Amendments Not Allowable. (a) Unless approved by a Majority in Interest of the Members affected thereby, no amendment to this Agreement shall be permitted if the effect of such amendment would be to: (i) impair the limited liability of Members provided for in Section 11.1; or (ii) adversely affect in any way the federal income tax status of the Company as a partnership. (b) Subject to Section 3.15(iii), unless approved by a 40 Act Majority of Members and a Majority of the Disinterested Managers, no amendment shall be permitted if the effect of such amendment would be to increase the amounts distributable to the Special Member and decrease the amounts distributable to the other Members.
Appears in 3 contracts
Samples: Operating Agreement (Excelsior Venture Partners Iii LLC), Operating Agreement (Excelsior Venture Partners Iii LLC), Operating Agreement (Excelsior Venture Partners Iii LLC)
Amendments Not Allowable. (a) Unless approved by a Majority in Interest of the Members affected thereby, no amendment to this Agreement shall be permitted if the effect of such amendment would be to:
(i) impair the limited liability of Members provided for in Section 11.1; or
(ii) adversely affect in any way the federal income tax status of the Company as a partnership.
(b) Subject to Section 3.15(iii), unless approved by a 40 Act Majority of Members and a Majority of the Disinterested Managers, no amendment shall be permitted if the effect of such amendment would be to increase the amounts distributable to the Special Member Investment Adviser and decrease the amounts distributable to the other Members.
Appears in 1 contract
Samples: Operating Agreement (Excelsior Venture Partners Fund Iii LLC)