Common use of Written Consent Clause in Contracts

Written Consent. Any action required or permitted to be taken by the Board may be taken without a meeting if such Managers necessary to approve such action pursuant to the terms of this Agreement shall individually or collectively consent in writing to such action. Such written consent or consents shall be filed with the minutes of the proceedings of the Board. Such action by written consent shall have the same force and effect as a vote of such Managers. Any certificate or other document filed which relates to action so taken shall state that the action was taken by the written consent of the Board without a meeting and that this Agreement authorizes the Managers to so act. Such statement shall be the prima facie evidence of such authority. Except as otherwise expressly provided in this Agreement, any action required or permitted to be taken by the Board may be taken without a meeting if a majority of the Managers (excluding the Independent Managers) provide written consent.

Written Consent. Any action required or permitted to be taken by the Board may be taken without a at any meeting if such Managers necessary to approve such action pursuant to the terms of this Agreement shall individually or collectively consent in writing to such action. Such written consent or consents shall be filed with the minutes of the proceedings of the Board. Such action by written consent shall have the same force and effect as a vote of such Managers. Any certificate or other document filed which relates to action so taken shall state that the action was taken by the written consent of the Board without a meeting and that this Agreement authorizes the Managers to so act. Such statement shall be the prima facie evidence of such authority. Except as otherwise expressly provided in this Agreement, any action required or permitted to be taken by the Board may be taken without a meeting if a consent in writing, setting forth the action so taken, is signed by a majority of the Managers. Any action required or permitted to be taken at any meeting of a Board committee may be taken without a meeting if a consent in writing, setting forth the action so taken, is signed by a majority of such committee members; provided, however, such written consent must be delivered to all Managers (excluding prior to the Independent Managers) provide effective date of such written consent. Prompt notice of the taking of an action without a meeting by less than unanimous written consent shall be given to those Managers who have not consented in writing. All such writings shall be filed with the minutes of proceedings of the Board or Board committee, as the case may be. The requirements of this paragraph shall not be deemed to amend the voting provisions applicable to actions taken at a meeting.