Common use of Action by Members Without a Meeting Clause in Contracts

Action by Members Without a Meeting. Any action required or permitted to be taken at a meeting of Members may be taken without a meeting if the action is evidenced by one or more counterparts of a written consent describing the action taken and signed by each Member entitled to vote, which consent shall be included in the minutes or filed with the Company records. Action taken under this Section is effective when all Members entitled to vote have signed the consent, unless the consent specifies a different effective date. The record date for determining Members entitled to take action without a meeting shall be the date the first Member signs a written consent.

Appears in 6 contracts

Samples: Limited Liability Company Agreement (Great Plains Energy Inc), Limited Liability Company Agreement (Great Plains Energy Inc), Limited Liability Company Agreement (Great Plains Energy Inc)

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Action by Members Without a Meeting. Any action Action required or permitted to be taken at a meeting of Members may be taken without a meeting if the action is evidenced by one or more counterparts of a written consent consents describing the action taken and taken, signed by each Member entitled to vote, which consent shall be included vote and delivered to the Managers of the Company for inclusion in the minutes or filed for filing with the Company records. Action taken under this Section 15.10 is effective when all Members entitled to vote have signed the consent, unless the consent specifies a different effective date. The record date for determining Members entitled to take action without a meeting shall be the date the first Member signs a written consent.

Appears in 6 contracts

Samples: Assignment of Interest (Wellsford Real Properties Inc), Operating Agreement (Wellsford Real Properties Inc), Pledge and Security Agreement (Wellsford Residential Property Trust)

Action by Members Without a Meeting. Any action Action required or permitted to be taken at a meeting of Members may be taken without a meeting if the action is evidenced by one or more counterparts of a written consent consents describing the action taken and taken, signed by each Member entitled to vote, which consent shall be included vote and delivered to the Managers of the Company for inclusion in the minutes or filed for filing with the Company records. Action taken under this Section is effective when all Members entitled to vote have signed the consent, unless the consent specifies a different effective date. The record date for determining Members entitled to take action without a meeting shall be the date the first Member signs a written consent.

Appears in 4 contracts

Samples: Operating Agreement (Nuverra Environmental Solutions, Inc.), Operating Agreement (Badlands Power Fuels, LLC), Operating Agreement (Thompson Creek Metals Co USA)

Action by Members Without a Meeting. Any action Action required or permitted to be taken at a meeting of Members may be taken without a meeting if the action is evidenced by one or more counterparts of a written consent consents describing the action taken and taken, signed by each Member entitled to vote, which consent shall be included vote and delivered to the Company for inclusion in the minutes or filed filing with the Company records. Action taken under this Section is effective when all Members entitled to vote have signed the consent, unless the consent specifies a different effective date. The record date for determining Members entitled to take action without a meeting shall be the date the first Member signs a written consent.

Appears in 4 contracts

Samples: Operating Agreement, Operating Agreement, Operating Agreement

Action by Members Without a Meeting. Any action required or permitted to be taken at a meeting of Members may be taken without a meeting if the action is evidenced by one or more counterparts of a written consent consents describing the action taken and taken, signed by each Member entitled to vote, which consent shall be included in the minutes or filed Members approving such action and delivered for filing with the Company records. Action Unless an action requires unanimous approval, the written consent will be effective upon approval by Members holding the number of Units necessary to approve the action. Any action taken under this Section hereunder is effective when all the Members entitled to vote holding the number of necessary Units have signed the consent, unless the consent specifies a different effective date. The record date for determining Members entitled to take action without a meeting shall be the date the first Member signs a written consent.

Appears in 3 contracts

Samples: Operating Agreement (Calumet Superior, LLC), Operating Agreement (Calumet Superior, LLC), Operating Agreement (Calumet Superior, LLC)

Action by Members Without a Meeting. Any action required or permitted to be taken at a meeting of by the Members pursuant to this Agreement or the Act may be taken without a meeting if the action is is: (1) evidenced by one or more counterparts of a written consent consents describing the action taken and taken, (2) signed by each Member such Members entitled to votevote holding such Participation Interests that would be necessary to authorize or take the action, which consent shall be included and (3) delivered to the Company for inclusion in the minutes or filed for filing with the Company records. Action taken under this Section 11.2 is effective when all the appropriate Members entitled to vote have signed the consent, unless the consent specifies a different effective date. The record date for determining Members entitled to take action without a meeting shall be the date the first Member signs a written consent.

Appears in 3 contracts

Samples: Limited Liability Company Agreement (Tarantula Ventures LLC), Limited Liability Company Agreement (Tarantula Ventures LLC), Limited Liability Company Agreement (Tarantula Ventures LLC)

Action by Members Without a Meeting. Any action Action required or permitted to be taken at a meeting of Members may be taken without a meeting if the action is evidenced by one or more counterparts of a written consent consents describing the action taken and taken, signed by each Member entitled Members sufficient to vote, have approved the actions or resolutions at issue had a duly called meeting been held at which consent shall be included all Members were in attendance and delivered to the Managers for inclusion in the minutes or filed for filing with the Company records. Action taken under this Section is effective when all the necessary Members entitled to vote have signed the consent, unless the consent specifies a different effective date. The record date for determining Members entitled to take action without a meeting shall be the date the first Member signs a written consent.

Appears in 2 contracts

Samples: Operating Agreement (California Clean Air Inc), Operating Agreement (California Clean Air Inc)

Action by Members Without a Meeting. Any action Action required or permitted to be taken at a meeting of Members may be taken without a meeting if the action is evidenced by one or more counterparts of a written consent consents describing the action taken and taken, signed by each Member entitled to vote, which consent shall be included vote and delivered to the Manager for inclusion in the minutes or filed for filing with the Company records. Action taken under this Section 11.09 is effective when all Members entitled to vote have signed the consent, unless the consent specifies a different effective date. The record date for determining Members entitled to take action without a meeting shall be the date the first Member signs a written consent.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Student Loan Funding LLC), Limited Liability Company Agreement (Student Loan Funding LLC)

Action by Members Without a Meeting. Any action Action required or permitted to be taken at a meeting of Members may be taken without a meeting if the action is evidenced by one or more counterparts of a written consent consents describing the action taken and taken, signed by each Member entitled the necessary Members required to vote, which consent shall be included approve such action and delivered to the Managers of the Company for inclusion in the minutes or filed for filing with the Company records. Action taken under this Section is effective when all the Members entitled required to vote approve such action have signed the consent, unless the consent specifies a different effective date. The record date for determining Members entitled to take action without a meeting shall be the date the first Member signs a written consent.

Appears in 2 contracts

Samples: Operating Agreement (Homegold Financial Inc), Operating Agreement (Homegold Financial Inc)

Action by Members Without a Meeting. Any action Action required or permitted to be taken at a meeting of Members may be taken without a meeting if the action is evidenced by one or more counterparts of a written consent consents describing the action taken and taken, signed by each Member entitled to votevote and delivered to the Manager of the Company, which consent shall be included for inclusion in the minutes or filed for filing with the Company records. Action taken under this Section section is effective when all Members entitled to vote have signed the consent, unless the consent specifies a different effective date. The record date for determining Members entitled to take action without a meeting shall be the date the first Member signs a written consent.

Appears in 1 contract

Samples: Operating Agreement (Horsburgh & Scott Co)

Action by Members Without a Meeting. Any action Action required or permitted to be taken by the Members or Board at a meeting of Members may be taken without a meeting if the action is evidenced by one or more counterparts of a written consent consents describing the action taken and taken, signed by each Member the Members or Board Persons entitled to vote, which consent shall be included in vote and having the minutes or filed with the Company recordsrequisite Ownership Percentage required to approve such action. Action taken under this Section is effective when all the Members entitled or Board Persons required to vote approve such action have signed the consent, unless the consent specifies a different effective date. The record date for determining Members entitled to take action without a meeting shall be the date the first Member member signs a written consent.

Appears in 1 contract

Samples: Operating Agreement

Action by Members Without a Meeting. Any action required or permitted to be taken at a meeting of Members may be taken without a meeting if the action is evidenced by one or more counterparts of a written consent consents describing the action taken and taken, signed by each Member entitled the Members holding the requisite number of Units required to voteapprove the action, which consent shall be included and delivered to the Executive Officers of the Company for inclusion in the minutes or filed for filing with the Company records. Action taken under this Section 5.10 is effective when all of the necessary Members entitled to vote have signed the consent, consent unless the consent specifies a different effective date. The record date for determining Members entitled to take action without a meeting shall be the date the first Member signs a written consent.

Appears in 1 contract

Samples: Operating Agreement (American Pacific Corp)

Action by Members Without a Meeting. Any action Action required or permitted to be taken at a meeting of Members may be taken without a meeting if the action is evidenced by one on or more counterparts of a written consent consents describing the action taken and taken, signed by each Member member entitled to vote, which consent shall be included vote and delivered to the Manager of the Company for inclusion in the minutes or filed for filing with the Company records. Action taken under this Section is effective when all a Majority-in-Interest of the Members entitled to vote have signed the consent, unless the consent specifies a different effective date. The record date for determining Members entitled to take action without a meeting shall be the date the first Member signs a written consent.

Appears in 1 contract

Samples: Operating Agreement (Feldman Mall Properties, Inc.)

Action by Members Without a Meeting. Any action Action required or permitted to be taken at a meeting of Members may be taken without a meeting if the action is evidenced by one or more counterparts of a written consent consents describing the action taken and taken, signed by each Member entitled to vote, which consent shall be included vote and delivered to the Manager(s) of the Company for inclusion in the minutes or filed for filing with the Company records. Action taken under this Section 7.10 is effective when all Members entitled to vote have signed the consent, unless the consent specifies a different effective date. The record date for determining Members entitled to take action without a meeting shall be the date the first Member signs a written consent.

Appears in 1 contract

Samples: Operating Agreement (Vitro Diagnostics Inc)

Action by Members Without a Meeting. Any action required or ----------------------------------- permitted to be taken at a meeting of Members may be taken without a meeting if the action is evidenced by one or more counterparts of a written consent consents describing the action taken and taken, signed by each Member entitled to vote, which consent all of the Members. Such written consents shall be included delivered to the Secretary of the Company for inclusion in the minutes or filed for filing with the Company records. Consents may be executed in counterparts. Action taken under this Section 5.3.9 is effective when all Members entitled to vote have the last Member has signed the consent, unless the consent specifies a different effective date. The record date for determining Members entitled to take action without a meeting shall be the date the first Member signs a the written consent.

Appears in 1 contract

Samples: Operating Agreement (Ak Steel Holding Corp)

Action by Members Without a Meeting. Any action Action required or permitted to be taken at a meeting of Members may be taken without a meeting if the action is evidenced by one or more counterparts of a written consent consents describing the action taken and taken, signed by each Member all of the Members entitled to vote, which consent shall be included vote and delivered to the Company for inclusion in the minutes or filed for filing with the Company records. Action taken under this Section SECTION 7.14 is effective when all of the Members entitled to vote have signed the consent, unless the consent specifies a different effective date. The record date for determining Members entitled to take action without a meeting shall be the date the first Member signs a written consent.

Appears in 1 contract

Samples: Limited Liability Company Operating Agreement (Church & Dwight Co Inc /De/)

Action by Members Without a Meeting. Any action Action required or permitted to be taken at a meeting of Members may be taken without a meeting if the action is evidenced by one or more counterparts of a written consent consents describing the action taken and taken, signed by each Member entitled to vote, which consent shall be included and delivered to the Director of the Company for inclusion in the minutes or filed for filing with the Company records. Action taken under this Section is effective when all Members entitled to vote have signed the consent, unless the consent specifies a different effective date. The record date for determining Members entitled to take action without a meeting shall be the date the first Member signs a written consent.

Appears in 1 contract

Samples: Prime Hospitality Corp

Action by Members Without a Meeting. Any action Action required or permitted to be taken at a meeting of Members may be taken without a meeting if the action is evidenced by one or more counterparts of a written consent consents or approvals describing the action taken and signed by each Member entitled Members holding sufficient Voting Interests to vote, which consent shall be included in approve such action had such action been properly voted on at a duly called meeting of the minutes or filed with the Company recordsMembers. Action taken under this Section 8.9 is effective when all Members entitled to vote with the requisite Voting Interests have signed the consentconsent or approval, unless the consent specifies a different effective date. The record date for determining Members entitled to take action without a meeting shall be the date the first Member signs a written consent.

Appears in 1 contract

Samples: Operating Agreement (Pan American Gold Corp)

Action by Members Without a Meeting. Any action Action required or permitted to be taken at a meeting of the Members may be taken without a meeting if the action is evidenced by one or more counterparts of a written consent consents or approvals describing the action taken and signed by each Member entitled to vote, which consent shall be included vote and delivered to the Manager for inclusion in the minutes or filed for filing with the Company records. Action taken under this Section 7.09 is effective when all Members entitled to vote vote, have signed the consentconsent or approval, unless the consent specifies a different effective date. The record date for determining Members entitled to take action without a meeting shall be the date the first Member signs a written consent.

Appears in 1 contract

Samples: Operating Agreement (JFC LLC)

Action by Members Without a Meeting. Any action Action required or permitted to be taken at a meeting of Members may be taken without a meeting if the action is evidenced by one or more counterparts of a written consent consents describing the action taken and is signed by each Member entitled a majority of the Members (by Units), unless greater or lesser proportion is required to voteexecute the consent by the Act, which consent the Articles of Organization, or this Agreement. Such written consents shall be included delivered to the Manager for inclusion in the Company minutes or filed for filing with the Company records. Action taken under this Section is effective when all Members entitled records and may be delivered to vote have signed the consent, unless the consent specifies a different effective dateCompany by way of facsimile or electronic mail. The record date for determining Members entitled to take action without a meeting shall be the date the first Member signs a written consent.

Appears in 1 contract

Samples: Operating Agreement

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Action by Members Without a Meeting. Any action Action required or permitted to be taken at a meeting of Members may be taken without a meeting if the action is evidenced by one or more counterparts of a written consent consents describing the action taken and taken, signed by each Member the necessary Members entitled to vote, which consent shall be included vote and required to approve such action and delivered to the Managers of the Company for inclusion in the minutes or filed for filing with the Company records. Action taken under this Section 11.10 is effective when all the Members entitled required to vote date such action have signed the consent, unless the consent specifies a different effective date. The record date for determining Members entitled to take action without a meeting shall be the date the first Member signs a written consent.

Appears in 1 contract

Samples: Operating Agreement (New Gaming Capital Partnership)

Action by Members Without a Meeting. Any action Action required or permitted to be taken at a meeting of Members may be taken without a meeting if the action is evidenced by one or more counterparts of a written consent consents describing the action taken and taken, signed by each Member Members entitled to vote, which consent shall be included in vote who hold the minutes or filed requisite number of Units necessary to approve such action and delivered to the Company for filing with the Company records. Action taken under this Section is effective when all Within 10 business days of the approval of such action, the Company shall provide written notice of the action to the Members who were entitled to vote have signed on the action but whose Units were not represented on the consent, unless the consent specifies a different effective date. The record date for determining Members entitled to take action without a meeting shall be the date the first Member signs a written consent.

Appears in 1 contract

Samples: Operating Agreement (Enable Ipc Corp)

Action by Members Without a Meeting. Any action Action required or permitted to be taken at a meeting of Members may be taken without a meeting if the action is evidenced by one or more counterparts of a written consent consents describing the action taken and taken, signed by each Member Members entitled to votevote and holding the required Percentage Interest to approve the action as provided herein, which consent shall be included in and delivered to the minutes or filed with Manager of the Company recordsCompany. Action taken under this Section is effective when all Members entitled holding the requisite Percentage Interest to vote approve the action have signed the consent, consent unless the consent specifies a different effective date. The record date for determining Members entitled to take action without a meeting shall be the date the first Member signs a written consent.

Appears in 1 contract

Samples: Operating Agreement (Torvec Inc)

Action by Members Without a Meeting. Any action Action required or permitted to be taken at a meeting of Members may be taken without a meeting if the action is evidenced by one or more counterparts of a written consent consents describing the action taken and taken, signed by each Member entitled to vote, which consent shall be included and delivered to the Managers for inclusion in the minutes or filed for filing with the Company records. Action taken under this Section is effective when all Members members entitled to vote have signed the consent, unless the consent specifies a different effective date. The record date for determining Members entitled to take action without a meeting shall be the date the first Member member signs a written consent.

Appears in 1 contract

Samples: Operating Agreement (Morgan Burton D)

Action by Members Without a Meeting. Any action Action required or permitted to be taken at a meeting of Members may be taken without a meeting if the action is evidenced by one or more counterparts of a written consent consents describing the action taken and taken, signed by each Member entitled to vote, which consent shall be included vote and delivered to the Manager for inclusion in the minutes or filed for filing with the Company Venture records. Action taken under this Section is effective when all Members entitled to vote have signed the consent, unless the consent specifies a different effective date. The record date for determining Members entitled to take action without a meeting shall be the date the first Member signs a written consent.

Appears in 1 contract

Samples: Joint Venture Agreement (Miami Cruiseline Services Holdings I B V)

Action by Members Without a Meeting. Any action required or permitted to be taken at a meeting of the Members may be taken without a meeting if the action is evidenced by one (1) or more counterparts of a written consent consents describing the action taken and taken, signed by each Member entitled the Members approving such action and delivered to vote, which consent shall be included in the minutes or filed custodian of the Company’s records for filing with the Company records. Action Any action taken under this Section hereunder is effective when all Members entitled to vote owning a Majority Interest have signed the written consent, unless the written consent specifies a different effective date. The record date for determining Members entitled to take action without a meeting shall be the date the first Member signs a written consent.

Appears in 1 contract

Samples: Operating Agreement

Action by Members Without a Meeting. Any action Action required or permitted to be taken at a meeting of Members may be taken without a meeting if the action is evidenced by one or more counterparts of a written consent consents describing the action taken and taken, signed by each Member the necessary Members entitled to vote, which consent shall be included vote and required to approve such action and delivered to the Managers of the Company for inclusion in the minutes or filed for filing with the Company records. Action taken under this Section is effective when all the Members entitled required to vote approve such action have signed the consent, unless the consent specifies a different effective date. The record date for determining Members entitled to take action without a meeting shall be the date the first Member signs a written consent.

Appears in 1 contract

Samples: Operating Agreement (Ryan's Restaurant Leasing Company, LLC)

Action by Members Without a Meeting. Any action Action required or permitted to be taken at a meeting of Members may be taken without a meeting if the action is evidenced by one or more counterparts of a written consent consents describing the action taken and taken, signed by each Member entitled the necessary Members required to voteapprove such action, which consent shall be included and delivered to the Managers of the Company for inclusion in the minutes or filed for filing with the Company records. Action taken under this Section is effective when all the Members entitled required to vote approve such action have signed the consent, unless the consent specifies a different effective date. The record date for determining Members entitled to take action without a meeting shall be the date the first Member signs a written consent.

Appears in 1 contract

Samples: Operating Agreement (KEMET Foil Manufacturing LLC)

Action by Members Without a Meeting. Any action Action required or permitted to be taken at a meeting of Members may be taken without a meeting if the action is evidenced by one or more counterparts of a written consent consents describing the action taken and taken, signed by each Member entitled all of the Members and delivered to vote, which consent shall be included the Company for inclusion in the minutes or filed for filing with the Company records. Action taken under this Section section is effective when all the Members entitled to vote and holding the requisite number of Units necessary to approve such action have signed the consent, unless the consent specifies a different effective date. The record date for determining Members entitled to take action without a meeting shall be the date the first Member signs a written consent.

Appears in 1 contract

Samples: Operating Agreement (Usp Mission Hills, Inc.)

Action by Members Without a Meeting. Any action Action required or permitted to be taken at a meeting of Members may be taken without a meeting if the action is evidenced by one or more counterparts of a written consent consents describing the action taken and signed taken, executed by each Member Members entitled to vote, which consent shall be included vote thereon and delivered to the Company for inclusion in the minutes or filed with the Company recordsCompany's minutes. Action taken under this Section 7.9 is effective when all Members entitled to vote thereon have signed the consentsuch consents, unless the consent specifies such consents specify a different effective date. The record date for determining Members entitled to take action without a meeting shall be the date the first Member signs a written consent.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Greatamerica Leasing Receivables 2000-1 LLC)

Action by Members Without a Meeting. Any action Action required or permitted to be taken at a meeting of Members may be taken without a meeting if the action is evidenced by one or more counterparts of a written consent consents describing the action taken and taken, signed by each Member entitled to vote, which consent shall be included vote and delivered to the Managers of the Company for inclusion in the minutes or filed for filing with the Company records. Action taken under this Section is effective when all Members entitled to vote have signed the consent, unless the consent specifies specified a different effective date. The record date for determining Members entitled to take action without a meeting shall be the date the first Member signs a written consent.

Appears in 1 contract

Samples: Operating Agreement (Prospect Global Resources Inc.)

Action by Members Without a Meeting. Any action Action required or permitted to be taken at a meeting of Members may be taken without a meeting meeting, without prior notice and without a vote if the action is evidenced by one or more counterparts of a written consent consents describing the action taken and taken, signed by each Member entitled Members holding the requisite amount of Interests necessary to vote, which consent shall be included take such action and delivered to the Manager for inclusion in the minutes or filed for filing with the Company records. Action taken under this Section 7.5 is effective when all Members entitled to vote have signed the consent, unless the consent specifies a different effective date. The record date for determining Members entitled to take action without a meeting shall be the date the first Member signs a written consent.

Appears in 1 contract

Samples: Operating Agreement (Prudential Insurance Co of America)

Action by Members Without a Meeting. Any action Action required or permitted to be taken at a meeting of Members may be taken without a meeting if the action is evidenced by one or more counterparts of a written consent consents describing the action taken and taken, signed by each Member all of the Members entitled to vote, which consent shall be included vote and delivered to the Company for inclusion in the minutes or filed for filing with the Company records. Action taken under this Section 7.14 is effective when all of the Members entitled to vote have signed the consent, unless the consent specifies a different effective date. The record date for determining Members entitled to take action without a meeting shall be the date the first Member signs a written consent.

Appears in 1 contract

Samples: Confidential Treatment (Usa Detergents Inc)

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