Action by the Managers Sample Clauses

Action by the Managers. All actions taken on behalf of the Company by a Manager may be approved by the affirmative vote of a majority of the Managers. Regular meetings of the Managers may be held at such times and places as the Managers may determine. Special meetings of the Managers may be called by any Member or any two Managers acting together on not less than one business day’s prior written notice delivered to each of the Managers and specifying the nature of any business to be transacted at such special meeting. A Manager may waive notice of any meeting, whether before or after the date of such meeting and attendance by a Manager at a meeting shall constitute a waiver of notice by such Manager. A majority of the total number of Managers shall constitute a quorum for the transaction of business at any meeting of the Managers. Managers may participate in any meeting via teleconference or similar means of communications equipment by which all individuals participating in the meeting can hear one another and such participation shall constitute presence in person at the meeting. Any action required or permitted to be taken at any meeting of the Managers may be taken by a written consent without a meeting, without prior notice and without a vote. The written consent shall set forth the action to be taken and shall be signed by such Managers as are sufficient under the provisions of this Agreement to authorize or take such action at a meeting of the Managers.
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Action by the Managers. For purposes of this Administration Agreement, reference to any action of the Managers mean the action of three or more Managers, unless otherwise indicated or unless the Issuer LLC Agreement requires that the Managers act unanimously, or otherwise, with respect to any particular action.
Action by the Managers. Each Manager shall have one vote. The affirmative vote of a majority of all of the Managers (regardless of the number of Managers in attendance at any meeting of the Managers) shall be the act of the Managers hereunder and for purposes of the Act. As used in this Agreement, the phrases “the approval of the Managers,” “the consent of the Managers,” “as determined by the Managers” and similar phrases mean the approval as set forth in the preceding sentence, except as expressly provided otherwise in this Agreement.
Action by the Managers. (a) Presence in person or by proxy of all the Managers shall constitute a quorum for the transaction of business of the Board. The presence in person or by proxy of all Managers of any committee of the Board shall constitute a quorum for the transaction of business of such committee.

Related to Action by the Managers

  • Termination by the Manager 10.3.1 The Manager may terminate this Agreement effective upon 180 days’ prior written notice of termination to the Service Recipients without payment of any termination fee if:

  • Action by the Board (a) Meetings of the Board may be called by any Manager upon two (2) days prior written notice to each Manager. The presence of a majority of the Managers then in office shall constitute a quorum at any meeting of the Board. All actions of the Board shall require the affirmative vote of a majority of the Managers then in office.

  • Action by the Partners A. Meetings of the Partners may be called by the General Partner and shall be called upon the receipt by the General Partner of a written request by Limited Partners holding twenty-five percent (25%) or more of the Partnership Interests held by Limited Partners. The notice shall state the nature of the business to be transacted. Notice of any such meeting shall be given to all Partners not less than seven days nor more than 30 days prior to the date of such meeting. Partners may vote in person or by proxy at such meeting. Whenever the vote or Consent of the Limited Partners or of the Partners is permitted or required under this Agreement, such vote or Consent may be given at a meeting of Partners or may be given in accordance with the procedure prescribed in Section 14.1.

  • Action by the Committee The parties agree that the interpretation of this Agreement shall rest exclusively and completely within the sole discretion of the Committee. The parties agree to be bound by the decisions of the Committee with regard to the interpretation of this Agreement and with regard to any and all matters set forth in this Agreement. The Committee may delegate its functions under this Agreement to an officer of the Company designated by the Committee (hereinafter the “Designee”). In fulfilling its responsibilities hereunder, the Committee or its Designee may rely upon documents, written statements of the parties or such other material as the Committee or its Designee deems appropriate. The parties agree that there is no right to be heard or to appear before the Committee or its Designee and that any decision of the Committee or its Designee relating to this Agreement shall be final and binding unless such decision is arbitrary and capricious.

  • Action by the Trustees The Board of Trustees or any committee thereof shall act by majority vote of those present at a meeting duly called (including a meeting by telephonic or other electronic means, unless the 1940 Act requires that a particular action be taken only at a meeting of the Trustees in person) at which a quorum required by the Bylaws is present. Any action that may be taken by the Board of Trustees or any committee thereof by majority vote at a meeting duly called and at which a quorum required by the Bylaws is present, may also be taken by written consent of at least seventy-five percent (75%) of the Trustees or members of the committee, as the case may be, without a meeting, provided that the writing or writings are filed with the minutes of proceedings of the Board or committee. Written consents or waivers of the Trustees may be executed in one or more counterparts. Any written consent or waiver may be provided and delivered to the Trust by any means by which notice may be given to a Trustee. Subject to the requirements of this Agreement and the 1940 Act, the Trustees by Majority Trustee Vote may delegate to any Trustee or Trustees authority to approve particular matters or take particular actions on behalf of the Trust.

  • Action by the Company The Company shall act only by or under the authority of its Member.

  • Indemnification by the Manager The Trust shall not be responsible for, and the Manager shall indemnify and hold the Trust or any Fund harmless from and against, any and all losses, damages, costs, charges, counsel fees, payments, expenses and liability arising out of or attributable to the willful misfeasance, bad faith, negligent acts or reckless disregard of obligations or duties on the part of the Manager or any of its officers, directors, employees or agents.

  • Action by the Trustees and Committees Meetings of the Trustees shall be held from time to time within or without the State of Delaware upon the call of the Chairman, if any, the Vice Chairman, if any, the President, the Principal Executive Officer, the Secretary, an Assistant Secretary or any two Trustees. No annual meeting of Trustees shall be required.

  • TERMINATION BY THE PARTIES This Agreement may be terminated upon sixty (60) days’ written notice (a) by the Independent Directors of the Company or the Advisor, without Cause and without penalty, (b) by the Advisor for Good Reason, or (c) by the Advisor upon a Change of Control. The provisions of Sections 19 through 31 of this Agreement shall survive termination of this Agreement.

  • Termination by the Company Subject to Section 13(f) hereof, the Company shall have the right, by giving three (3) days’ notice as hereinafter specified to terminate this Agreement in its sole discretion at any time after the date of this Agreement.

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