Supermajority Approval. The Company, the Manager and the Board of Directors shall not (and shall cause the Company’s Subsidiaries not to) take any of the following actions unless Supermajority Approval is first obtained: (i) effecting the sale and transfer of all or substantially all of the assets of the Company (other than as part of a Drag-Along Sale); (ii) effecting the surrender or abandonment of any material part or parts of the Properties, including the area contemplated by Phase 1 and Phase 2; (iii) changing the business purpose of the Company; (iv) electing to permanently terminate the operations of the Project or to suspend operations or place the Project on care and maintenance; and (v) effecting any liquidation, insolvency, bankruptcy, creditors’ protection or any other Insolvency Event.
Appears in 3 contracts
Sources: Limited Liability Company Agreement (Lithium Americas Corp.), Limited Liability Company Agreement (Lithium Americas Corp.), Investment Agreement (Lithium Americas Corp.)
Supermajority Approval. The Company, the Manager and the Board of Directors shall not (and shall cause the Company’s Subsidiaries not to) take any of the following actions unless Supermajority Approval is first obtained:
(i) effecting the sale and transfer of all or substantially all of the assets of the Company (other than as part of a Drag-Along Sale);
(ii) effecting the surrender or abandonment of any material part or parts of the Properties, including the area contemplated by Phase 1 and Phase 2;
(iii) changing the business purpose of the Company;
(iv) electing to permanently terminate the operations of the Project or to suspend operations or place the Project on care and maintenance; and
(v) effecting any liquidation, insolvency, bankruptcy, creditors’ protection or any other Insolvency Event.. Limited Liability Company Agreement of Lithium Nevada Ventures LLC: Page 12
Appears in 1 contract
Sources: Limited Liability Company Agreement (Lithium Americas Corp.)