Common use of Certain Matters Requiring Board Discussion Clause in Contracts

Certain Matters Requiring Board Discussion. Without limiting the matters to be discussed from time to time by the Board of Managers, the prior discussion by the Board of Managers shall be required at any time to do, or cause to be done, any of the following: (a) any Transfer by the Company or any of its Subsidiaries, directly or indirectly, in any transaction or series of related transactions, of assets or any business group, unit or line of business of the Company and/or its Subsidiaries or any Equity Securities of any Subsidiary of the Company if the equity value of such assets, business group, unit or line of business or Equity Securities in any one or a series of related transactions in any twelve-month period exceeds $250 million; provided that (i) securitization transactions entered into in the Ordinary Course of Business, (ii) other financing related transactions entered into in the Ordinary Course of Business, or (iii) any Transfer pursuant to the terms of the Call Option shall be discussed by the Board of Managers only if and to the extent that the Board of Managers from time to time shall establish a policy requiring such discussions; and (b) the acquisition, including by merger or consolidation, of any business, entity, asset or group of related assets, in any one or a series of related transactions in any twelve-month period, if the equity value of such acquired businesses, entities, assets or groups of related assets exceeds $250 million.