Changes Affecting Members Sample Clauses

Changes Affecting Members. Notwithstanding anything to the contrary in Section 16.1, any amendment to this Agreement that would adversely affect the federal income tax treatment to be afforded a Member, adversely affect the liabilities of a Member, modify the consent and approval rights reserved by the Members, or change the method of allocation of Net Profits or Net Losses or Gain or Loss from Sale as provided in the Tax Compliance Addendum, or the distribution of Net Cash from Operations or Net Proceeds from Sale or Financing as provided in Section 7, shall require the approval of the Member affected; except that the Board is authorized to modify Section 7 or the Tax Compliance Addendum, without the consent of the Members, if, upon advice of counsel for the Company, the modification is necessary to cause the allocations under Section 7 or the Tax Compliance Addendum to have substantial economic effect or to be in accordance with the Members' Membership Interests under Section 704 of the Code and the most recently proposed or final regulations thereunder, so long as the modification does not, by its terms, alter the limited liability of the Members and provided that such modification is not likely to have a material effect on the amounts distributable to any Member pursuant to this Agreement.