Prohibited Action. The officers shall not, unless the Board has given prior written approval: (a) do any act in contravention of this Agreement in its present form or as amended; (b) do any act that would make it impossible to carry on the ordinary business of the Company; (c) confess a judgment against the Company; (d) settle any claim the Company may have against an officer or its Affiliates; (e) amend this Agreement if such amendment materially and adversely affects the rights or duties of a Member; (f) admit an additional officer or a substituted officer; or (g) take any action that would constitute a Capital Transaction or Change in Control. To the extent the Board’s consent is required for any of the foregoing matters, the Board shall provide their consent or disapproval in writing to the officers within 15 days after request by the officers. The failure of the Board to provide such written consent or disapproval within said time period shall be deemed disapproval by the Board to the matter under consideration.
Appears in 1 contract
Sources: Operating Agreement
Prohibited Action. The officers shall not, unless the Board has given prior written approval: :
(a) do any act in contravention of this Agreement in its present form or as amended; ;
(b) do any act that would make it impossible to carry on the ordinary business of the Company; ;
(c) confess a judgment against the Company; ;
(d) settle any claim the Company may have against an officer or its Affiliates; ;
(e) amend this Agreement if such amendment materially and adversely affects the rights or duties of a Member; ;
(f) admit an additional officer or a substituted officer; or or
(g) take any action that would constitute a Capital Transaction or Change in Control. To the extent the Board’s consent is required for any of the foregoing matters, the Board shall provide their consent or disapproval in writing to the officers within 15 days after request by the officers. The failure of the Board to provide such written consent or disapproval within said time period shall be deemed disapproval by the Board to the matter under consideration.
Appears in 1 contract