Common use of Meetings of the Board Clause in Contracts

Meetings of the Board. The Board may hold meetings, both regular and special, either within or outside the State of Delaware. The first meeting of each newly elected Board shall be held immediately after the annual meeting of Members and at the same place, and no notice of such meeting shall be necessary to the newly elected Directors in order legally to constitute the meeting, provided a quorum shall be present. In the event such meeting is not held at that time and place, the meeting may be held at such time and place as shall be specified in a notice given as hereinafter provided for special meetings of the Board, or as shall be specified in a written waiver signed by all of the Directors. Regular meetings of the Board may be held without notice at such time and at such place as shall from time to time be determined by the Board. Special meetings of the Board may be called by any Member on two days' notice to each Director, either personally, by telephone, by mail, by telegram or by any other means of communication; special meetings shall be called by any Member, the Chairman, or the Secretary in like manner and on five days' notice on the written request of one or more of the Directors. Notice of a meeting need not be given to any Director if a written waiver of notice, executed by such Director before or after the meeting, is filed with the records of the meeting, or to any Director who attends the meeting without protesting prior thereto or at its commencement, the lack of notice. A waiver of notice need not specify the purposes of the meeting.

Appears in 6 contracts

Samples: Limited Liability Company Agreement (United Auto Group Inc), Limited Liability Company Agreement (HBL LLC), Limited Liability Company Agreement (United Auto Group Inc)

AutoNDA by SimpleDocs

Meetings of the Board. The Board may hold meetings, both regular and special, either within or outside Meetings of the State of Delaware. The first meeting of each newly elected Board shall be held immediately after the annual meeting of Members and at the same such place, and no if any, within or without the State of Delaware as may from time to time be fixed by resolution of the Board or as may be specified in the notice of such meeting any meeting. Regular meetings of the Board shall be necessary to the newly elected Directors in order legally to constitute the meeting, provided a quorum shall be present. In the event such meeting is not held at that such times as may from time to time be fixed by resolution of the Board and place, the meeting special meetings may be held at such any time and place as shall be specified in a notice given as hereinafter provided for special meetings upon the call of the Chairman of the Board, the Chief Executive Officer, or as by a majority of the total number of directors then in office, by written notice, including facsimile, e-mail or other means of electronic transmission, duly served on or sent and delivered to each director in accordance with Section 11.2. Notice of each special meeting of the Board shall be specified given, as provided in Section 11.2, to each director: (a) at least 24 hours before the meeting, if such notice is oral notice given personally or by telephone or written notice given by hand delivery or by means of a written waiver signed form of electronic transmission and delivery; (b) at least two days before the meeting, if such notice is sent by all a nationally recognized overnight delivery service; and (c) at least five days before the meeting, if such notice is sent through the United States mail. If the Secretary of the DirectorsCorporation shall fail or refuse to give such notice, then the notice may be given by the officer who called the meeting or the directors who requested the meeting. Regular meetings The notice of any regular meeting need not specify the purposes thereof, but notice of any special meeting shall specify the purposes thereof. A meeting of the Board may be held without notice immediately after the annual meeting of stockholders at the same place, if any, at which such time and at such place as shall from time to time meeting is held. Notice need not be determined by the Board. Special given of regular meetings of the Board may be called held at times fixed by any Member on two days' notice to each Director, either personally, by telephone, by mail, by telegram or by any other means of communication; special meetings shall be called by any Member, the Chairman, or the Secretary in like manner and on five days' notice on the written request of one or more resolution of the DirectorsBoard. Notice of a any meeting need not be given to any Director if director who shall attend such meeting (except when the director attends a written waiver meeting for the express purpose of notice, executed by such Director before or after objecting at the meeting, is filed with the records beginning of the meeting, or to the transaction of any Director who attends business because the meeting without protesting prior thereto is not lawfully called or at its commencementconvened), the lack of notice. A waiver of or who shall waive notice need not specify the purposes of the thereof, before or after such meeting, in writing (including by electronic transmission).

Appears in 5 contracts

Samples: Agreement and Plan of Merger (Gores Holdings VIII Inc.), Agreement and Plan of Merger (Gores Holdings VIII Inc.), Business Combination Agreement (CF Acquisition Corp. VI)

Meetings of the Board. The Board may hold meetings, both regular and special, either within or outside the State of Delaware. The first meeting of each newly elected Board shall be held immediately after the annual meeting of Members and at the same place, and no notice of such meeting shall be necessary to the newly elected Directors in order legally to constitute the meeting, provided a quorum shall be present. In the event such meeting is not held at that time and place, the meeting may be held at such time and place as shall be specified in a notice given as hereinafter provided for special meetings of the Board, or as shall be specified in a written waiver signed by all of the Directors. Regular meetings of the Board may be held without notice at such time and at such place as shall from time to time be determined by the Board. Special meetings of the Board may be called by any Member on two days' notice to each Director, either personally, by telephone, by mail, by telegram or by any other means of communication; special meetings shall be called by any Member, the Chairman, or the Secretary in like manner and on five days' notice on the written request of one or more of the Directors. Notice of a meeting need not be given to any Director if a written waiver of notice, executed by such Director before or after the meeting, is filed with the records of the meeting, or to any Director who attends the meeting without protesting prior thereto or at its commencement, the lack of notice. A waiver of notice need not specify the purposes of the meeting.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Penske Automotive Group, Inc.)

AutoNDA by SimpleDocs

Meetings of the Board. The Board may hold meetings, both regular and special, either within or outside the State of Delaware. The first An annual meeting of each newly elected the Board of Directors shall be held immediately in each year directly after the annual meeting of Members and at the same place, and no notice of such meeting shall be necessary to the newly elected Directors in order legally to constitute the meeting, provided a quorum shall be present. In the event such meeting is not held at that time and place, the meeting may be held at such time and place as shall be specified in a notice given as hereinafter provided for special meetings of the Board, or as shall be specified in a written waiver signed by all of the Directorsshareholders. Regular meetings of the Board shall be held at such times as may be held without notice at such time and at such place as shall from time to time be determined fixed by the Board. Special meetings of the Board may be called held at any time upon the call of the President or any two directors. Meetings of the Board of Directors shall be held at such places as may be fixed by any Member on two days' the Board for annual and regular meetings and in the notice of meeting for special meetings. If no place is fixed, meetings of the Board shall be held at the principal office of the Corporation. Any one or more members of the Board of Directors may participate in meetings by means of conference telephone or similar communications equipment. No notice need be given of annual or regular meetings of the Board of Directors. Notice of each special meeting of the Board shall be given to each Directordirector either by mail not later than noon, either personallyNevada time, on the third day prior to the meeting or by telephonetelegram, written message or orally not later than noon, Nevada time, on the day prior to the meeting. Notices are deemed to have been properly given if given by mail, when deposited in the United States mail; by telegram at the time of filing; or by any other means messenger at the time of communication; special meetings delivery. Notices by mail, telegram or messenger shall be called sent to each director at the address designated by any Memberhim for that purpose, the Chairmanor, if none has been so designated, at his last known residence or the Secretary in like manner and on five days' notice on the written request of one or more of the Directorsbusiness address. Notice of a meeting of the Board of Directors need not be given to any Director if director who submits a written signed waiver of notice, executed by such Director notice whether before or after the meeting, is filed with the records of the meeting, or to any Director who attends the meeting without protesting protesting, prior thereto or at its commencement, the lack of noticenotice to any director. A waiver notice, or waive of notice notice, need not specify the purposes purpose of any meeting of the meetingBoard of Directors.

Appears in 1 contract

Samples: Agreement of Merger and Plan of Reorganization (Numbeer, Inc.)

Time is Money Join Law Insider Premium to draft better contracts faster.