Class B Members definition

Examples of Class B Members in a sentence

• The actions taken at any meeting of Class B Members, however called and noticed, and wherever held, have the same validity as if taken at a meeting duly held after regular call and notice if, either before or after the meeting, each of the Class B Members entitled to vote, who was not present in person or by proxy, signs a written waiver of notice or consents to the holding of the meeting or approves the minutes of the meeting.

• Any transaction or agreement between the Company and any Manager, including any employment agreement or equity grant, shall be presumed to be fair and reasonable to the Company and its Members if approved by a majority vote of the members of the Board of Managers (with the affected Manager abstaining from participating in vote) or, alternatively, by a vote of a Majority Interest of the Class B Members.

• The record date for determining Class B Members entitled to give consent to Company action in writing without a meeting shall be the day on which the first written consent is given.

• Except where this Agreement or the Act requires the affirmative vote of a higher Percentage Interest of the Class B Membership Interests (such as where a Supermajority Interest is required and as set forth in this Section 4.8 or Section 5.1.4), the vote of Class B Members holding Membership Interests representing a majority (i.e., more than 50%) of the Percentage Interests of Class B Membership Interests shall be required for the approval of any act of the Company or the Manager.

• Upon written request to a Manager by any person entitled to call a meeting of Class B Members, the Manager shall immediately cause notice to be given to the Class B Members entitled to vote that a meeting will be held at a time requested by the person calling the meeting, not less than ten (10) days nor more than sixty (60) days after the receipt of the request.