Amendments Not Requiring Consent. The Manager may amend this Agreement without the consent of any Member to effect: 11.1.1. The correction of typographical errors; 11.1.2. A change in the name of the Company, the location of the principal place of business of the Company, the registered agent of the Company or the registered office of the Company; 11.1.3. The admission, substitution, withdrawal, or removal of Members in accordance with this Agreement; 11.1.4. An amendment the Manager determines to be necessary or appropriate for the Company to qualify as a REIT; 11.1.5. An amendment the Manager deems necessary or appropriate to reflect the division of Investor Shares into classes; 11.1.6. An amendment that cures ambiguities or inconsistencies in this Agreement; 11.1.7. An amendment that adds to its own obligations or responsibilities; 11.1.8. A change in the fiscal year or taxable year of the Company and any other changes that the Manager determines to be necessary or appropriate as a result of a change in the fiscal year or taxable year of the Company; 11.1.9. A change the Manager determines to be necessary or appropriate to prevent the Company from being treated as an “investment company” within the meaning of the Investment Company Act of 1940; 11.1.10. A change to facilitate the trading of Shares, including changes required by law or by the rules of a securities exchange; 11.1.11. A change the Manager determines to be necessary or appropriate to satisfy any requirements or guidelines contained in any opinion, directive, order, ruling, or regulation of any federal or state agency or judicial authority or contained in any Federal or State statute, including but not limited to “no-action letters” issued by the Securities and Exchange Commission; 11.1.12. A change that the Manager determines to be necessary or appropriate to prevent the Company from being subject to the Employee Retirement Income Security Act of 1974; 11.1.13. A change the Manager determines to be necessary or appropriate to reflect an investment by the Company in any corporation, partnership, joint venture, limited liability company or other entity; 11.1.14. An amendment that conforms to the Offering Circular; 11.1.15. Any amendments expressly permitted in this Agreement to be made by the Manager acting alone; or 11.1.16. Any other amendment that does not have, and could not reasonably be expected to have, an adverse effect on the Investor Members.
Appears in 5 contracts
Samples: Limited Liability Company Agreement (Value Add Growth REIT IV, LLC), Limited Liability Company Agreement, Limited Liability Company Agreement (DF Growth REIT II, LLC)
Amendments Not Requiring Consent. The Manager may amend this Agreement without the consent of any Member to effect:
11.1.1. The correction of typographical errors;
11.1.2. A change in the name of the Company, the location of the principal place of business of the Company, the registered agent of the Company or the registered office of the Company;
11.1.3. The admission, substitution, withdrawal, or removal of Members in accordance with this Agreement;
11.1.4. An amendment A change the Manager determines to be necessary or appropriate for the Company to qualify as a REIT;
11.1.5. An amendment the Manager deems necessary or appropriate to reflect the division of Investor Shares into classes;
11.1.6. An amendment that cures ambiguities or inconsistencies in this Agreement;
11.1.711.1.6. An amendment that adds to its own obligations or responsibilities;
11.1.811.1.7. A change in the fiscal year or taxable year of the Company and any other changes that the Manager determines to be necessary or appropriate as a result of a change in the fiscal year or taxable year of the Company;
11.1.911.1.8. A change the Manager determines to be necessary or appropriate to prevent the Company from being treated as an “investment company” within the meaning of the Investment Company Act of 1940;
11.1.1011.1.9. A change to facilitate the trading of Shares, including changes required by law or by the rules of a securities exchange;
11.1.1111.1.10. A change the Manager determines to be necessary or appropriate to satisfy any requirements or guidelines contained in any opinion, directive, order, ruling, or regulation of any federal or state agency or judicial authority or contained in any Federal or State statute, including but not limited to “no-action letters” issued by the Securities and Exchange Commission;
11.1.1211.1.11. A change that the Manager determines to be necessary or appropriate to prevent the Company from being subject to the Employee Retirement Income Security Act of 1974;
11.1.1311.1.12. A change the Manager determines to be necessary or appropriate to reflect an investment by the Company in any corporation, partnership, joint venture, limited liability company or other entity;
11.1.1411.1.13. An amendment that conforms to the Offering CircularCircular of the Company dated September 10, 2016;
11.1.1511.1.14. Any amendments expressly permitted in this Agreement to be made by the Manager acting alone; or
11.1.1611.1.15. Any other amendment that does not have, and could not reasonably be expected to have, an adverse effect on the Investor Members.
Appears in 3 contracts
Samples: Limited Liability Company Agreement (Impact Housing REIT, LLC), Limited Liability Company Agreement (Impact Housing REIT, LLC), Limited Liability Company Agreement (Impact Housing REIT, LLC)
Amendments Not Requiring Consent. The Manager Managing Member may amend this Agreement without the consent of any Member Stockholder to effect:
11.1.113.1.1. The correction of typographical errors;
11.1.213.1.2. A change in the name of the Company, the location of the principal place of business of the Company, the registered agent of the Company or the registered office of the Company;
11.1.313.1.3. The admission, substitution, withdrawal, or removal of Members Stockholders in accordance with this Agreement;
11.1.4. An amendment the Manager determines to be necessary or appropriate for the Company to qualify as a REIT;
11.1.5. An amendment the Manager deems necessary or appropriate to reflect the division of Investor Shares into classes;
11.1.613.1.4. An amendment that cures ambiguities or inconsistencies in this Agreement;
11.1.713.1.5. An amendment that adds to its own obligations or responsibilities;
11.1.813.1.6. A change in the fiscal year or taxable year of the Company and any other changes that the Manager Managing Member determines to be necessary or appropriate as a result of a change in the fiscal year or taxable year of the Company;
11.1.913.1.7. A change the Manager Managing Member determines to be necessary or appropriate to prevent the Company from being treated as an “investment company” within the meaning of the Investment Company Act of 1940;
11.1.1013.1.8. A change to facilitate the trading of Shares, including changes required by law or by the rules of a securities exchange;
11.1.1113.1.9. A change the Manager Managing Member determines to be necessary or appropriate to satisfy any requirements or guidelines contained in any opinion, directive, order, ruling, or regulation of any federal or state agency or judicial authority or contained in any Federal or State statute, including but not limited to “no-action letters” issued by the Securities and Exchange Commission;
11.1.1213.1.10. A change that the Manager Managing Member determines to be necessary or appropriate to prevent the Company from being subject to the Employee Retirement Income Security Act of 1974;
11.1.1313.1.11. A change the Manager Managing Member determines to be necessary or appropriate to reflect an investment by the Company in any corporation, partnership, joint venture, limited liability company or other entity;
11.1.14. An amendment that conforms to the Offering Circular;
11.1.1513.1.12. Any amendments expressly permitted in this Agreement to be made by the Manager Managing Member acting alone; or
11.1.1613.1.13. Any other amendment that does not have, and could not reasonably be expected to have, an adverse effect on the Investor MembersStockholders.
Appears in 3 contracts
Samples: Limited Liability Company Agreement (Af 2019 NPL a LLC), Limited Liability Company Agreement (Af 2018 NPL a LLC), Limited Liability Company Agreement (Af 2018 NPL a LLC)
Amendments Not Requiring Consent. The Manager may amend this Agreement without the consent of any Member to effect:
11.1.1. The correction of typographical errors;
11.1.2. A change in the name of the Company, the location of the principal place of business of the Company, the registered agent of the Company or the registered office of the Company;
11.1.3. The admission, substitution, withdrawal, or removal of Members in accordance with this Agreement;
11.1.4. An amendment the Manager determines to be necessary or appropriate for the Company to qualify as a REIT;
11.1.5. An amendment the Manager deems necessary or appropriate to reflect the division of Investor Shares into classes;
11.1.6. An amendment that cures ambiguities or inconsistencies in this Agreement;
11.1.711.1.5. An amendment that adds to its own obligations or responsibilities;
11.1.811.1.6. A change in the fiscal year or taxable year of the Company and any other changes that the Manager determines to be necessary or appropriate as a result of a change in the fiscal year or taxable year of the Company;
11.1.911.1.7. A change the Manager determines to be necessary or appropriate to prevent the Company from being treated as an “investment company” within the meaning of the Investment Company Act of 1940;
11.1.10. A change to facilitate the trading of Shares, including changes required by law or by the rules of a securities exchange;
11.1.1111.1.8. A change the Manager determines to be necessary or appropriate to satisfy any requirements or guidelines contained in any opinion, directive, order, ruling, or regulation of any federal or state agency or judicial authority or contained in any Federal or State statute, including but not limited to “no-action letters” issued by the Securities and Exchange Commission;
11.1.1211.1.9. A change that the Manager determines to be necessary or appropriate to prevent the Company from being subject to the Employee Retirement Income Security Act of 1974;
11.1.1311.1.10. A change the Manager determines to be necessary or appropriate to reflect an investment by the Company in any corporation, partnership, joint venture, limited liability company or other entity;
11.1.1411.1.11. An amendment that conforms to any disclosure document provided by the Offering CircularCompany to prospective investors;
11.1.1511.1.12. Any amendments expressly permitted in this Agreement to be made by the Manager acting alone; or
11.1.1611.1.13. Any other amendment that does not have, and could not reasonably be expected to have, an adverse effect on the Investor Members.
Appears in 1 contract
Samples: Operating Agreement
Amendments Not Requiring Consent. The Manager may amend this Agreement without the consent of any Member to effect:
11.1.1. The correction of typographical errors;
11.1.2. A change in the name of the Company, the location of the principal place of business of the Company, the registered agent of the Company or the registered office of the Company;
11.1.3. The admission, substitution, withdrawal, or removal of Members in accordance with this Agreement;
11.1.4. An amendment the Manager determines to be necessary or appropriate for the Company to qualify as a REIT;
11.1.5. An amendment the Manager deems necessary or appropriate to reflect the division of Investor Shares into classes;
11.1.6. An amendment that cures ambiguities or inconsistencies in this Agreement;
11.1.711.1.5. An amendment that adds to its own obligations or responsibilities;
11.1.811.1.6. A change in the fiscal year or taxable year of the Company and any other changes that the Manager determines to be necessary or appropriate as a result of a change in the fiscal year or taxable year of the Company;; P a g e | 19
11.1.911.1.7. A change the Manager determines to be necessary or appropriate to prevent the Company from being treated as an “investment company” within the meaning of the Investment Company Act of 1940;
11.1.1011.1.8. A change to facilitate the trading of Shares, including changes required by law or by the rules of a securities exchange;
11.1.1111.1.9. A change the Manager determines to be necessary or appropriate to satisfy any requirements or guidelines contained in any opinion, directive, order, ruling, or regulation of any federal or state agency or judicial authority or contained in any Federal or State statute, including but not limited to “no-action letters” issued by the Securities and Exchange Commission;
11.1.1211.1.10. A change that the Manager determines to be necessary or appropriate to prevent the Company from being subject to the Employee Retirement Income Security Act of 1974;
11.1.1311.1.11. A change the Manager determines to be necessary or appropriate to reflect an investment by the Company in any corporation, partnership, joint venture, limited liability company or other entity;
11.1.1411.1.12. An amendment that conforms to the Offering Circular;
11.1.1511.1.13. Any amendments expressly permitted in this Agreement to be made by the Manager acting alone; or
11.1.1611.1.14. Any other amendment that does not have, and could not reasonably be expected to have, an a material adverse effect on the Investor Members.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Energea Portfolio 3 Africa LLC)
Amendments Not Requiring Consent. The Manager may amend this Agreement without the consent of any Member to effect:
11.1.1. The correction of typographical errors;
11.1.2. A change in the name of the Company, the location of the principal place of business of the Company, the registered agent of the Company or the registered office of the Company;
11.1.3. The admission, substitution, withdrawal, or removal of Members in accordance with this Agreement;
11.1.4. An amendment the Manager determines to be necessary or appropriate for the Company to qualify as a REIT;
11.1.5. An amendment the Manager deems necessary or appropriate to reflect the division of Investor Shares into classes;
11.1.6. An amendment that cures ambiguities or inconsistencies in this Agreement;
11.1.711.1.5. An amendment that adds to its own obligations or responsibilities;; P a g e | 17
11.1.811.1.6. A change in the fiscal year or taxable year of the Company and any other changes that the Manager determines to be necessary or appropriate as a result of a change in the fiscal year or taxable year of the Company;
11.1.911.1.7. A change the Manager determines to be necessary or appropriate to prevent the Company from being treated as an “investment company” within the meaning of the Investment Company Act of 1940;
11.1.1011.1.8. A change to facilitate the trading of Shares, including changes required by law or by the rules of a securities exchange;
11.1.1111.1.9. A change the Manager determines to be necessary or appropriate to satisfy any requirements or guidelines contained in any opinion, directive, order, ruling, or regulation of any federal or state agency or judicial authority or contained in any Federal or State statute, including but not limited to “no-action letters” issued by the Securities and Exchange Commission;
11.1.1211.1.10. A change that the Manager determines to be necessary or appropriate to prevent the Company from being subject to the Employee Retirement Income Security Act of 1974;
11.1.1311.1.11. A change the Manager determines to be necessary or appropriate to reflect an investment by the Company in any corporation, partnership, joint venture, limited liability company or other entity;
11.1.1411.1.12. An amendment that conforms to the Offering Circular;
11.1.1511.1.13. Any amendments expressly permitted in this Agreement to be made by the Manager acting alone; or
11.1.1611.1.14. Any other amendment that does not have, and could not reasonably be expected to have, an a material adverse effect on the Investor Members.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Energea Portfolio 4 USA LLC)
Amendments Not Requiring Consent. The Manager may amend this Agreement without the consent of any Member to effect:
11.1.1. The correction of typographical errors;
11.1.2. A change in the name of the Company, the location of the principal place of business of the Company, the registered agent of the Company or the registered office of the Company;
11.1.3. The creation of additional classes of limited liability company interests pursuant to section 3.1;
11.1.4. The admission, substitution, withdrawal, or removal of Members in accordance with this Agreement;
11.1.4. An amendment the Manager determines to be necessary or appropriate for the Company to qualify as a REIT;
11.1.5. An amendment the Manager deems necessary or appropriate to reflect the division of Investor Shares into classes;
11.1.6. An amendment that cures ambiguities or inconsistencies in this Agreement;
11.1.711.1.6. An amendment that adds to its own obligations or responsibilities;
11.1.811.1.7. A change in the fiscal year or taxable year of the Company and any other changes that the Manager determines to be necessary or appropriate as a result of a change in the fiscal year or taxable year of the Company;
11.1.911.1.8. A change the Manager determines to be necessary or appropriate to prevent the Company from being treated as an “investment company” within the meaning of the Investment Company Act of 1940;
11.1.1011.1.9. A change to facilitate the trading of Shares, including changes required by law or by the rules of a securities exchange;
11.1.1111.1.10. A change the Manager determines to be necessary or appropriate to satisfy any requirements or guidelines contained in any opinion, directive, order, ruling, or regulation of any federal or state agency or judicial authority or contained in any Federal or State statute, including but not limited to “no-action letters” issued by the Securities and Exchange Commission;
11.1.1211.1.11. A change that the Manager determines to be necessary or appropriate to prevent the Company from being subject to the Employee Retirement Income Security Act of 1974;
11.1.1311.1.12. A change the Manager determines to be necessary or appropriate to reflect an investment by the Company in any corporation, partnership, joint venture, limited liability company or other entity;
11.1.1411.1.13. An amendment that conforms to the Offering CircularDisclosure Document;
11.1.1511.1.14. Any amendments expressly permitted in this Agreement to be made by the Manager acting alone;
11.1.15. Any amendment required by a lender, other than an amendment imposing personal liability on a Class A Member or requiring a Class A Member to make additional Capital Contribution; or
11.1.16. Any other amendment that does not have, and could not reasonably be expected to have, an adverse effect on the Investor Class A Members.
Appears in 1 contract
Samples: Limited Liability Company Agreement
