Member Action definition

Member Action means a copy of one or more resolutions, certified by the Secretary or an Assistant Secretary of the Guarantor to have been duly adopted by or consented to by such Guarantor’s member (or members (if at any time a Guarantor has more than a single member)) and to be in full force and effect on the date of such certification, delivered to the Trustee.
Member Action means authorization by the Members owning more than fifty percent (50%) of the Company Interests.
Member Action means authorization by more than fifty percent (50%) vote of the Capital Units of Members at that time.

Examples of Member Action in a sentence

  • Comply and cause compliance by each Borrower Subsidiary Party, and take all Relevant Member Action to cause compliance by each Subject Fund, in all material respects, with all Legal Requirements, including consumer protection Laws, except that, without limiting any requirements set forth in the Organizational Documents of any Subject Fund, the Borrower or a Funded Subsidiary may contest by appropriate proceedings conducted in good faith the validity or application of any such Legal Requirements.

  • The Guarantees shall be executed on behalf of each Guarantor by any one of such Guarantor’s Chief Executive Officer, Chief Operating Officer, President, Chief Financial Officer, Chief Credit Officer, Chief Legal Officer, Managing Director, Chief Accounting Officer, any Vice President (whether or not designated by a number or numbers or word or words added before or after the title “Vice President”), Secretary or Controller or other person duly authorized by Member Action on behalf of such Guarantor.

  • No Manager shall receive a regular salary or fees for services rendered in management or operation of the Company, business or property unless specifically approved by the Members, by Member Action, in a written agreement specifying the nature of the services to be provided and the compensation (including any fringe benefits) to be paid for such services.

  • Each Loan Party shall, or shall take Relevant Member Action to cause, all Revenues, income and other amounts paid, payable or distributable to any Managing Member or the Borrower, when actually paid, to be deposited in the sub-account of the Revenue Account (as defined in the CADA) that is related to such Managing Member.

  • The name of the Company is “STEEL DYNAMICS COLUMBUS, LLC.” The Company may do business under that name and under any other name or names upon which the Members, by Member Action, may determine.

  • In addition, Borrower and the Managing Members shall take all Relevant Member Action to cause each of the Subject Funds to maintain any insurance that such Subject Fund is required to maintain pursuant to the terms and conditions of the Project Documents.

  • The Board of Directors shall have the right, power and authority to authorize and take all actions which are permitted to be taken by it under applicable law, provided, that, any such action otherwise constituting a Required Member Action shall require Member approval as provided in Section 7.1 below.

  • Engage, or allow a Borrower Subsidiary Party to engage, or take any Relevant Member Action to allow a Subject Fund to engage, in any transactions with any of its Affiliates except in the ordinary course of business at prices and on terms and conditions not less favorable to such Person than could be obtained on arm’s-length basis from unrelated third parties.

  • The Borrower shall not, and shall take all Relevant Member Action to cause Portfolio not to, incur, assume, create or suffer to exist any Indebtedness, except for the Obligations incurred hereunder and under the other Financing Documents.

  • Take all Relevant Member Action to cause each Subject Fund to deposit all Excluded Revenues (other than Excluded Revenues received in respect of a 69 [***] Confidential treatment has been requested for the bracketed portions.

Related to Member Action

  • Action shall have the meaning ascribed to such term in Section 3.1(j).

  • Tax Action means any claim, action, suit, complaint, arbitration, audit, investigation, review, assessment, notice of deficiency or other proceeding relating to any Tax or Return by or before any Tax Authority.

  • Bail-In Action means the exercise of any Write-Down and Conversion Powers by the applicable EEA Resolution Authority in respect of any liability of an EEA Financial Institution.

  • Tax Matter has the meaning set forth in Section 7.01.

  • Response Action means the investigation, cleanup, removal, remediation, containment, control, abatement, monitoring of or any other response action to the presence of Regulated Substances or Contamination in, on, at, under or emanating from the Stadium Site, including the correction or abatement of any violation required pursuant to Environmental Laws or by a Governmental Authority.

  • Contemplated Transactions means all of the transactions contemplated by this Agreement.

  • Member means a member of the Board;

  • Transaction Litigation means any Legal Proceeding commenced or threatened against a Party or any of its Subsidiaries or Affiliates (and/or their respective directors and/or executive officers) or otherwise relating to, involving or affecting such Party or any of its Subsidiaries or Affiliates, in each case in connection with, arising from or otherwise relating to the Transaction or the consummation thereof, other than any Legal Proceedings among the Parties or their Affiliates related to this Agreement.

  • Collection Action means any of the following:

  • Seller Related Party means the Selling Entities and each of their respective stockholders, partners, members, Affiliates, directors, officers, employees, controlling persons and agents.

  • Steering Group means the Anti-Money Laundering Steering Group appointed pursuant to section 5;

  • Quebec Action means the Quebec Action as defined in Schedule A.

  • Regulatory Action means an administrative, regulatory, or judicial enforcement action, proceeding, investigation or inspection, FDA Form 483 notice of inspectional observation, warning letter, untitled letter, other notice of violation letter, recall, seizure, Section 305 notice or other similar written communication, injunction or consent decree, issued by the FDA or a federal or state court.

  • Managing Member means CEF Equipment Holding, L.L.C., a Delaware limited liability company or any successor Managing Member under the Issuer Limited Liability Company Agreement.

  • Seller Related Parties means Seller, RAR, ROP, the Applicable Parties, any Affiliate of Seller and their respective direct or indirect members, partners, stockholders, officers, directors, employees and agents.

  • Stockholder Representative has the meaning set forth in the preamble.

  • Third Party Action means any suit or proceeding by a person or entity other than a Party for which indemnification may be sought by a Party under Article VI.

  • Company Board of Directors means the board of directors of the Company.

  • Purchaser Board means the board of directors of the Purchaser.

  • Selling Group has the meaning ascribed thereto in Section 2.2;

  • Authority’s Representative means the individual authorised to act on behalf of the Authority for the purposes of the Contract.

  • Tax Matters Member has the meaning set forth in Section 8.4(d).

  • Class Action means a legal action: