Common use of Amendments by the Board of Directors Clause in Contracts

Amendments by the Board of Directors. Subject to Sections 18.2 and 18.3 of this Agreement and all applicable law, this Agreement may be amended, at any time and from time to time, by the Board of Directors without the Consent of the Majority of the Members to effect any change in this Agreement for the benefit or protection of the Members or the Special Unitholder, or as otherwise permitted by this Agreement, including: (a) to add to the representations, duties or obligations of the Board of Directors or to surrender any right or power granted to the Board of Directors herein; (b) to create any class or series of Shares, to increase the number of the Company’s authorized Shares or to issue additional Shares of authorized by unissued Shares; (c) to cure any ambiguity, to correct or supplement any provision herein that may be inconsistent with any other provision herein or to add any other provision with respect to matters or questions arising under this Agreement that will not be inconsistent with the terms of this Agreement; (d) to preserve the status of the Company as a “partnership” under the Delaware Act or any comparable law of any other state in which the Company may be required to be qualified; (e) to ensure that the Company will not be treated as an association or publicly traded partnership taxable as a corporation for federal income tax purposes. (f) to delete or add any provision of or to this Agreement required to be so deleted or added by the staff of the Securities and Exchange Commission, by any other federal or state regulatory body or other agency (including any “blue sky” commission) or by any government administrator or similar such official; (g) to permit the Shares to fall within any exemption from the definition of “plan assets” contained in Section 2510.3-101 of Title 29 of the Code of Federal Regulations; (h) if the Company is advised by counsel, by the Company’s accountants or by the IRS that any allocations of income, gain, loss or deduction provided for in this Agreement are unlikely to be respected for federal income tax purposes, to amend the allocation provisions of this Agreement, in accordance with the advice of such counsel, such accountants or the IRS, to the minimum extent necessary to effect as nearly as practicable the plan of allocations and distributions provided in this Agreement; and (i) to change the name of the Company or the location of its principal office.

Amendments by the Board of Directors. Subject to Sections 18.2 and 18.3 Section 17.2 of this Agreement and all applicable law, this Agreement may be amended, at any time and from time to time, by the Board of Directors without the Consent of the Majority of the Members to effect any change in this Agreement for the benefit or protection of the Members or the Special UnitholderMembers, or as otherwise permitted by this Agreement, including: (a) to add to the representations, duties or obligations of the Board of Directors or to surrender any right or power granted to the Board of Directors herein; (b) to create any class or series of Shares, to increase the number of the Company’s authorized Shares or to issue additional Shares of authorized by but unissued Shares and to set the offering terms of such Shares; (c) to cure any ambiguity, to correct or supplement any provision herein that may be inconsistent with any other provision herein or to add any other provision with respect to matters or questions arising under this Agreement that will not be inconsistent with the terms of this Agreement; (d) to preserve the status of the Company as a “partnership” under the Delaware Act or any comparable law of any other state in which the Company may be required to be qualifiedfor U.S. federal income tax purposes; (e) to ensure that the Company will not be treated as an association or publicly traded partnership taxable as a corporation for federal income tax purposes.; (f) to delete or add any provision of or to this Agreement required to be so deleted or added by the staff of the Securities and Exchange Commission, by any other federal or state regulatory body or other agency (including any “blue sky” commission) or by any government administrator or similar such official; (g) to facilitate the trading of Class A Shares, Class T Shares, Class I Shares, Class D or Class FA Shares (including any division of such class or series or other actions to facilitate the uniformity of tax items and attributes within each such class or series of Shares that are Listed); (h) to permit the Shares to fall within any exemption from the definition of “plan assets” contained in Section 2510.3-101 of Title 29 of the Code of Federal Regulations; (hi) if the Company is advised by counsel, by the Company’s accountants or by the IRS that any allocations of income, gain, loss or deduction provided for in this Agreement are unlikely to be respected for federal income tax purposes, to amend the allocation provisions of this Agreement, in accordance with the advice of such counsel, such accountants or the IRS, to the minimum extent necessary to effect as nearly as practicable the plan of allocations and distributions provided in this Agreement; and; (ij) to change the name of the Company or the location of its principal office; and (k) to elect for the Company to be governed by any successor Delaware statute governing limited liability companies.

Amendments by the Board of Directors. Subject to Sections 18.2 and 18.3 Section 17.2 of this Agreement and all applicable law, this Agreement may be amended, at any time and from time to time, by the Board of Directors without the Consent of the Majority of the Members to effect any change in this Agreement for the benefit or protection of the Members or the Special UnitholderMembers, or as otherwise permitted by this Agreement, including: (a) to add to the representations, duties or obligations of the Board of Directors or to surrender any right or power granted to the Board of Directors herein; (b) to create any class or series of Shares, to increase the number of the Company’s 's authorized Shares or to issue additional Shares of authorized by but unissued Shares and to set the offering terms of such Shares; (c) to cure any ambiguity, to correct or supplement any provision herein that may be inconsistent with any other provision herein or to add any other provision with respect to matters or questions arising under this Agreement that will not be inconsistent with the terms of this Agreement; (d) to preserve the status of the Company as a “partnership” under the Delaware Act or any comparable law of any other state in which the Company may be required to be qualifiedfor U.S. federal income tax purposes; (e) to ensure that the Company will not be treated as an association or publicly traded partnership taxable as a corporation for federal income tax purposes.; (f) to delete or add any provision of or to this Agreement required to be so deleted or added by the staff of the Securities and Exchange Commission, by any other federal or state regulatory body or other agency (including any “blue sky” commission) or by any government administrator or similar such official; (g) to facilitate the trading of Class A Shares, Class T Shares, Class I Shares, Class D Shares, Class S Shares or Class FA Shares (including any division of such class or series or other actions to facilitate the uniformity of tax items and attributes within each such class or series of Shares that are Listed); (h) to permit the Shares to fall within any exemption from the definition of “plan assets” contained in Section 2510.3-101 of Title 29 of the Code of Federal Regulations; (hi) if the Company is advised by counsel, by the Company’s 's accountants or by the IRS that any allocations of income, gain, loss or deduction provided for in this Agreement are unlikely to be respected for federal income tax purposes, to amend the allocation provisions of this Agreement, in accordance with the advice of such counsel, such accountants or the IRS, to the minimum extent necessary to effect as nearly as practicable the plan of allocations and distributions provided in this Agreement; and; (ij) to change the name of the Company or the location of its principal office; and (k) to elect for the Company to be governed by any successor Delaware statute governing limited liability companies.

Amendments by the Board of Directors. Subject to Sections 18.2 and 18.3 of this Agreement and all applicable law, this Agreement may be amended, at any time and from time to time, by the Board of Directors without the Consent of the Majority of the Members to effect any change in this Agreement for the benefit or protection of the Members or the Special Liquidation Performance Unitholder, or as otherwise permitted by this Agreement, including: (a) to add to the representations, duties or obligations of the Board of Directors or to surrender any right or power granted to the Board of Directors herein; (b) to create any class Class or series of Shares, to increase the number of the Company’s authorized Shares or to issue additional Shares of authorized by unissued Shares; (c) to cure any ambiguity, to correct or supplement any provision herein that may be inconsistent with any other provision herein or to add any other provision with respect to matters or questions arising under this Agreement that will not be inconsistent with the terms of this Agreement; (d) to preserve the status of the Company as a “partnership” under the Delaware Act or any comparable law of any other state in which the Company may be required to be qualified; (e) to ensure that the Company will not be treated as an association or publicly traded partnership taxable as a corporation for federal income tax purposes. (f) to delete or add any provision of or to this Agreement required to be so deleted or added by the staff of the Securities and Exchange Commission, by any other federal or state regulatory body or other agency (including any “blue sky” commission) or by any government administrator or similar such official; (g) to permit the Shares to fall within any exemption from the definition of “plan assets” contained in Section 2510.3-101 of Title 29 of the Code of Federal Regulations; (h) if the Company is advised by counsel, by the Company’s accountants or by the IRS that any allocations of income, gain, loss or deduction provided for in this Agreement are unlikely to be respected for federal income tax purposes, to amend the allocation provisions of this Agreement, in accordance with the advice of such counsel, such accountants or the IRS, to the minimum extent necessary to effect as nearly as practicable the plan of allocations and distributions provided in this Agreement; and (i) to change the name of the Company or the location of its principal office.

Amendments by the Board of Directors. Subject to Sections 18.2 and 18.3 Section 17.2 of this Agreement and all applicable law, this Agreement may be amended, at any time and from time to time, by the Board of Directors without the Consent of the Majority of the Members to effect any change in this Agreement for the benefit or protection of the Members or the Special UnitholderMembers, or as otherwise permitted by this Agreement, including: (a) to add to the representations, duties or obligations of the Board of Directors or to surrender any right or power granted to the Board of Directors herein; (b) to create any class or series of Shares, to increase the number of the Company’s authorized Shares or to issue additional Shares of authorized by but unissued Shares and to set the offering terms of such Shares; (c) to cure any ambiguity, to correct or supplement any provision herein that may be inconsistent with any other provision herein or to add any other provision with respect to matters or questions arising under this Agreement that will not be inconsistent with the terms of this Agreement; (d) to preserve the status of the Company as a “partnership” under the Delaware Act or any comparable law of any other state in which the Company may be required to be qualifiedfor U.S. federal income tax purposes; (e) to ensure that the Company will not be treated as an association or publicly traded partnership taxable as a corporation for federal income tax purposes.; (f) to delete or add any provision of or to this Agreement required to be so deleted or added by the staff of the Securities and Exchange Commission, by any other federal or state regulatory body or other agency (including any “blue sky” commission) or by any government administrator or similar such official; (g) to facilitate the trading of Class A Shares, Class T Shares, Class I Shares, Class D Shares, Class S Shares or Class FA Shares (including any division of such class or series or other actions to facilitate the uniformity of tax items and attributes within each such class or series of Shares that are Listed); (h) to permit the Shares to fall within any exemption from the definition of “plan assets” contained in Section 2510.3-101 of Title 29 of the Code of Federal Regulations; (hi) if the Company is advised by counsel, by the Company’s accountants or by the IRS that any allocations of income, gain, loss or deduction provided for in this Agreement are unlikely to be respected for federal income tax purposes, to amend the allocation provisions of this Agreement, in accordance with the advice of such counsel, such accountants or the IRS, to the minimum extent necessary to effect as nearly as practicable the plan of allocations and distributions provided in this Agreement; and; (ij) to change the name of the Company or the location of its principal office; and (k) to elect for the Company to be governed by any successor Delaware statute governing limited liability companies.

Amendments by the Board of Directors. Subject to Sections 18.2 and 18.3 Section 17.2 of this Agreement and all applicable law, this Agreement may be amended, at any time and from time to time, by the Board of Directors without the Consent of the Majority of the Members to effect any change in this Agreement for the benefit or protection of the Members or the Special UnitholderMembers, or as otherwise permitted by this Agreement, including: (a) to add to the representations, duties or obligations of the Board of Directors or to surrender any right or power granted to the Board of Directors herein; (b) to create any class or series of Shares, to increase the number of the Company’s 's authorized Shares or to issue additional Shares of authorized by but unissued Shares and to set the offering terms of such Shares; (c) to cure any ambiguity, to correct or supplement any provision herein that may be inconsistent with any other provision herein or to add any other provision with respect to matters or questions arising under this Agreement that will not be inconsistent with the terms of this Agreement; (d) to preserve the status of the Company as a “partnership” under the Delaware Act or any comparable law of any other state in which the Company may be required to be qualifiedfor U.S. federal income tax purposes; (e) to ensure that the Company will not be treated as an association or publicly traded partnership taxable as a corporation for federal income tax purposes.; (f) to delete or add any provision of or to this Agreement required to be so deleted or added by the staff of the Securities and Exchange Commission, by any other federal or state regulatory body or other agency (including any “blue sky” commission) or by any government administrator or similar such official; (g) to facilitate the trading of Class A Shares, Class T Shares, Class I Shares, Class D or Class FA Shares (including any division of such class or series or other actions to facilitate the uniformity of tax items and attributes within each such class or series of Shares that are Listed); (h) to permit the Shares to fall within any exemption from the definition of “plan assets” contained in Section 2510.3-101 2510.3‑101 of Title 29 of the Code of Federal Regulations; (hi) if the Company is advised by counsel, by the Company’s 's accountants or by the IRS that any allocations of income, gain, loss or deduction provided for in this Agreement are unlikely to be respected for federal income tax purposes, to amend the allocation provisions of this Agreement, in accordance with the advice of such counsel, such accountants or the IRS, to the minimum extent necessary to effect as nearly as practicable the plan of allocations and distributions provided in this Agreement; and; (ij) to change the name of the Company or the location of its principal office; and (k) to elect for the Company to be governed by any successor Delaware statute governing limited liability companies.