Certain Preferred Share Voting Rights Clause Samples

Certain Preferred Share Voting Rights. In addition to any voting rights provided by law and Section 5(a), for so long as the number of outstanding Preferred Shares equals or exceeds 20% of the number of Preferred Shares outstanding on the Series C Original Issue Date, the LLC shall not, without the affirmative vote or written consent of the Majority in Interest of Preferred Members, voting together as a single class with any abstaining Preferred Members being deemed to have voted with the majority of those Preferred Members that did so vote, (so long as such Preferred Shares have not been converted into Common Shares): (i) create, authorize the creation of or issue any class of Shares that is senior to or pari passu with any of the outstanding Preferred Shares whether by way of amendment to the Certificate of Formation or this Agreement, by merger or consolidation of LLC with any other entity or by reclassification of any outstanding class of Shares of the LLC, or by any other means, provided that such consent of Majority in Interest of Preferred Members shall not be unreasonably withheld; (ii) amend or waive any provision of the Certificate of Formation or this Agreement in a manner that, alters or changes the rights, preferences, powers, privileges or restrictions of the Preferred Shares whether by way of amendment to the Certificate of Formation or this Agreement, by merger or consolidation of the LLC with any other entity or otherwise; (iii) increase or decrease (other than by redemption or conversion) of the authorized number of shares of Preferred Shares; (iv) except as set forth in Section 4(f) of this Agreement, create or adopt any stock option or incentive plan of the LLC or any Subsidiary or issue any Shares or warrants, options or other rights to purchase or acquire equity securities of the LLC or any Subsidiary to any employees, consultants, advisers, officers or managers of the LLC or any Subsidiary; (v) consummate any Liquidation Event or cause or permit any Subsidiary to consummate any Liquidation Event (replacing “Subsidiary” for “LLC” for purposes of such definition); (vi) redeem, purchase or otherwise acquire for value (or pay into or set aside a sinking fund for such purpose) any Securities, other than (A) the repurchases of Common Shares from employees, consultants, advisers, officers or managers pursuant to agreements that provide for such repurchases at cost (or such other amount, not to exceed fair market value, as the agreement pursuant to which such Common Shares were i...