Actions Requiring Unanimous Approval of Members. Notwithstanding Sections 7.1, 7.2, 7.4 and 7,6, neither the Company, the Managers, the Managing Member nor any other Member may, without the unanimous consent of all the Members, do any of the following: (a) any act materially in contravention of this Agreement; (b) amend this Agreement or the Certificate; (c) approve a merger or consolidation of the Company with another Person; (d) modify, compromise or release the amount and character of the Scheduled Capital Contributions which a Member is to make or promises to make hereunder; (e) any act which would make it impossible to carry on the ordinary business of the Company; (f) to dissolve or wind up the Company, except as otherwise expressly provided in this Agreement; or (g) any and all elections required or permitted to be made by the Company under the Code.
Appears in 9 contracts
Samples: Asset Purchase Agreement (Armstrong Coal Company, Inc.), Formation and Transfer Agreement (Armstrong Coal Company, Inc.), Asset Purchase Agreement (Armstrong Energy, Inc.)
