Common use of Quorum and Acts of the Board Clause in Contracts

Quorum and Acts of the Board. At all meetings of the Board, four Directors shall constitute a quorum for the transaction of business unless the number of Directors is increased pursuant to Section 5.1(a), in which case the presence of a majority of the then authorized number of Directors shall constitute a quorum. Except as otherwise provided in this Agreement, the act of a majority of the Directors present at any meeting at which there is a quorum shall be the act of the Board. If a quorum shall not be present at any meeting of the Board, the Directors present thereat may adjourn the meeting from time to time, without notice other than announcement at the meeting, until a quorum shall be present. Any action required or permitted to be taken at any meeting of the Board or of any committee thereof may be taken without a meeting, if a majority of the members of the Board or committee, as the case may be, consent thereto in writing, and the writing or writings are filed with the minutes of proceedings of the Board or committee; each Director not executing such a written consent shall be given prompt notice after any such action is taken by the other Directors.

Appears in 5 contracts

Samples: Limited Liability Company Agreement (Eagle Bulk Shipping Inc.), Limited Liability Company Agreement (Eagle Bulk Shipping Inc.), Limited Liability Company Agreement (Eagle Bulk Shipping Inc.)

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Quorum and Acts of the Board. At all meetings of the Board, four Board three Directors shall constitute a quorum for the transaction of business unless the number of Directors is increased or decreased pursuant to Section 5.1(a), in which case the presence of a majority of the then authorized number of Directors shall constitute a quorum. Except as otherwise provided in this Agreement, the act of a majority of the Directors present at any meeting at which there is a quorum shall be the act of the Board. If a quorum shall not be present at any meeting of the Board, the Directors present thereat may adjourn the meeting from time to time, without notice other than announcement at the meeting, until a quorum shall be present. Any action required or permitted to be taken at any meeting of the Board or of any committee thereof may be taken without a meeting, if a majority of the members of the Board or committee, as the case may be, consent thereto in writing, and the writing or writings are filed with the minutes of proceedings of the Board or committee; each Director not executing such a written consent shall be given prompt notice after any such action is taken by the other Directors.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Carbuyco, LLC), Limited Liability Company Agreement (Adesa California, LLC)

Quorum and Acts of the Board. At all meetings of the Board, four Directors the presence of a majority of the Managers (which majority shall include the Allegro Manager) shall constitute a quorum for the transaction of business unless the number of Directors is increased pursuant to Section 5.1(a), in which case the presence of a majority of the then authorized number of Directors shall constitute a quorumbusiness. Except as otherwise provided in this Agreement, the act of a majority of the Directors present at At any meeting at which there is a quorum shall be quorum, the act Board may take action on any matter by a majority of the Boardvotes cast. If a quorum shall not be present at any meeting of the Board, the Directors Managers present thereat may adjourn the meeting from time to time, without notice other than announcement at the meeting, until a quorum shall be present. Any action required or permitted to be taken at any meeting of the Board or of any committee thereof may be taken without a meeting, if the requisite number of votes in favor of such action as would be required at a majority of the members meeting of the Board or committee, as the case may be, consent are obtained thereto in writing, and the writing or writings are filed with the minutes of proceedings of the Board or committeeBoard; each Director not executing such provided, that a copy of any proposed written consent shall be given prompt notice after any is provided to all Managers at least forty-eight (48) hours before such action is taken taken, which notice requirement may be waived by unanimous consent of the other DirectorsManagers, and which notice shall be deemed waived by any Manager that executes such written consent.

Appears in 1 contract

Samples: Letter Agreement (Allegro Microsystems Inc)

Quorum and Acts of the Board. At all meetings of the Board, four Board three Directors shall constitute a quorum for the transaction of business unless the number of Directors is increased or decreased pursuant to Section 5.1(a5.1 (a), in which case the presence of a majority of the then authorized number of Directors shall constitute a quorum. Except as otherwise provided in this Agreement, the act of a majority of the Directors present at any meeting at which there is a quorum shall be the act of the Board. If a quorum shall not be present at any meeting of the Board, the Directors present thereat may adjourn the meeting from time to time, without notice other than announcement at the meeting, until a quorum shall be present. Any action required or permitted to be taken at any meeting of the Board or of any committee thereof may be taken without a meeting, if a majority of the members of the Board or committee, as the case may be, consent thereto in writing, and the writing or writings are filed with the minutes of proceedings of the Board or committee; each Director not executing such a written consent shall be given prompt notice after any such action is taken by the other Directors.

Appears in 1 contract

Samples: Limited Liability Company Agreement (IAA Acquisition Corp.)

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Quorum and Acts of the Board. At all meetings of the Board, four Board two Directors shall constitute a quorum for the transaction of business unless the number of Directors is increased or decreased pursuant to Section 5.1(a4.1(a), in which case the presence of a majority of the then authorized number of Directors shall constitute a quorum. Except as otherwise provided in this Agreement, the act of a majority of the Directors present at any meeting at which there is a quorum shall be the act of the Board. If a quorum shall not be present at any meeting of the Board, the Directors present thereat may adjourn the meeting from time to time, without notice other than announcement at the meeting, until a quorum shall be present. Any action required or permitted to be taken at any meeting of the Board or of any committee thereof may be taken without a meeting, if a majority of the members of the Board or committee, as the case may be, consent thereto in writing, and the writing or writings are filed with the minutes of proceedings of the Board or committee; each Director not executing such a written consent shall be given prompt notice after any such action is taken by the other Directors.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Del Pharmaceuticals, Inc.)

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