Supermajority Approval Required Clause Samples

Supermajority Approval Required. The following actions require the approval of at least one International Director and one Monaco Director: (i) approval of any new Business Plan or material modification of an existing Business Plan (for this purpose, any change by $50,000 or more during any Fiscal Year of any line item in the budget that is included in the Business Plan shall constitute a material modification of the Business Plan); (ii) to the extent not provided for in any Business Plan, the approval of: a. any capital and other expenditures in excess of $50,000; b. any acquisition or lease of real property in excess of $50,000, including the exercise of extension options under the Lease; c. the incurrence of debt, borrowings, guarantees or indemnities in excess of $50,000; d. any pledge or encumbrance of assets in excess of $50,000; e. the extension of credit in excess of $50,000, other than trade receivables in the ordinary course of business; f. the sale of assets of the Company in excess of $50,000, or otherwise outside the ordinary course of business; g. engaging in any single transaction outside of the ordinary course of business involving aggregate consideration in excess of $50,000; or (iii) any material change in product designs, programs or offerings; (iv) any increase in (or material change in the terms of) the funding obligations of any Member (whether in the form of capital contributions, loans, guarantees or otherwise); (v) any change in the distribution strategy of the Company or the distribution rights of the Members set forth in this Agreement, including any determination pursuant to Section 4.5(a); (vi) the entry by the Company into new markets or businesses; (vii) any issuance of additional Units; (viii) (A) the establishment of a subsidiary, (B) the acquisition of assets or shares of any other Person in excess of $100,000 in any single transaction or series of related transactions, other than inventory purchased in the ordinary course of business, (C) entering into any joint venture, collaboration or similar arrangement, (D) the acquisition of an interest in any entity or (E) the making of loans to any Person. (ix) appointment and removal of key officers, other than the Manufacturing Manager; (x) any change in the compensation of officers or employees of the Company, other than increases in the compensation of employees in the ordinary course of business as contemplated by the Business Plan; (xi) entry into or material change in the terms of any transaction or agreem...