Before a Major Decision may be made, the Managing Partner shall send to each Partner a written notice (the "Major Decision Notice") with such information as the Managing Partner deems appropriate.
Any request for approval that does not comply with this Section 5.2G shall be null and void, and shall not constitute a Major Decision Notice.
Notwithstanding the foregoing, the Members may approve and/or adopt any proposed Major Decision, and may waive the necessity of any Major Decision Notice in connection therewith, by unanimous written consent of the Members.

More Definitions of Major Decision Notice

Major Decision Notice has the meaning set out in section 4.3; (gg) “Non-Defaulting Party” has the meaning set out in section 6.2; (hh) “Offer” has the meaning set out in section 5.2;

Major Decision Notice means (a) any written notice issued by the Managing Member to the other Members in which the Managing Member proposes that the Company or a Subsidiary make, undertake or approve a Major Decision and (b) any written notice issued by a Member other than the Managing Member to the other Members in which the Member issuing such notice proposes that the Company or a Subsidiary make, undertake or approve a Major Decision specified in Section 6.2(d), Section 6.2(g) and/or Section 6.2(o) (for clarity, a Member other than the Managing Member may not propose any other Major Decision). “Major Lease” means a lease for more than fifteen thousand (15,000) square feet of gross leasable area. 12 “Major Property Agreement” means any ground lease, master lease or reciprocal easement agreement that encumbers title to the real property included in the Property and that affects its operation. “Managing Member” means GGP Holding, in its capacity as managing member of the Company, and any successor appointed after the occurrence of removal of the Managing Member in accordance with Section 6.7. “Managing Member Equity Owner” means, so long as a GGP Member is the Managing Member, GGPI and its Controlled Affiliates. “Material Breach” means the Managing Member’s breach of this Agreement (other than breaches described in items (a) through (e) of the definition of “Cause Event” ) that (a) has or could reasonably be expected to have a material adverse effect on the Company, any Subsidiary or the Property and (B) is not cured within thirty (30) days following receipt by the Managing Member of a Cause Notice from any other Member specifying the nature of the breach; provided, however, that (v) if such breach or failure is not capable of being cured within such thirty (30) day period but it is capable of being cured and the Managing Member has commenced action to cure such breach or failure within such thirty (30) day period and thereafter diligently pursues such cure, such period of time shall be extended for up to an additional sixty (60) days (i.e., ninety (90) days total) while the Managing Member is acting diligently to cure such breach, (w) without limiting any other means of cure, such breach shall be deemed cured if the Managing Member makes full and complete financial restitution for any Losses to the Company or the Subsidiary arising from such breach, (x) Material Breach shall not include any breach of Section 3.2, Section 3.3, Section 8.5 or Section 8.6, (y) no failure to provi...