Common use of Actions Requiring Two-Thirds Approval of the Full Board Clause in Contracts

Actions Requiring Two-Thirds Approval of the Full Board. Notwithstanding any other provision of this Agreement to the contrary, none of the Board, any Manager, or any officer shall take any of the following actions on behalf of the Company unless authorized to do so by a two-thirds vote of the full Board: (i) The sale, exchange or other disposition of any of the assets of the Company greater than $ 20,000 (twenty-thousand dollars) in value; (ii) The commencement of a voluntary proceeding seeking reorganization or other relief with respect to the Company under any bankruptcy or other similar law or seeking the appointment of a trustee, receiver, custodian or other similar official of the Company or any substantial part of its property, or the making by the Company of a general assignment for the benefit of creditors; (iii) The declaration or making of any distributions to members; (iv) The entering into or withdrawal from by the Company of any joint venture, partnership, subcontracting, license, sub-license, manufacturing, marketing, distribution or other similar arrangement with any person; (v) The entering into by the Company of any agreement, facility, commitment, guaranty, instrument or other undertaking providing for, or relating to, the incurrence of any indebtedness or financing by the Company; (vi) The formation or organization of any subsidiary of the Company or other restructuring of the Company and the appointment of directors of (or persons with comparable authority with respect to) any such subsidiary; (vii) The Company's commitment to any material capital expenditure defined as any expenditure exceeding $20,000 (twenty-thousand dollars); (viii) The adoption of a business plan and annual operating budget for the Company (or any updates to the plan or budget) pursuant to Article XVI, Section 4 hereof; (ix) The entering into, amendment or termination of employment contracts with Officers of the Company or other contracts with Officers, Managers, or members or their respective affiliates; (x) The appointment or change of the independent auditors or deposit banks of the Company; or (xi) The acquisition or lease by the Company of any real property, or any sale, donation, lease or sublease of, or similar arrangement affecting, any real property owned or leased by the Company.

Appears in 3 contracts

Samples: Operating Agreement (Pepco Holdings Inc), Operating Agreement (Cinergy Corp), Operating Agreement (Exelon Corp)

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Actions Requiring Two-Thirds Approval of the Full Board. Notwithstanding any other provision of this Agreement to the contrary, none of the Board, any Manager, or any officer shall take any of the following actions on behalf of the Company unless authorized to do so by a two-thirds vote of the full Board: (i) : The sale, exchange or other disposition of any of the assets of the Company greater than $ 20,000 (twenty-thousand dollars) in value; (ii) ; The commencement of a voluntary proceeding seeking reorganization or other relief with respect to the Company under any bankruptcy or other similar law or seeking the appointment of a trustee, receiver, custodian or other similar official of the Company or any substantial part of its property, or the making by the Company of a general assignment for the benefit of creditors; (iii) ; The declaration or making of any distributions to members; (iv) ; The entering into or withdrawal from by the Company of any joint venture, partnership, subcontracting, license, sub-license, manufacturing, marketing, distribution or other similar arrangement with any person; (v) ; The entering into by the Company of any agreement, facility, commitment, guaranty, instrument or other undertaking providing for, or relating to, the incurrence of any indebtedness or financing by the Company; (vi) ; The formation or organization of any subsidiary of the Company or other restructuring of the Company and the appointment of directors of (or persons with comparable authority with respect to) any such subsidiary; (vii) ; The Company's commitment to any material capital expenditure defined as any expenditure exceeding $20,000 (twenty-thousand dollars); (viii) ; The adoption of a business plan and annual operating budget for the Company (or any updates to the plan or budget) pursuant to Article XVI, Section 4 hereof; (ix) ; The entering into, amendment or termination of employment contracts with Officers of the Company or other contracts with Officers, Managers, or members or their respective affiliates; (x) ; The appointment or change of the independent auditors or deposit banks of the Company; or (xi) or The acquisition or lease by the Company of any real property, or any sale, donation, lease or sublease of, or similar arrangement affecting, any real property owned or leased by the Company.

Appears in 3 contracts

Samples: Operating Agreement (Great Plains Energy Inc), Operating Agreement (Dominion Resources Inc /Va/), Operating Agreement (Entergy Arkansas Inc)

Actions Requiring Two-Thirds Approval of the Full Board. Notwithstanding any other provision of this Agreement to the contrary, none of the Board, any Manager, or any officer shall take any of the following actions on behalf of the Company unless authorized to do so by a two-thirds vote of the full Board: (i) The sale, exchange or other disposition of any of the assets of the Company greater than $ $20,000 (twenty-thousand dollars) in value; (ii) The commencement of a voluntary proceeding seeking reorganization or other relief with respect to the Company under any bankruptcy or other similar law or seeking the appointment of a trustee, receiver, custodian or other similar official of the Company or any substantial part of its property, or the making by the Company of a general assignment for the benefit of creditors; (iii) The declaration or making of any distributions to members; (iv) The entering into or withdrawal from by the Company of any joint venture, partnership, subcontracting, license, sub-license, manufacturing, marketing, distribution or other similar arrangement with any person; (v) The entering into by the Company of any agreement, facility, commitment, guaranty, instrument or other undertaking providing for, or relating to, the incurrence of any indebtedness or financing by the Company; (vi) The formation or organization of any subsidiary of the Company or other restructuring of the Company and the appointment of directors of (or persons with comparable authority with respect to) any such subsidiary; (vii) The Company's commitment to any material capital expenditure defined as any expenditure exceeding $20,000 (twenty-thousand dollars); (viii) The adoption of a business plan and annual operating budget for the Company (or any updates to the plan or budget) pursuant to Article XVI, Section 4 hereof; (ix) The entering into, amendment or termination of employment contracts with Officers of the Company or other contracts with Officers, Managers, or members or their respective affiliates; (x) The appointment or change of the independent auditors or deposit banks of the Company; or (xi) The acquisition or lease by the Company of any real property, or any sale, donation, lease or sublease of, or similar arrangement affecting, any real property owned or leased by the Company.

Appears in 1 contract

Samples: Operating Agreement (American Electric Power Co Inc)

Actions Requiring Two-Thirds Approval of the Full Board. Notwithstanding any other provision of this Agreement to the contrary, none of the Board, any Manager, or any officer shall take any of the following actions on behalf of the Company unless authorized to do so by a two-thirds vote of the full Board: (i) The sale, exchange or other disposition of any of the assets of the Company greater than $ 20,000 (twenty-thousand dollars) in value; (ii) The commencement of a voluntary proceeding seeking reorganization or other relief with respect to the Company under any bankruptcy or other similar law or seeking the appointment of a trustee, receiver, custodian or other similar official of the Company or any substantial part of its property, or the making by the Company of a general assignment for the benefit of creditors; (iii) The declaration or making of any distributions to members; (iv) The entering into or withdrawal from by the Company of any joint venture, partnership, subcontracting, license, sub-license, manufacturing, marketing, distribution or other similar arrangement with any person; (v) The entering into by the Company of any agreement, facility, commitment, guaranty, instrument or other undertaking providing for, or relating to, the incurrence of any indebtedness or financing by the Company; (vi) The formation or organization of any subsidiary of the Company or other restructuring of the Company and the appointment of directors of (or persons with comparable authority with respect to) any such subsidiary; (vii) The Company's commitment to any material capital expenditure defined as any expenditure exceeding $20,000 (twenty-thousand dollars); (viii) The adoption of a business plan and annual operating budget for the Company (or any updates to the plan or budget) pursuant to Article XVI, Section 4 hereof; (ix) The entering into, amendment or termination of employment contracts with Officers of the Company or other contracts with Officers, Managers, or members or their respective affiliates; (x) The appointment or change of the independent auditors or deposit banks of the Company; or (xi) The acquisition or lease by the Company of any real property, or any sale, donation, lease or sublease of, or similar arrangement affecting, any real property owned or leased by the Company.

Appears in 1 contract

Samples: Operating Agreement (Progress Energy Inc)

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Actions Requiring Two-Thirds Approval of the Full Board. Notwithstanding any other provision of this Agreement to the contrary, none of the Board, any Manager, or any officer shall take any of the following actions on behalf of the Company unless authorized to do so by a two-thirds vote of the full Board: (i) The sale, exchange or other disposition of any of the assets of the Company greater than $ 20,000 (twenty-thousand dollars) in value; (ii) The commencement of a voluntary proceeding seeking reorganization or other relief with respect to the Company under any bankruptcy or other similar law or seeking the appointment of a trustee, receiver, custodian or other similar official of the Company or any substantial part of its property, or the making by the Company of a general assignment for the benefit of creditors; (iii) The declaration or making of any distributions to members; (iv) The entering into or withdrawal from by the Company of any joint venture, partnership, subcontracting, license, sub-license, manufacturing, marketing, distribution or other similar arrangement with any person; (v) The entering into by the Company of any agreement, facility, commitment, guaranty, instrument or other undertaking providing for, or relating to, the incurrence of any indebtedness or financing by the Company; (vi) The formation or organization of any subsidiary of the Company or other restructuring of the Company and the appointment of directors of (or persons with comparable authority with respect to) any such subsidiary; (vii) The Company's ’s commitment to any material capital expenditure defined as any expenditure exceeding $20,000 (twenty-thousand dollars); (viii) The adoption of a business plan and annual operating budget for the Company (or any updates to the plan or budget) pursuant to Article XVI, Section 4 hereof; (ix) The entering into, amendment or termination of employment contracts with Officers of the Company or other contracts with Officers, Managers, or members or their respective affiliates; (x) The appointment or change of the independent auditors or deposit banks of the Company; or (xi) The acquisition or lease by the Company of any real property, or any sale, donation, lease or sublease of, or similar arrangement affecting, any real property owned or leased by the Company.

Appears in 1 contract

Samples: Operating Agreement (Xcel Energy Inc)

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