Approval of the Board of Directors Clause Examples

Approval of the Board of Directors. Except for any transfers of Exchangeable Shares to Parent or any of its Affiliates pursuant to the provisions hereof or the Exchangeable Share Provisions, the Holder shall not be entitled to transfer any Exchangeable Shares except as explicitly permitted pursuant to the articles of incorporation of the Corporation. Parent and the Board of Directors shall not sanction any transfer of Exchangeable Shares (other than to Parent or any of its Affiliates pursuant to the provisions hereof or the Exchangeable Share Provisions) unless, as a condition precedent to any such transfer of Exchangeable Shares, the transferee, if it is not a party to this Agreement, executes and delivers an agreement in form and containing terms satisfactory to Parent and the Corporation, acting reasonably, whereby the transferee shall become a party hereto and shall agree to be bound by the provisions hereof as if the transferee was an original party hereto, and thereupon the transferee shall have the same rights, and shall be subject to the same obligations, as the transferor hereunder.

Approval of the Board of Directors. So long as any shares of Series B Preferred Stock are outstanding, the Company shall not take any action which is required to be taken only with the consent or approval of a majority of the Company’s Board of Directors without the consent or approval of the Series B Director.

Approval of the Board of Directors. The Board of Directors has approved the terms of this Agreement and shall execute an appropriate resolution which shall be certified by the Secretary thereof.

Approval of the Board of Directors. The approval of the Board of Directors, in their sole discretion; or

Approval of the Board of Directors. The Board of Directors of the ---------------------------------- Company has taken all actions necessary or appropriate to authorize and to ratify the execution, delivery and performance of this Agreement and each other Document, other agreement or instrument contemplated herein and the transactions contemplated hereby, including authorization of the issuance, sale and delivery of the shares of Series C Preferred Stock and the Warrants, and declared advisable and submitted to the stockholders for approval and recommended that the stockholders approve (a) the amendment to the Company's Restated Certificate of Incorporation increasing the Company's authorized shares of Common Stock (the "Amended Restated Certificate of Incorporation"), and (b) the transactions --------------------------------------------- contemplated herein (the approvals referred to in clauses (a) and (b) hereof, referred to hereinafter as the "Stockholder Approval"). --------------------

Approval of the Board of Directors. Except for those matters requiring approval of a Supermajority of the Voting Power pursuant to Section 2.4(b), approval by a Majority of the Voting Power shall be the act and approval of the Board.

Approval of the Board of Directors. The Association reserves the right to require its approval of any subsequent renewal of this Lease past the initial term of the same. The Association shall be entitled to decline to approve any subsequent terms of this Lease for any reason or no reason, in its sole discretion. Once Landlord is notified by Association that it intends to exercise its right under this subsection, Landlord shall have an affirmative obligation to respond to the Association, within seven (7) days, providing information regarding when the term of the Lease is due to expire and when such approval of renewal would be needed by Landlord for purposes of providing notice to tenant in the event the Association declines to approve Lease and Landlord must terminate the same.

Approval of the Board of Directors. (a) Notwithstanding anything to the contrary contained in this Agreement, the Manager (or the officers and agents acting at the Manager’s direction or request), on behalf of the Company or on behalf of any of the Company’s Subsidiaries, shall not take (and shall not permit any of the Company’s Subsidiaries to take) any of the following actions without the Approval of the Board of Directors: (i) approve any Annual Operating Plan and Budget; (ii) unless specifically provided in the applicable Annual Operating Plan and Budget, enter into, execute, deliver, amend and perform any agreement, contract, document, certification or instrument binding the Company in connection with any Project after the date hereof that causes or obligates the Company to incur or make expenditures in excess of $1,000,000; (iii) make any expenditure not otherwise subject to approval under this ‎Section 2.4 which exceeds by more than 20% the amount set forth in the appropriate line item for such expenditure in the Annual Operating Plan and Budget or which exceeds by more than 10% the amount of the aggregate Annual Operating Plan and Budget; (iv) sell, transfer, farm out or otherwise dispose of (directly or indirectly) any property or assets of the Company having a value in excess of $1,000,000; (v) make any material changes to the Company’s operating strategy; (vi) authorize any change (whether by conversion, recapitalization, Internal Restructure or otherwise) in the legal form of the Company from a limited liability company to any other type of legal entity; (vii) mortgage, pledge, assign in trust or otherwise encumber any property or assets of the Company, or assign any monies owed or to be owed to the Company, except for customary liens or other encumbrances contained in or arising under operating or similar agreements executed by or binding on the Company or to secure Indebtedness; (viii) select, engage or dismiss the Company’s independent certified public accountants, which accounting firm as of the date of this Agreement is EKSH, LLLP; (ix) authorize or permit the Company to conduct any business outside of the Area of Mutual Interest as of the date of this Agreement; (x) engage in any transactions with any Member, Director, officer, employee or other Affiliate of the Company, or their respective Affiliates, except (A) this Agreement, (B) for reimbursement of reasonable business expenses of employees or contractors incurred in the ordinary course of the Company’s business, and (C...

Approval of the Board of Directors. Converse shall have obtained ---------------------------------- approval of the Converse's Board of Directors of this Agreement in the form attached hereto as Exhibit D;