Common use of Actions Requiring Consent of All Parties Clause in Contracts

Actions Requiring Consent of All Parties. In addition to other provisions of this Joint Venture Agreement and/or the Ancillary Agreements requiring the consent or approval of all the Parties, the unanimous specific written consent of each Party hereto shall be required before Company may take any of the following actions: 6.3.1. Establish annual operating budgets for Company which the Chief Executive Officer of Company shall prepare and submit no later than August 30 of each year for the following fiscal year; 6.3.2. Establish annual operating budgets for Company which the Chief Executive Officer of Company shall prepare and submit no later than August 30 of each year for the following fiscal year; Establish annual operating budgets for Company which the Chief Executive Officer of Company shall prepare and submit no later than August 30 of each year for the following fiscal year; 6.3.3. Establish annual operating budgets for Company which the Chief Executive Officer of Company shall prepare and submit no later than August 30 of each year for the following fiscal year; 6.3.4. Mortgage, pledge, encumber or hypothecate any of the assets of Company; 6.3.5. Change Company’s independent chartered or certified public accountants after the same have been appointed by the mutual consent of the parties.; 6.3.6. Change or allow a change in the accounting procedures employed in the maintaining Company’s books of account or in preparing financial statements with respect to the operations of Company or Company’s Business; 6.3.7. Obligate Company as a surety, guarantor or accommodation party to any obligation, lend funds belonging to Company to any third party, or extend credit to any person, firm or entity, on behalf of Company, other than in the ordinary course of business; 6.3.8. File material litigation against third parties on behalf of Company or confess judgment on behalf of Company; 6.3.9. Amend the Articles of Organization of Company; 6.3.10. Cause Company to issue any Equity Interest or any debt securities or to increase its capitalization; 6.3.11. Borrow any money on behalf of Company requiring a mortgage or other form of security in favor of the lender, except that a security interest in inventory and receivables authorized by the Chief Executive Officer of the Company in the ordinary course of business shall be permissible; 6.3.12. Cause Company to merge or consolidate with or into any other legal entity or acquire any other legal entity; 6.3.13. Cause Company to dissolve or to liquidate; 6.3.14. Cause Company to engage in any business activity which is outside the scope of Company’s Business; 6.3.15. Form any subsidiary or other legal entity; 6.3.16. Cause Company to enter into a transaction or business relationship with any of the Parties hereto, other than as may be expressly provided for by this Agreement and/or the Ancillary Agreements, other than on an arm’s-length basis, and on prices and terms no more favorable to the Party than could have been obtained from an independent third party;

Actions Requiring Consent of All Parties. In addition to other provisions of this Joint Venture Agreement and/or the Ancillary Agreements requiring the consent or approval of all of the Parties, the unanimous specific written consent of each Party hereto shall be required before the Company may take any of the following actions: 6.3.1. Establish 6.3.1 establish annual operating budgets for the Company (proposals in respect of which the Chief Executive Officer of the Company shall prepare and submit to the Board of Directors of the Company no later than August June 30 of each year for the following fiscal yearaccounting reference period); 6.3.2. Establish annual operating budgets for Company which 6.3.2 determine the Chief Executive Officer amount of Company shall prepare and submit no later than August 30 funds to be allocated to the purchase of each year for the following fiscal year; Establish annual operating budgets for Company which the Chief Executive Officer of Company shall prepare and submit no later than August 30 of each year for the following fiscal yearMaterials, Masterbatch or Product; 6.3.3. Establish annual operating budgets for Company which 6.3.3 sell, assign, transfer, exchange or otherwise dispose of any assets of the Chief Executive Officer Company, other than in the ordinary course of Company shall prepare and submit no later than August 30 of each year for the following fiscal yearbusiness; 6.3.4. Mortgage6.3.4 mortgage, pledge, encumber or hypothecate any of the assets of the Company; 6.3.5. Change 6.3.5 change the Company’s independent chartered or certified public accountants auditors after the same have been appointed by the mutual consent of the parties.Parties; 6.3.6. Change 6.3.6 change or allow a change in the accounting procedures employed in maintaining the maintaining Company’s books of account or in preparing financial statements with respect to the operations of the Company or the Company’s Business; 6.3.7. Obligate 6.3.7 obligate the Company as a surety, guarantor or accommodation party to any obligation, lend funds belonging to the Company to any third party, or extend credit to any person, firm or entitycorporation, on behalf of the Company, other than in the ordinary course of business; 6.3.8. File 6.3.8 file material litigation against third parties on behalf of the Company outside the ordinary course of the Company’s Business or confess submit to judgment on behalf of the Company; 6.3.9. Amend 6.3.9 amend the Memorandum of Association or the Articles of Organization of CompanyAssociation; 6.3.10. Cause Company to issue 6.3.10 issue, allot, redeem, purchase or grant options over any Equity Interest part of its share capital or any debt other securities or to increase reorganise its capitalizationshare capital in any way; 6.3.11. Borrow 6.3.11 borrow any money on behalf of Company terms requiring a mortgage or other form of security over the Company’s assets in favor favour of the lender, except that a security interest in over the Company’s inventory and receivables authorized authorised by the Chief Executive Officer of the Company in the ordinary course of business shall be permissible; 6.3.12. Cause Company to merge 6.3.12 sell, transfer, lease, licence or consolidate with or into in any other legal entity way dispose of any of its assets otherwise than in the ordinary course of its business or acquire any other corporation or legal entity; 6.3.13. Cause Company to 6.3.13 dissolve or to liquidateliquidate other than in accordance with the requirements of this Agreement; 6.3.14. Cause Company to 6.3.14 engage in any business activity which is outside the scope of the Company’s Business; 6.3.15. Form 6.3.15 form any subsidiary or other legal entitycorporation; 6.3.16. Cause Company to 6.3.16 enter into a transaction or business relationship with any of the Parties hereto, other than except as may be expressly provided for by this Agreement and/or the Ancillary Agreements, other than or on an arm’s-length basis, and on prices and terms no more favorable favourable to the Party than could have been obtained from an independent third party; 6.3.17 establish pricing, discount structures, and terms of trade for the Product in the Territory; 6.3.18 sell, licence or otherwise convey the Process, Knowhow or NTI Trade Secrets, or any right thereto deriving from this Agreement or the Ancillary Agreements to any third party; 6.3.19 engage or dismiss any management staff of the Company and/or fix compensation for any management staff, including bonus and perquisites; 6.3.20 except in accordance with Article 8, pay any emoluments or make any other payments for the provision of services to any person employed by or connected with a shareholder or to any person connected with any such person; 6.3.21 make any Distributions.

Actions Requiring Consent of All Parties. In addition to other provisions of this the Shareholders Joint Venture Agreement and/or the Ancillary Agreements requiring the consent or approval of all the Parties, the unanimous specific written consent of each Party hereto shall be required before Company the Corporation may take any of the following actions: 6.3.17.3.1. Establish annual operating budgets for Company the Corporation which the Chief Executive Officer of Company the Corporation shall prepare and submit no later than August June 30 of each year for the following fiscal year; 6.3.27.3.2. Establish annual operating budgets Determine the amount of funds to be allocated to the purchase of Masterbatch, Product, or goods and services for Company which the Chief Executive Officer of Company shall prepare and submit no later than August 30 of each year for the following fiscal year; Establish annual operating budgets for Company which the Chief Executive Officer of Company shall prepare and submit no later than August 30 of each year for the following fiscal yearOther Agreed Upon Technologies; 6.3.37.3.3. Establish annual operating budgets for Company which Sell, assign, transfer, exchange or otherwise dispose of any assets of the Chief Executive Officer Corporation, other than in the ordinary course of Company shall prepare and submit no later than August 30 of each year for the following fiscal yearbusiness; 6.3.47.3.4. Mortgage, pledge, encumber or hypothecate any of the assets of Companythe Corporation; 6.3.57.3.5. Change Companythe Corporation’s independent chartered or certified public accountants after the same have been appointed by the mutual consent of the parties.; 6.3.67.3.6. Change or allow a change in the accounting procedures employed in maintaining the maintaining CompanyCorporation’s books of account or in preparing financial statements with respect to the operations of Company the Corporation or Companythe Corporation’s Business; 6.3.77.3.7. Obligate Company the Corporation as a surety, guarantor or accommodation party to any obligation, lend funds belonging to Company the Corporation to any third party, or extend credit to any person, firm or entity, on behalf of Companythe Corporation, other than in the ordinary course of business; 6.3.87.3.8. File material litigation against third parties on behalf of Company the Corporation or confess judgment on behalf of Companythe Corporation; 6.3.97.3.9. Amend the Articles of Organization Association of Companythe Corporation; 6.3.107.3.10. Cause Company the Corporation to issue any Equity Interest common shares or any debt securities or to increase its capitalization; 6.3.117.3.11. Borrow any money on behalf of Company the Corporation requiring a mortgage or other form of security in favor of the lender, except that a security interest in inventory and receivables authorized by the Chief Executive Officer of the Company Corporation in the ordinary course of business shall be permissible; 6.3.127.3.12. Cause Company the Corporation to merge or consolidate with or into any other legal entity or acquire any other legal entity; 6.3.137.3.13. Cause Company the Corporation to dissolve or to liquidate; 6.3.14. Cause Company to engage in any business activity which is outside the scope of Company’s Business; 6.3.15. Form any subsidiary or other legal entity; 6.3.16. Cause Company to enter into a transaction or business relationship with any of the Parties hereto, other than as may be expressly provided for by this Agreement and/or the Ancillary Agreements, other than on an arm’s-length basis, and on prices and terms no more favorable to the Party than could have been obtained from an independent third party;

Actions Requiring Consent of All Parties. In addition to other provisions of this the Shareholders Joint Venture Agreement and/or the Ancillary Agreements requiring the consent or approval of all the Parties, the unanimous specific written consent of each Party hereto shall be required before Company the Corporation may take any of the following actions: 6.3.1. 7.3.1 Establish annual operating budgets for Company the Corporation which the Chief Executive Officer of Company the Corporation shall prepare and submit no later than August 30 October 31st of each year for the following fiscal year; 6.3.2. Establish annual operating budgets for Company which 7.3.2 Determine the Chief Executive Officer amount of Company shall prepare funds to be allocated to the purchase of Masterbatch, Product, and submit no later than August 30 of each year for the following fiscal year; Establish annual operating budgets for Company which the Chief Executive Officer of Company shall prepare and submit no later than August 30 of each year for the following fiscal yearOther Agreed Upon Technologies; 6.3.3. Establish annual operating budgets for Company which 7.3.3 Sell, assign, transfer, exchange or otherwise dispose of any assets of the Chief Executive Officer Corporation, other than in the ordinary course of Company shall prepare and submit no later than August 30 of each year for the following fiscal yearbusiness; 6.3.4. 7.3.4 Mortgage, pledge, encumber or hypothecate any of the assets of Companythe Corporation; 6.3.5. 7.3.5 Change Companythe Corporation’s independent chartered or certified public accountants after the same have been appointed by the mutual consent of the parties.; 6.3.6. 7.3.6 Change or allow a change in the accounting procedures employed in maintaining the maintaining CompanyCorporation’s books of account or in preparing financial statements with respect to the operations of Company the Corporation or Companythe Corporation’s Business; 6.3.7. 7.3.7 Obligate Company the Corporation as a surety, guarantor or accommodation party to any obligation, lend funds belonging to Company the Corporation to any third party, or extend credit to any person, firm or entity, on behalf of Companythe Corporation, other than in the ordinary course of business; 6.3.8. 7.3.8 File material litigation against third parties on behalf of Company the Corporation or confess judgment on behalf of Companythe Corporation; 6.3.9. 7.3.9 Amend the Articles of Organization Incorporation of Companythe Corporation; 6.3.10. 7.3.10 Cause Company the Corporation to issue any Equity Interest common shares or any debt securities or to increase its capitalization; 6.3.11. 7.3.11 Borrow any money on behalf of Company the Corporation requiring a mortgage or other form of security in favor of the lender, except that a security interest in inventory and receivables authorized by the Chief Executive Officer of the Company Corporation in the ordinary course of business shall be permissible; 6.3.12. 7.3.12 Cause Company the Corporation to merge or consolidate with or into any other legal entity or acquire any other legal entity; 6.3.13. 7.3.13 Cause Company the Corporation to dissolve or to liquidate; 6.3.14. 7.3.14 Cause Company the Corporation to engage in any business activity which is outside the scope of Companythe Corporation’s Business; 6.3.15. 7.3.15 Form any subsidiary or other legal entity; 6.3.16. 7.3.16 Cause Company the Corporation to enter into a transaction or business relationship with any of the Parties hereto, other than as may be expressly provided for by this Agreement and/or the Ancillary Agreements, other than on an arm’s-length basis, and on prices and terms no more favorable to the Party than could have been obtained from an independent third party; 7.3.17 Establish pricing, discount structures, and terms of trade for Product or Other Agreed Upon Technologies in the Territory; 7.3.18 Sell, license or otherwise convey NTI Intellectual Property Rights or NTI and/or PARTY B Trade Secrets, or PARTY A Trade Secrets (as hereinafter defined), or any right thereto deriving from the Shareholders Joint Venture Agreement or the Ancillary Agreements, to any third party; 7.3.19 Engage or dismiss the Chief Executive Officer and other key employees of the Corporation and/or fix compensation for such personnel, including bonuses and perquisites; and 7.3.20 Acquire fixed assets for and on behalf of the Corporation.

Actions Requiring Consent of All Parties. In addition to other provisions of this Joint Venture Agreement and/or the Ancillary Agreements requiring the consent or approval of all the Parties, the unanimous specific written consent of each Party hereto shall be required before the Company may take any of the following actions: 6.3.1. (a) Establish annual operating budgets for the Company which the Chief Executive Officer of Company shall prepare and submit each such budget no later than August June 30 of each year for the following fiscal year; 6.3.2. Establish annual operating budgets for Company which (b) Determine the Chief Executive Officer amount of Company shall prepare and submit no later than August 30 funds to be allocated to the purchase of each year for the following fiscal year; Establish annual operating budgets for Company which the Chief Executive Officer of Company shall prepare and submit no later than August 30 of each year for the following fiscal yearOther Agreed Upon Technologies; 6.3.3. Establish annual operating budgets for Company which (c) Sell, assign, transfer, exchange or otherwise dispose of any assets of the Chief Executive Officer Company, other than in the ordinary course of Company shall prepare and submit no later than August 30 of each year for the following fiscal yearbusiness; 6.3.4. (d) Mortgage, pledge, encumber or hypothecate any of the assets of the Company; 6.3.5. (e) Change the Company’s independent chartered or certified public accountants after the same have been appointed by the mutual consent of the parties.Parties; 6.3.6. (f) Change or allow a change in the accounting procedures employed in maintaining the maintaining Company’s books of account or in preparing financial statements with respect to the operations of the Company or Company’s the Business; 6.3.7. (g) Obligate the Company as a surety, guarantor or accommodation party to any obligation, lend funds belonging to the Company to any third party, or extend credit to any person, firm or entity, on behalf of the Company, other than in the ordinary course of business; 6.3.8. (h) File material litigation against third parties on behalf of the Company or confess judgment on behalf of the Company; 6.3.9. (i) Amend the Articles of Organization or the Operating Agreement of the Company; 6.3.10. (j) Cause the Company to issue any Equity Interest Shares or any debt securities or to increase its capitalization; 6.3.11. (k) Borrow any money on behalf of the Company requiring a mortgage or other form of security in favor of the lender, except that a security interest in inventory and receivables authorized by the Chief Executive Officer of the Company in the ordinary course of business shall be permissible; 6.3.12. (l) Cause the Company to merge or consolidate with or into any other legal entity or acquire any other legal entity; 6.3.13. (m) Cause the Company to dissolve or to liquidate; 6.3.14. (n) Cause the Company to engage in any business activity which that is outside the scope of Company’s the Business; 6.3.15. (o) Form any subsidiary or other legal entity; 6.3.16. (p) Cause the Company to enter into a transaction or business relationship with any of the Parties hereto, other than as may be expressly provided for by this Agreement and/or the Ancillary Agreements, other than on an arm’s-length basis, basis and on prices and terms no more favorable to the Party than could have been obtained from an independent third party; (q) Establish pricing, discount structures, and terms of trade for Products, Services and Other Agreed Upon Technologies in the Territory; (r) Sell, license or otherwise convey to any third party the Intellectual Property Rights or any right thereto deriving from this Agreement or the Ancillary Agreements; (s) Engage or dismiss the Chief Executive Officer and other key employees of the Company and/or fix compensation for such personnel, including bonuses and perquisites; and (t) Acquire fixed assets for and on behalf of the Company.