Approval Rights of Members Sample Clauses

Approval Rights of Members. (a) Notwithstanding anything to the contrary in this Agreement, the Company and the Board of Managers shall not, and shall take all action possible to ensure that each Subsidiary of the Company shall not, without the prior written consent of a Majority Interest:
Sample 1Sample 2Sample 3
AutoNDA by SimpleDocs
Approval Rights of Members. (a) For the purposes of this Agreement, (i) Azoff Member hereby designates Azoff (the “Azoff Member Designee”) as the initial Azoff Member Designee having the sole and exclusive right, power and authority to act on behalf of, and to bind, Azoff Member in Azoff Member’s capacity as a Member; and (ii) MSG Member hereby designates Xxxxx (the “MSG Member Designee”) as the initial MSG Member Designee having the sole and exclusive right, power and authority to act on behalf of, and to bind, MSG Member in MSG Member’s capacity as a Member. Neither Member shall have the right to remove or replace the other Member’s Designee, except to the extent permitted pursuant to Article 6. Any change by a Member in its Designee shall be set forth in a written notice provided to the other Member.
Sample 1Sample 2
Approval Rights of Members. 6.4.1 Prior to the Managing Member taking any action listed in Exhibit F (each, a “Major Action”), the Managing Member shall provide Notice to the Operating Member of such proposed Major Action, an analysis of the proposed Major Action and the reason for such Major Action. The Operating Member shall have ten (10) Business Days from its receipt of the Notice to review the information provided and either provide Notice of its Consent or non-Consent to such Major Action. If the Operating Member does not Consent to such Major Action, the Operating Member shall provide to the Managing Member a summary of the reason for its rejection and such additional information supporting such reason as the Managing Member may reasonably request. The Members shall then engage in good faith negotiations to come a joint consensus as to such action.
Sample 1
Approval Rights of Members. Notwithstanding anything to the contrary contained in this Agreement, the approval of a Required Interest shall be required in order to: [***] PORTIONS OF THIS EXHIBIT WERE OMITTED AND HAVE BEEN FILED SEPARATELY WITH THE SECRETARY OF THE COMMISSION PURSUANT TO AN APPLICATION FOR CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT; [***] DENOTES OMISSIONS. [***] PORTIONS OF THIS EXHIBIT WERE OMITTED AND HAVE BEEN FILED SEPARATELY WITH THE SECRETARY OF THE COMMISSION PURSUANT TO AN APPLICATION FOR CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT; [***] DENOTES OMISSIONS.
Sample 1
Approval Rights of Members. Notwithstanding anything to the contrary contained in this Agreement, the approval of a Required Interest shall be required in order to:
Sample 1
Approval Rights of Members. Notwithstanding Section 4.1 or Article III of this Agreement, the Managers shall not amend the Certificate in any manner that, if contained in an amendment to this Agreement or an action described in Section 3.3, would require the Approval of Members or the separate approval of Visa without first obtaining such approval. Except as provided in this Section 4.2 or as may be otherwise expressly provided under this Agreement or the Act, the Members shall not have the right to approve any other actions or decisions of the Manager with respect to matters relating to the Company.
Sample 1
Approval Rights of Members. Notwithstanding Section 4.1 or Article III of this Agreement, none of the following actions may be taken by the Company (whether by the Managers or otherwise) without the prior written consent of the Members:
Sample 1
AutoNDA by SimpleDocs

Related to Approval Rights of Members

  • Rights of Members Except as otherwise provided in this Agreement, (a) each Member shall look solely to the assets of the Company for the return of its Capital Contribution, (b) no Member shall have the right or power to demand or receive property other than cash from the Company and (c) except as provided in this Agreement, no Member shall have priority over any other Member as to the return of its Capital Contributions, distributions or allocations.

  • Approval Rights From the date hereof and until the Final Closing Date as described in Section 1(c), the Company shall not take any of the following actions without the prior written consent of the Purchaser, in its sole discretion:

  • Voting Rights of Members The Members shall have voting rights as defined by the Membership Voting Interest of such Member and in accordance with the provisions of this Agreement. Members do not have a right to cumulate their votes for any matter entitled to a vote of the Members, including election of Directors.

  • Transfers of Membership Interests (a) A Member may not transfer, assign, sell, pledge, hypothecate or otherwise dispose of any of the attributes of his, her or its Membership Interest (collectively, a “Transfer”), in whole or in part, to any Person without the prior written consent of the Board of Managers, which consent the Board of Managers may withhold in its sole discretion, and any attempted Transfer of a Membership Interest shall be null and void ab initio unless effected in accordance with this Article XI.

  • Approval of Stockholders If an option is granted by this Agreement prior to approval of the stockholders of the Plan, the option granted shall be null and void unless stockholder approval is obtained within twelve months after the Plan was adopted.

  • Transfer of Membership Interests (a) The Member may transfer its Membership Interest, in whole but not in part, but the transferee shall not be admitted as a Member except in accordance with Section 6.07. Until the transferee is admitted as a Member, the Member shall continue to be the sole member of the Company (subject to Section 1.02) and to be entitled to exercise any rights or powers of a Member of the Company with respect to the Membership Interest transferred.

  • Rights of Stockholders No holder of this Warrant shall be entitled, as a Warrant holder, to vote or receive dividends or be deemed the holder of the Shares or any other securities of the Company which may at any time be issuable on the exercise hereof for any purpose, nor shall anything contained herein be construed to confer upon the holder of this Warrant, as such, any of the rights of a stockholder of the Company or any right to vote for the election of directors or upon any matter submitted to stockholders at any meeting thereof, or to give or withhold consent to any corporate action (whether upon any recapitalization, issuance of stock, reclassification of stock, change of par value, consolidation, merger, conveyance, or otherwise) or to receive notice of meetings, or to receive dividends or subscription rights or otherwise until the Warrant shall have been exercised and the Shares purchasable upon the exercise hereof shall have become deliverable, as provided herein.

  • Approval by Limited Partners of Merger or Consolidation (a) Except as provided in Section 14.3(d), the General Partner, upon its approval of the Merger Agreement, shall direct that the Merger Agreement be submitted to a vote of Limited Partners, whether at a special meeting or by written consent, in either case in accordance with the requirements of Article XIII. A copy or a summary of the Merger Agreement shall be included in or enclosed with the notice of a special meeting or the written consent.

  • Powers of Members The Members shall have the power to exercise any and all rights or powers granted to the Members pursuant to the express terms of this Agreement. Except as expressly provided herein, the Members shall have no power to bind the Company and no authority to act on behalf of the Company.

Time is Money Join Law Insider Premium to draft better contracts faster.