Approval of Certain Matters. Notwithstanding Section 3.3 (other than Section 3.3(m)) and this Section 3.4, the Board shall not authorize, approve or ratify any of the following actions or any plan with respect thereto without the prior approval of a Majority in Interest of Class A Members, which approval may be in the form of an action by written consent of a Majority in Interest of Class A Members:
Approval of Certain Matters. The Company shall not, and shall not permit any of its Subsidiaries to, directly or indirectly, take any of the following actions without the prior written approval of both the CIG Media Parties and the NBCU Parties (for purposes of this Section 5 and Section 14, all of the CIG Media Parties are deemed to be one Stockholder and all of the NBCU Parties are deemed to be one Stockholder); provided that in the event the CIG Media Parties or the NBCU Parties, as the case may be, hold less than 25% of the number of outstanding Voting Shares, such Stockholder’s prior written approval pursuant to this Section 5 shall not be required (a Stockholder whose prior written approval is required pursuant to this Section 5 being an “Approval Stockholder”):
Approval of Certain Matters. SECTION 5.1 CLASS B SHAREHOLDER COMMITTEE APPROVAL.
Approval of Certain Matters. (a) The Representative Director and the Chief Operating Officer, acting individually or jointly, shall not and shall not permit the Company or any Subsidiary of the Company to take or agree to take any of the following actions or engage in any of the following transactions without the prior approval of the Board of Directors in accordance with the provisions of this Agreement:
Approval of Certain Matters. In addition to any other actions or approvals required under the Act or the Bye-Laws, each of SCA and the Shareholder Entity Nominee agree that until the occurrence of the Voting Restriction Termination Event, (i) the acquisition, sale, lease or transfer of all or substantially all of the assets of SCA, (ii) the discontinuance or redomestication of SCA out of Bermuda to another jurisdiction, (iii) mergers or amalgamations and (iv) the liquidation, dissolution or winding-up of SCA shall, in each case, require, as a condition to consummation thereof, the approval by the affirmative vote of at least sixty-six and two-thirds percent (66 2/3%) of the votes cast in accordance with the provisions of the Bye-Laws; provided that this Section 2(e) shall not apply to the approval of any of the Transactions (as such term is defined in the Master Restructuring Agreement).
Approval of Certain Matters. So long as the Minority Shareholder Representative on behalf of the Minority Shareholders shall have the right to nominate two directors for election to the Board, the Company shall not, and shall not permit any of its subsidiaries to, directly or indirectly, take any of the following actions without the prior approval of that certain Minority Shareholder Designee, which the Minority Shareholder Representative has designated, in writing from time to time, for such purpose to the Board:
Approval of Certain Matters. The Company shall not take, and the Manager covenants and agrees that it shall not undertake on behalf of the Company, any of the following actions without the approval of the Members acting by a Majority Vote:
Approval of Certain Matters. During the term of this Agreement, Holdings hereby agrees not to take, or permit to be taken, any of the following actions, or engage in any of the following transactions, without the approval of LLC in accordance with the LLC Operating Agreement:
Approval of Certain Matters. Until the earlier to occur of (i) the fifteenth anniversary of the IPO Closing Date and (ii) the date that Seven no longer beneficially owns at least 250,000 shares of Common Stock, neither the Company nor MGM Studios nor any of their Subsidiaries shall (A) sell or agree to sell or (B) license or agree to license for a period of more than three years in substantially all major territories of the world in one transaction or a series of related transactions all or 85% or more of the films then in the library of the Company, MGM Studios and their Subsidiaries unless such sale, license or agreement shall have been unanimously approved by the board of directors of the Company. Thereafter, any such sale, license or agreement shall only require the approval of a majority of a quorum of directors at a duly called meeting of the board of directors of the Company.
Approval of Certain Matters. Notwithstanding any provision of this Partnership Agreement or the Act to the contrary, for so long as Vodafone holds, directly or through one or more Included Affiliates, a Partnership Interest of at least 20%, the following matters require the approval by at least two (2) Representatives appointed by the Xxxx Atlantic Designated Partner and two (2) Representatives appointed by the Vodafone Designated Partner, at a meeting of the Board of Representatives or by written consent, and neither the Board of Representatives nor the Officers shall have power or authority to do or perform any act with respect to any of the following matters without such approvals or consents given in accordance with the provisions of this Partnership Agreement:
