Common use of Action by Members Without a Meeting Clause in Contracts

Action by Members Without a Meeting. Action required or permitted to be taken at a meeting of Members may be taken without a meeting if the action is evidenced by one or more written consents describing the action taken, signed by Members entitled to vote who hold the requisite number of Voting Units necessary to approve such action, and delivered to the Secretary of the Company for inclusion in the minutes or for filing with the Company records. Action taken under this Section is effective when the Members entitled to vote and holding the requisite number of Voting Units necessary to approve such action have signed the consent, unless the consent specifies a different effective date, which may be retroactive. The record date for determining Members entitled to take action without a meeting shall be the date the first Member signs a written consent.

Action by Members Without a Meeting. Action Any action required or permitted to be taken at a meeting of Members may be taken without a meeting if the action is evidenced by one or more written consents describing the action taken, signed by Members entitled to vote who hold the requisite that percentage or number of Voting Units necessary the Members required to take or approve the action. Any such action, and written consents shall be delivered to the Secretary Managers of the Company for inclusion in the minutes or for filing with the Company records. Action taken by written consent under this Section is shall be effective when on the date the required percentage or number of the Members entitled to vote and holding the requisite number of Voting Units necessary to approve such action have signed and delivered the consentconsent to the Managers, unless the consent specifies a different effective date, which may be retroactive. The record date for determining Members entitled to take action without a meeting shall be the earlier of the date (i) the written consent is circulated to the Members or (ii) the first Member signs a written the consent.

Action by Members Without a Meeting. Action required or permitted to be taken at a meeting of Members may be taken without a meeting if the action is taken by Members who would be entitled to vote not less than the minimum number of votes that would be necessary to authorize or take the action. The action must be evidenced by one or more written consents describing the action taken, signed by the Members entitled to vote who hold the requisite number of Voting Units necessary to approve take such action, action and delivered to the Secretary of the Company for inclusion in the minutes or for filing with the Company its records. Action taken under this Section 2.2.5 is effective when the Members entitled to vote and holding the requisite number of Voting Units necessary required to approve such action have signed the consent, unless the consent specifies a different effective date, which may be retroactive. The record date for determining Members entitled to take action without a meeting shall be is the date the first Member signs a written consent.

Action by Members Without a Meeting. Action required or permitted to be taken at a meeting of Members may be taken without a meeting if the action is evidenced by one or more written consents or approvals describing the action taken, taken and signed by Members entitled to vote who hold holding sufficient Sharing Ratios, as the requisite number of Voting Units necessary case may be, to approve such action, and delivered to the Secretary action had such action been properly voted on at a duly called meeting of the Company for inclusion in the minutes or for filing with the Company recordsMembers. Action taken under this Section 7.10 is effective when the Members entitled to vote and holding with the requisite number of Voting Units necessary to approve such action Sharing Ratios have signed the consentconsent or approval, unless the consent specifies a different effective date, which may be retroactive. The record date for determining Members entitled to take action without a meeting shall be the date the first Member signs a written consent. In the event any Member action is taken on a less than unanimous basis, prompt notice of such action shall be given to all Members in the manner set forth in Section 12.1 of this Agreement.

Action by Members Without a Meeting. Action required or permitted to be taken at a meeting of Members may be taken without a meeting if the action is evidenced by one or more written consents describing the action taken, signed by Members entitled sufficient to vote who hold have approved the requisite number of Voting Units necessary to approve such action, actions or resolutions at issue had a duly called meeting been held at which all Members were in attendance and delivered to the Secretary of the Company Managers for inclusion in the minutes or for filing with the Company records. Action taken under this Section is effective when the necessary Members entitled to vote and holding the requisite number of Voting Units necessary to approve such action have signed the consent, unless the consent specifies a different effective date, which may be retroactive. The record date for determining Members entitled to take action without a meeting shall be the date the first Member signs a written consent.

Action by Members Without a Meeting. Action Any action required or permitted to be taken at a meeting of Members may be taken without a meeting if the action is evidenced by one (1) or more written consents describing the action taken, signed by the Members entitled to vote who hold the requisite number of Voting Units necessary to approve approving such action, action and delivered to the Secretary custodian of the Company for inclusion in the minutes or Company’s records for filing with the Company records. Action Any action taken under this Section hereunder is effective when the Members entitled to vote and holding the requisite number of Voting Units necessary to approve such action have signed the consent, unless the consent specifies a different effective date. A copy of any action taken by written consent of the Members pursuant to this Section, which may along with any documents relevant and material thereto, shall be retroactiveprovided to all of the Members within two (2) calendar days of the effective date thereof. The record date for determining Members entitled to take action without a meeting shall be the date the first Member signs a written consent.

Action by Members Without a Meeting. Action Any action required or permitted to be taken at a meeting of Members may be taken without a meeting if the action is evidenced by one or more written consents describing the action taken, signed by the Members entitled to vote who hold the requisite number of Voting Units necessary to approve approving such action, action and delivered to the Secretary of the Company for inclusion in the minutes or Managers for filing with the Company records. Action Unless an action requires unanimous approval, the written consent will be effective upon approval by Members holding the number of Units necessary to approve the action. Any action taken under this Section 5.8 is effective when the Members entitled to vote and holding the requisite number of Voting necessary Units necessary to approve such action have signed the consent, unless the consent specifies a different effective date, which may be retroactive. The record date for determining Members entitled to take action without a meeting shall be the date the first Member signs a written consent.

Action by Members Without a Meeting. Action Actions required or permitted to be taken at a meeting of Members may be taken without a meeting if the action is are taken by Members who would be entitled to vote not less than the minimum number of votes that would be necessary to authorize or take the action. The action must be evidenced by one or more written consents describing the action taken, signed by the Members entitled to vote who hold the requisite number of Voting Units necessary to approve take such action, action and delivered to the Secretary of the Company for inclusion in the minutes or for filing with the Company its records. Action taken under this Section 11.7 is effective when the Members entitled to vote and holding the requisite number of Voting Units necessary required to approve such action have signed the consent, unless the consent specifies a different effective date, which may be retroactive. The record date for determining Members entitled to take action without a meeting shall be is the date the first Member signs a written consent.

Action by Members Without a Meeting. Action required or permitted to be taken at a meeting of Members may be taken without a meeting if the action is evidenced by one or more written consents or approvals describing the action taken, taken and signed by Members entitled to vote who hold holding sufficient Voting Interests, as the requisite number of Voting Units necessary case may be, to approve such action, and delivered to the Secretary action had such action been properly voted on at a duly called meeting of the Company for inclusion in the minutes or for filing with the Company recordsMembers. Action taken under this Section 7.9 is effective when the Members entitled to vote and holding with the requisite number of Interests or Voting Units necessary to approve such action Interests, as the case may be, have signed the consentconsent or approval, unless the consent specifies a different effective date, which may be retroactive. The record date for determining Members entitled to take action without a meeting shall be the date the first Member signs a written consent. Notice of any approved action taken under this Section 7.9 shall be provided to all Members.

Action by Members Without a Meeting. Action required or permitted to be taken at a meeting of Members, for matters which the Members may approve by the express terms of this Agreement, may be taken without a meeting if the action is evidenced by one or more written consents describing the action taken, signed by sufficient Members entitled to vote who hold the requisite number of Voting Units necessary to approve such actionobtain the vote required pursuant to the terms of this Agreement, and delivered to the Secretary Manager of the Company for inclusion in the minutes or for filing with the Company records. Action taken under this Section 9.9 is effective when the sufficient Members entitled to vote and holding the requisite number of Voting Units necessary to approve such action obtain the vote required have signed the consent, unless the consent specifies a different effective date, which may be retroactive. The record date for determining Members entitled to take action without a meeting shall be the date the first Member signs a written consent.

Action by Members Without a Meeting. Action required or permitted to be taken at a meeting of Members Any action requiring Member consent may be taken without a meeting if the action is evidenced by one or more written consents describing the such action taken, signed are executed by Members entitled to vote who hold the requisite number of Voting holding sufficient Units necessary to approve such action, and . Such consents shall be delivered to the Secretary of the Company Administrative Member for inclusion in the Company's minutes or for filing with the Company recordsand notice of such action shall be given to each Member who did not sign such consent as provided in Section 17.1, within three (3) business days. Action taken under this Section is 6.3 shall be effective when the requisite Members entitled to vote and holding the requisite number of Voting Units necessary to approve such action have signed the consentconsent or consents and delivered them to the Administrative Member, unless the consent specifies such consents specify a different effective date, which may be retroactive. The record date for determining Members entitled to take action without a meeting shall be the date the first Member signs a written consent.

Action by Members Without a Meeting. Action required or permitted to be taken at a meeting of Members may be taken without a meeting if the action is evidenced by one or more written consents describing the action taken, signed by all of the Members entitled required to vote who hold take such action (except for matters requiring the requisite number Consent of Voting Units necessary to approve such actionthe Members Committee), and delivered to the Secretary of the Company for inclusion in the minutes or for filing with the Company records, and notice of such action is delivered to the Members not signing the written consent(s) within five days. Action taken under this Section 7.10 is effective when all of the Members entitled required to vote and holding the requisite number of Voting Units necessary to approve take such action have signed the consent, unless the consent specifies a different effective date, which may be retroactive. The record date for determining Members entitled to take action without a meeting shall be the date the first Member signs a written consent.

Action by Members Without a Meeting. Action required or permitted to be taken at a meeting of Members may be taken without such a meeting if the action is evidenced by one or more written consents describing the action taken, signed taken and executed by Members holding, in the aggregate, the number of Units entitled to vote who hold the requisite number of Voting Units necessary required to approve such action, and delivered to the Secretary action at a meeting of the Company for inclusion in the minutes or for filing with the Company recordsMembers at which all Members are present. Action taken under this Section is 7.8 shall be effective when Members owning the Members number of Units entitled to vote and holding the requisite number of Voting Units necessary required to approve such action have signed the consentsuch consents, unless the consent specifies such consents specify a different effective date, which may be retroactive. The record date for determining Members entitled to take action without a meeting shall be the date the first Member signs a written consent.

Action by Members Without a Meeting. Action required or permitted ----------------------------------- to be taken at a meeting of Members may be taken without a meeting if the action is evidenced by one or more written consents or approvals describing the action taken, taken and signed by Members entitled to vote who hold holding sufficient Voting Interests, as the requisite number of Voting Units necessary case may be, to approve such action, and delivered to the Secretary action had such action been properly voted on at a duly called meeting of the Company for inclusion in the minutes or for filing with the Company recordsMembers. Action taken under this Section 7.9 is effective when the Members entitled to vote and holding with the requisite number of Interests or Voting Units necessary to approve such action Interests, as the case may be, have signed the consentconsent or approval, unless the consent specifies a different effective date, which may be retroactive. The record date for determining Members entitled to take action without a meeting shall be the date the first Member signs a written consent.

Action by Members Without a Meeting. Action required or permitted to be taken at a meeting of Members may be taken without a meeting if the action is evidenced by one or more written consents describing the action taken, signed by Members entitled to vote who hold all of the requisite number of Voting Units necessary to approve such actionMembers, and delivered to the Secretary Managers of the Company for inclusion in the minutes or for filing with the Company records, with a copy of such consent transmitted to all Members within ten (10) days after such action becomes effective. Action taken under this Section is SECTION 8.9 shall be effective when the Members entitled to vote and holding the requisite number of Voting Units necessary required to approve such action have signed the consent, unless the consent specifies a different effective date, which may be retroactive. The record date for determining Members entitled to take action without a meeting shall be the date the first Member signs a written consentconsent or as otherwise agreed to by the Managers or Members.

Action by Members Without a Meeting. Action required or permitted to be taken at a meeting of Members may be taken without a meeting if the action is evidenced by one or more written consents describing the action taken, signed by a sufficient number of Members entitled to vote who hold or Members holding the requisite number Capital Units, as applicable, whose vote is necessary for the taking of Voting Units necessary to approve such action, the action described therein and delivered to the Secretary of the Company Members for inclusion in the minutes or for filing with the Company records. Action taken under this Section is effective when Members in the Members entitled to vote and requisite number or holding the requisite number of Voting Units necessary to approve such action Capital Units, as applicable, have signed the consent, unless the consent specifies a different effective date, which may be retroactive. The record date for determining Members entitled to take action without a meeting shall be the date the first Member signs a written consent. Notice of all actions so taken will be given as soon as practicable to all Members.

Action by Members Without a Meeting. Action required or permitted to be taken at a meeting of Members may be taken without a meeting if the action is evidenced by one or more written consents describing the action taken, signed by Members holding at least a majority of all Units in the Company capital, as adjusted from time to time, and entitled to vote who hold on the requisite number of Voting Units necessary to approve such action, subject matter and delivered to the Secretary of the Company for inclusion in the minutes or for filing with the Company records. Action taken under this Section section is effective when the Members holders of a majority of all Units entitled to vote and holding the requisite number of Voting Units necessary to approve such action have signed the consent, unless the consent specifies a different effective date, which may be retroactive. The record date for determining Members entitled to take action without a meeting shall be the date the first Member signs a written consent, unless otherwise provided in the written consent.

Action by Members Without a Meeting. Action Any action required or permitted to be taken at a meeting of Members may be taken without a meeting if the action is evidenced by one or more written consents describing the action taken, circulated to all the Members with an explanation of the background and reasons for the proposed action, signed by Members entitled to vote who hold the requisite that percentage or number of Voting Units necessary the Members required to take or approve the action. Any such action, and delivered to the Secretary of the Company for inclusion written consents shall be included in the minutes or for filing with the Company records. Action taken by written consent under this Section is shall be effective when on the date the required percentage or number of the Members entitled to vote and holding the requisite number of Voting Units necessary to approve such action have signed the consent, unless the consent specifies a different effective date, which may be retroactive. The record date for determining Members entitled to take action without a meeting shall be the date the first Member signs a written consentconsent is circulated to the Members.

Action by Members Without a Meeting. Action required or permitted to be taken at a meeting of Members may be taken without a meeting if the action is evidenced by one or more written consents describing the action taken, signed by Members provided such consent is delivered to each Member entitled to vote who hold the requisite number of Voting Units necessary to approve such action, and that signed consents from those Members holding at least a Majority Interest are delivered to the Secretary of the Company Managing Member(s) for any inclusion in the minutes or for filing with the Company records. Action Any action taken under this Section 15.5 is effective when the Members holding at least a Majority Interest of Membership Interests entitled to vote and holding the requisite number of Voting Units necessary to approve such action have signed the consent, unless the consent specifies a different effective date, which may be retroactive. The record date for determining Members entitled to take action without a meeting shall be the date the first Member entitled to vote signs a written consent.

Action by Members Without a Meeting. Action required or permitted to be taken at a meeting of Members may be taken without a meeting if the action is evidenced by one or more written consents or approvals describing the action taken, taken and signed by Members entitled to vote who hold the requisite number of Voting Units necessary holding sufficient Membership Interests to approve such action, and delivered to the Secretary action had such action been properly voted on at a duly called meeting of the Company for inclusion in the minutes or for filing with the Company recordsMembers. Action taken under this Section SECTION 7.10 is effective when the Members entitled to vote and holding with the requisite number of Voting Units necessary to approve such action Membership Interests have signed the consentconsent or approval, unless the consent specifies a different effective date, which may be retroactive. The record date for determining Members entitled to take action without a meeting shall be the date the first Member signs a written consent. The Manager shall Syntroleum-Sweetwater Company Agreement ------------------------------------------------------------------------------ CONFIDENTIAL provide prompt notice to all Members of the taking of any action by written consent under this SECTION 7.10.

Action by Members Without a Meeting. Action required or permitted to be taken at a meeting of Members may be taken without a meeting if the action is evidenced by one or more written consents describing the action taken, signed by the Members entitled to vote who hold holding a majority of the requisite Common Units held by Members, or such greater number of Voting Units necessary as may be required to approve such action, action and delivered to the Secretary of the Company for inclusion in the minutes or for filing with the Company recordsrecords with a copy of such consent transmitted to all Members within ten (10) days after such action becomes effective. Action taken under this Section SECTION 7.9 is effective when the Members entitled to vote and holding the requisite number of Voting Units necessary Members required to approve such action have signed the consent, unless the consent specifies a different effective date, which may be retroactive. The record date for determining Members entitled to take action without a meeting shall be is the date the first Member signs a written consent.