Unanimous Written Consent definition

Unanimous Written Consent means a written consent executed by at least one representative of each Member.
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Unanimous Written Consent means the consent in writing of:
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Unanimous Written Consent means the written consent of all of the Members of the Steering Committee eligible to vote, which may be provided in the form of an e-mail confirmation, as described in Section 3.4 (Quorum). SCHEDULE B: COMMUNICATION POLICY
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Examples of Unanimous Written Consent in a sentence

  • That the foregoing Bylaws, comprising nineteen (19) pages, constitute the Bylaws of said corporation as duly adopted and approved by the board of directors of said corporation by a Unanimous Written Consent dated as of December 17, 2009, and duly adopted and approved by the stockholder of said corporation at a special meeting held on December 17, 2009.IN WITNESS WHEREOF, I have hereunto subscribed my name and affixed the seal of said corporation this 17th day of December, 2009.

  • That the foregoing Bylaws, comprising nineteen (19) pages, constitute the Bylaws of said corporation as duly adopted and approved by the board of directors of said corporation by a Unanimous Written Consent dated as of May 12, 2010, and duly adopted and approved by the stockholder of said corporation at a special meeting held on May 12, 2010.IN WITNESS WHEREOF, I have hereunto subscribed my name and affixed the seal of said corporation this 12th day of May, 2010.

  • When any vacancy occurs among the Directors, the remaining members of the Board, in accordance with the laws of the United States, may appoint a director to fill such vacancy at any regular meeting of the Board, or at a special meeting of the Board, or by Unanimous Written Consent of the remaining members of the Board or by the shareholders at a special meeting called for that purpose or by written consent of a majority of all shares held and entitled to vote.

  • Any questions vendors have during the site visit regarding this solicitation, including but not limited to the solicitation process, requirements, scope of work, etc., must be submitted in writing to Melissa.Pressley@dhhs.nc.gov per the instructions in section 2.5 below.

  • Any such Unanimous Written Consent shall have the same effect as an act of a Majority of Representatives at a properly called and constituted meeting of the Management Committee.

  • Except as otherwise set forth in this Agreement, any actions required or permitted to be taken by the Management Committee shall be so taken only either (i) with the approval of a Majority of Representatives at a meeting of the Management Committee or (ii) by Unanimous Written Consent without a meeting pursuant to Section 2.01(i).

  • Any action required or permitted to be taken at a meeting of the Management Committee may be taken without a meeting with Unanimous Written Consent, which consent shall set forth the actions to be so taken.

  • The Secretary of the Company shall file this Unanimous Written Consent in the minute book of the Company and it shall become part of the records of the Company.

  • Section 5.2. Action of the Board or Committees Thereof by Unanimous Written Consent.

  • EXECUTION RESOLVED, that this Unanimous Written Consent may be executed in one or more counterparts and by each Director on a separate counterpart, each of which shall be deemed to be an original and all of which taken together shall be deemed to constitute a single document.


More Definitions of Unanimous Written Consent

Unanimous Written Consent means the written consent of all of the Members of the Steering Committee eligible to vote, which may be provided in the form of an e-mail confirmation, as described in Section 3.4 (Quorum).
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Unanimous Written Consent means the Unanimous Written Consent to Action by all of the Members of the Board of Directors and Holders of all of the Outstanding Shares of Common Stock of the Company wherein all signatories thereto consent to this Agreement, the Share Exchange and the Transactions, among other things. LIST OF EXHIBITS Exhibit A Cancellation Agreement Exhibit B Form of Financial Statement Certificates Exhibit C Form of Lock-Up Agreement Exhibit D Indemnification Agreement Exhibit E Form of Registration Rights Agreement Exhibit F Definition of Accredited Investor LIST OF SCHEDULES Schedule 1.01 List of Company Shareholders Schedule 1.04 Assumed Agreements Schedule 2.04 Litigation Involving Company Shareholders and Company Shares Schedule 3.06 Capitalization; Convertible Securities Schedule 3.11 Contracts and Commitments. Schedule 3.13 Intellectual Property Schedule 3.14 Title to Properties; Encumbrances Schedule 3.15 Leases Schedule 3.20 Stock Option Plans; Employee Benefits Schedule 4.11 List of Acquiror Promissory Notes Outstanding Schedule 6.10 Company Affiliates Subject to Lock-Up Agreements Schedule 7.15 Promissory note(s) payable to the Acquiror Stockholder Schedule 8.12 Shares Registered Pursuant to Registration Rights Agreement
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Unanimous Written Consent has the meaning set forth in (S) 5(h) below.
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Unanimous Written Consent means any written description of a Management Committee Action signed and delivered by each Manager on the Management Committee or agreed upon by each Manager via electronic communication. The Managers may sign a Unanimous Written Consent in any number of counterparts and may deliver a Unanimous Written Consent by facsimile or electronic mail.
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Related to Unanimous Written Consent

  • Written Consent means a signed form with the customer’s signature received by the Company through mail, facsimile, or email. A customer may also digitally sign a form that is transmitted to the Company.

  • Unanimous Consent means the consent of Lenders (other than Delinquent Lenders) holding 100% of the Commitments (other than Commitments held by a Delinquent Lender).

  • Supermajority Vote means the affirmative vote of at least seventy-five percent (75%) of the Members.

  • Requisite Majority means, as at any particular time, Passenger Operators whose Vehicle departures from the Station, expressed as a percentage of Total Departures, as at the relevant date, together are at least equal to the percentage specified in paragraph 4 of Annex 8 (or such other percentage as the ORR may specify by notice to the Station Facility Owner and to each Passenger Operator as the new percentage which is to apply for these purposes following the entry into, variation, amendment or termination of an access contract permitting a passenger service operator to use the Station, a Change in Control of any Passenger Operator or any event which results in a material change to the proportion of the Total Departures made by trains operated by or on behalf of any Passenger Operator);

  • unanimous shareholder agreement means either: (i) a lawful written agreement among all the shareholders of the Corporation, or among all the shareholders and one or more persons who are not shareholders; or (ii) a written declaration of the registered owner of all of the issued shares of the Corporation; in each case, that restricts, in whole or in part, the powers of the directors to manage, or supervise the management of the business and affairs of the Corporation, as from time to time amended.

  • Supermajority means, with respect to any Class of Notes, the holders of at least 66-2/3% of the Aggregate Outstanding Amount of the Notes of such Class.

  • Majority Vote means a vote made by more than half of the Members who are present at a Meeting and who are entitled to vote and voting at that Meeting upon a resolution put to that Meeting.

  • Required Majority means a required majority, as defined in Section 57(o) of the Act.7

  • Disinterested Director/Trustee means a Director/Trustee of the Fund who is not an "interested person" of the Fund within the meaning of Section 2(a)(19) of the Act.

  • Unit Majority means (i) during the Subordination Period, at least a majority of the Outstanding Common Units (excluding Common Units owned by the General Partner and its Affiliates), voting as a class, and at least a majority of the Outstanding Subordinated Units, voting as a class, and (ii) after the end of the Subordination Period, at least a majority of the Outstanding Common Units.

  • vote of a majority of the outstanding voting securities" shall mean the vote, at a meeting of Holders, of the lesser of (a) 67 per centum or more of the Interests in the Trust present or represented by proxy at the meeting if the Holders of more than 50 per centum of the outstanding Interests in the Trust are present or represented by proxy at the meeting, or (b) more than 50 per centum of the outstanding Interests in the Trust. The terms "Holders" and "Interests" when used herein shall have the respective meanings specified in the Declaration of Trust of the Trust.

  • unanimous resolution means, subject to subsection (3) -

  • Majority Shareholder Vote means a vote of “a majority of the outstanding voting securities” (as such term is defined in the 0000 Xxx) of the Trust with each class and series of Shares voting together as a single class, except to the extent otherwise required by the 1940 Act or this Declaration with respect to any one or more classes or series of Shares, in which case the applicable proportion of such classes or series of Shares voting as a separate class or series, as the case may be, also will be required.

  • Common Stock Joint Written Direction means a written direction executed by the Investor and the Company directing Investor's Counsel to disburse all or a portion of the shares of the Company's Common Stock or to refrain from taking any action pursuant to this Agreement.

  • Disinterested Shareholder Approval means approval by a majority of the votes cast by all the Company’s shareholders at a duly constituted shareholders’ meeting, excluding votes attached to Common Shares beneficially owned by Insiders who are Service Providers or their Associates;

  • Consent means written permission signed by a duly authorized officer or employee of the Commonwealth, provided that where the material facts have been disclosed, in writing, by prequalification, bid, proposal, or contractual terms, the Commonwealth shall be deemed to have consented by virtue of the execution of this contract.

  • Affirmative consent means affirmative, conscious, and voluntary agreement to engage in sexual activity.

  • Disinterested Director means a director of the Company who is not and was not a party to the Proceeding in respect of which indemnification is sought by Indemnitee.

  • Disinterested Directors means, with respect to any Affiliate Transaction, one or more members of the Board of Directors of the Company, or one or more members of the Board of Directors of a Parent, having no material direct or indirect financial interest in or with respect to such Affiliate Transaction. A member of any such Board of Directors shall not be deemed to have such a financial interest by reason of such member’s holding Capital Stock of the Company or any Parent or any options, warrants or other rights in respect of such Capital Stock.

  • Age of majority means the age when the procedural safeguards and other rights afforded to the parent or parents of a student with a disability transfer to the student. In Virginia, the age of majority is 18.

  • Super Majority Vote means, the affirmative vote of the holders of Outstanding Interests of all Series representing at least two thirds of the total votes that may be cast by all such Outstanding Interests, voting together as a single class.

  • Majority in Interest As to any Class of Regular Certificates, the Holders of Certificates of such Class evidencing, in the aggregate, at least 51% of the Percentage Interests evidenced by all Certificates of such Class.

  • absolute majority , of the Committee, means a majority of the committee members currently holding office and entitled to vote at the time (as distinct from a majority of committee members present at a committee meeting);

  • Express consent means the confirmed express consent you have provided to our processing of your personal data by actively accepting this Privacy Policy.

  • Required Vote has the meaning ascribed thereto in Section 2.2(b);

  • Majority Stockholders means any Stockholder or combination of Stockholders who at the date of this Agreement own shares of Company Common Stock representing more than two-thirds of the total number of shares of Company Common Stock outstanding at the date of this Agreement.