By Consent. Except as otherwise provided in this Agreement, the terms and provisions of this Agreement may be amended with the consent of the Board and without the need to seek the consent of any Member; provided, however, that no amendment shall be made pursuant to this 11.1.1 if such amendment would (1) have a materially adverse effect on the rights and preferences of the Members (or any class of Members) unless approved by Members holding a majority of Units (or the Members holding a majority of the Units of such class); (2) adversely and disproportionately affect any Member unless approved by such affected Member; (3) diminish or waive in any material respect the duties and obligations of the Board to the Company or the Members unless approved by Members holding a majority of Units; or (4) conflict with the Delaware Act, the Investment Company Act or other applicable law.
Appears in 9 contracts
Samples: Limited Liability Company Agreement (Goldman Sachs Private Markets Fund 2018 (A) LLC), Limited Liability Company Agreement (Goldman Sachs Private Markets Fund 2018 (B) LLC), Limited Liability Company Agreement (Goldman Sachs Private Markets Fund 2018 (B) LLC)
