Amendment by Members. 3 Article II Management of the Company
Amendment by Members. So long as they are Members, a vote of both BioNumerik Pharmaceuticals, Inc. ("BioNumerik") and Grelan Pharmaceutical Co., Ltd. ("Grelan") acting in their capacity as Members, is required to amend this Agreement and any Certificate.
Amendment by Members. Except as otherwise stated in 13.3 the written approval of each Member shall be required to amend or waive any provision of this Agreement.
Amendment by Members. These CC&Rs may be amended only by affirmative vote or agreement of the Owners representing 75 percent or more of the total votes in the Association.
Amendment by Members. Any Manager or any Member may propose any amendment to the Company’s Articles of Organization or this Agreement to the Members. Such proposed amendment shall become effective at such time as it has been approved by the Members holding a majority of the Units.
Amendment by Members. This Agreement may be amended, modified and changed with the vote of the Members holding at least eighty percent (80%) of the Units and the written consent of the Manager. No amendment, modification or change shall effectively reduce the number of Unit(s) held by any particular Member unless such Member has consented in writing to such amendment, modification or change that reduces the Unit(s) held by such Member.
Amendment by Members. Except as provided in Section 6.1(b), this Agreement may be amended with the written concurrence of Members having aggregate Participating Percentages of more than fifty percent (50%) of the aggregate Participating Percentages of all of the Members (or such greater number as required by applicable law); provided, however, that absent the approval of all Members no amendment shall:
Amendment by Members. Except as may be specifically provided below in this Section 12.3 and Section 12.4, this Agreement may only be amended with the written concurrence of the Manager and the written consent of the other Members owning a majority of the Interests (which shall mean that only the Manager's consent is necessary if the Manager owns a majority of the Interests, in which case the other Members need not be solicited but shall be informed of the amendment). Notwithstanding anything contained in this Agreement to the contrary, any amendment of the provisions of, or rights or obligations described in, Articles III, IV, V, VI, VII and IX and Sections 2.3 and 12.3 shall require unanimous approval of all the Members; provided, however, that no consent of any Member (other than the Manager) shall be required to merge the Company into 33 36 another corporation, or to convert the Company into a corporation.
Amendment by Members. Except to reflect the issuance of additional Interests or the admission or termination of a Member in accordance with Section 6.1, Section 6.2, Section 12.7, Article 13, the Plan or any Employee Interest Award Agreement entered into pursuant to the Plan, and related adjustments in accordance with this Agreement, this Agreement may be amended only with the written concurrence of Capital Members having aggregate Capital Percentages of more than fifty percent (50%) (or such greater number as required by applicable law); provided, however, that absent the approval of all Capital Members no amendment shall:
Amendment by Members. This Agreement may be amended, modified and changed with the vote of a Majority of the Members and the written consent of the Manager, subject to Section 11.1.
