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

  • Receipt by Lender of appropriately completed and duly executed originals of this Agreement, the Note, and a certificate of Borrower’s certifying official certifying the corporate documents of Borrower and the identity of Borrower’s members, managers, partners or board of directors, as the case V0821 may be in the form set forth as Exhibit C, and the Unanimous Written Consent in the form set forth as Exhibit D.

  • This Unanimous Written Consent may be executed by facsimile (or PDF copy delivered by electronic mail) in any number of counterparts, each of which shall be deemed an original, but all of which shall constitute one and the same instrument.

  • IN WITNESS WHEREOF, the undersigned have executed this Unanimous Written Consent dated as of the day of , 20 .

  • Receipt by Lender of appropriately completed and duly executed originals of this Agreement, the Note, and a certificate of Borrower’s certifying official certifying the corporate documents of Borrower and the identity of Borrower’s members, managers, partners or board of directors, as the case V0421 may be in the form set forth as Exhibit C, and the Unanimous Written Consent in the form set forth as Exhibit D.

  • Meetings of committees of the Board will be further governed by the provisions of Sections 2.7 (Special Meetings of the Board; Notice) and 2.8 (Waiver of Notice) and Subsections 2.11.2 (Action by Unanimous Written Consent) and 2.11.3 (Telephonic Meetings) of Article 2 of these Bylaws.

  • Vacancies in the membership of the Committee shall be promptly filled by an election of at least a majority of the Board, either at a regular meeting of the Board or at a special meeting of the Board called for that purpose, or by Unanimous Written Consent of the Board, in any case upon the nomination of the Nominating Committee.

  • Ex. 22 (Action by Unanimous Written Consent of the Board of Directors of Facebook, Sept.

  • The Court specifically rejected this testimony in the January 2011 Memorandum Opinion, for two reasons: (1) the Court was not persuaded that the Unanimous Written Consent agreement “authorized Waters to record the MOA three years after the Grant Agreement was executed”; and (2) “Regardless of whether there was authorization for the MOA, [] Cafesjian and Waters’s failure to provide notice to the Board constituted a violation of their duty of candor to AGM&M.” Armenian Assembly I, 772 F.

  • Inc., Waiver of Notice and Unanimous Written Consent of the Board of Directors in Lieu of a Special Meeting (Feb.

  • 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.


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 Company Financial Statements Exhibit B Form of Financial Statement Certificates Exhibit C Form of Contribution and Cancellation Agreement Exhibit D Form of Lock-Up 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 2.04 Litigation Involving Company Shareholders and Company Shares Schedule 3.06 Capitalization; Convertible Securities Schedule 3.11 Undisclosed Events, Liabilities, Developments or Circumstances Schedule 3.14 Contracts and Commitments. Schedule 3.16 Intellectual Property Schedule 3.18 Title to Properties; Encumbrances Schedule 3.20 Leases Schedule 3.24 Personnel Schedule 3.25 Stock Option Plans; Employee Benefits Schedule 3.28 Litigation Schedule 3.26 Certain Changes
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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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Unanimous Written Consent has the meaning set forth in (S) 5(h) below.
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Related to Unanimous Written Consent

  • Written Consent has the meaning set forth in Section 5.04.

  • Unanimous Consent Consent of Revolving Credit Lenders (other than Delinquent Revolving Credit Lenders) holding 100% of the Loan Commitments (other than Loan Commitments held by a Delinquent Revolving Credit 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

  • 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.

  • 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.

  • 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.