Common use of Amendments Without Consent Clause in Contracts

Amendments Without Consent. Amendments of this Agreement may be made from time to time by the Management Member without the consent of the Members, (a) to cure any ambiguity, or to correct or supplement any provision hereof which may be inconsistent with any other provision hereof, (b) to reflect a change in the name of the Company or the location of the principal place of business or registered office of the Company, (c) to effect a change that the Management Member in its sole discretion determines to be necessary or desirable to qualify or continue the qualification of the Company as a limited liability company or an entity in which Members have limited liability under the laws of any state or to ensure that the Company will not be treated as an association taxable as a corporation for federal income tax purposes, (d) to effect a change that is necessary or desirable to satisfy any requirements, conditions 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, as now or subsequently in effect, compliance with any of which the Management Member deems to be for the benefit of the Company and the Members, (e) to reflect any update with respect to the address information set forth on Schedule B, and (f) to reflect the admission, substitution or withdrawal of any Member in accordance with the provisions of this Agreement (including by updating Schedule A); provided, however, that no amendment shall be adopted pursuant to clauses (a) through (c) of this Section 12.1(b) unless the adoption thereof, in the reasonable opinion of the Management Member is for the benefit of or not adverse to the interest of the Members, including, without limitation not adversely affecting the limited liability of the Members or the status of the Company as a partnership for federal income tax purposes. The Management Member shall promptly notify each Member of any amendment adopted pursuant to this Section 12.1(b), which notice shall include a copy of each amendment.

Amendments Without Consent. Amendments In addition to amendments pursuant to Section 11.5(a), amendments of this Agreement may be made from time to time by the Management Member Managers, without the consent of any of the Members, (ai) to cure any ambiguity, or to correct or supplement any provision hereof which that may be inconsistent with any other provision hereof, (bii) to reflect a change in delete or add any provision of this Agreement required to be so deleted or added by any state or provincial securities commissioner or similar official, which addition or deletion is deemed by such commission or official to be for the name benefit or protection of the Company Members, (iii) to revise this Agreement as necessary to comply or the location of the principal place of business or registered office of conform with any revisions in applicable Laws governing the Company, (civ) to effect a change that the Management Member Managers in its their sole discretion determines determine to be necessary or desirable to qualify or continue the qualification of the Company as a limited liability company or as an entity Entity in which the Members have limited liability under the laws Laws of any state or to ensure that the Company will not be treated taxed as an association taxable as a corporation for federal income tax purposes, (d) to effect a change that is necessary or desirable to satisfy any requirements, conditions 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, as now or subsequently in effect, compliance with any of which the Management Member deems to be for the benefit of the Company and the Members, (e) to reflect any update with respect to the address information set forth on Schedule B, and (fv) to reflect the admission, substitution or withdrawal admission of any Member substituted Members in accordance with the provisions of this Agreement (including by updating Schedule A)Company; provided, provided however, that no amendment shall may be adopted pursuant to clauses (ai) through (cv) of this Section 12.1(b) above unless the adoption thereof, in the reasonable opinion of the Management Member Managers, is for the benefit of or not adverse to the interest of the MembersMembers and, includingin the opinion of counsel, without limitation does not adversely affecting affect the limited liability of the Members or the status of the Company as a partnership for federal income tax purposes. The Management Member shall Managers will promptly notify each Member the Members of any amendment adopted pursuant to clauses (i) through (v) of this Section 12.1(b11.5(b), which notice shall include a copy of each amendment.

Amendments Without Consent. Amendments In addition to amendments pursuant to Section 11.5(a), amendments of this Agreement may be made from time to time by the Management Member Board, without the consent of any of the Members, (ai) to cure any ambiguity, or to correct or supplement any provision hereof which that may be inconsistent with any other provision hereof, (bii) to reflect a change in delete or add any provision of this Agreement required to be so deleted or added by any state or provincial securities commissioner or similar official, which addition or deletion is deemed by such commission or official to be for the name benefit or protection of the Company Members, (iii) to revise this Agreement as necessary to comply or the location of the principal place of business or registered office of conform with any revisions in applicable Laws governing the Company, (civ) to effect a change that the Management Member Board in its sole discretion determines to be necessary or desirable to qualify or continue the qualification of the Company as a limited liability company or as an entity Entity in which the Members have limited liability under the laws Laws of any state or to ensure that the Company will not be treated taxed as an association taxable as a corporation for federal income tax purposes, (d) to effect a change that is necessary or desirable to satisfy any requirements, conditions 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, as now or subsequently in effect, compliance with any of which the Management Member deems to be for the benefit of the Company and the Members, (e) to reflect any update with respect to the address information set forth on Schedule B, and (fv) to reflect the admission, substitution or withdrawal admission of any Member substituted Members in accordance with the provisions of this Agreement (including by updating Schedule A)Company; provided, provided however, that no amendment shall may be adopted pursuant to clauses (ai) through (cv) of this Section 12.1(b) above unless the adoption thereof, in the reasonable opinion of the Management Member Board, is for the benefit of or not adverse to the interest of the MembersMembers and, includingin the opinion of counsel, without limitation does not adversely affecting affect the limited liability of the Members or the status of the Company as a partnership for federal income tax purposes. The Management Member shall Board will promptly notify each Member the Members of any amendment adopted pursuant to clauses (i) through (v) of this Section 12.1(b11.5(b), which notice shall include a copy of each amendment.