Common use of Consent of Members Clause in Contracts

Consent of Members. In addition to any other limitations expressly set forth in this Agreement, no Manager or officer shall have the authority to cause the Company to engage in (and the Company shall not engage in) the following transactions without first obtaining the affirmative vote or written consent of AF and NutraCea. 6.3.1 The sale, exchange or other disposition of all, or substantially all, of the equity securities or consolidated assets of the Company and its Subsidiaries, other than pursuant to an Approved Sale in accordance with Article XVI; 6.3.2 Any act which would make it impossible to carry on the Business of the Company; 6.3.3 Permitting of any additional Capital Contributions or issuance of Units other than pursuant to the Purchase Agreement; 6.3.4 An alteration of the primary purpose of the Business; and 6.3.5 The amendment of this Agreement or the Certificate.

Appears in 2 contracts

Samples: Membership Interest Purchase Agreement (Nutracea), Limited Liability Company Agreement (Nutracea)

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Consent of Members. In addition to any other limitations expressly set forth in this Agreement, no Manager or officer shall have the authority to cause the Company to engage in (and the Company shall not engage in) the following transactions without first obtaining the affirmative vote or written consent of AF [•] and NutraCea. 6.3.1 The sale, exchange or other disposition of all, or substantially all, of the equity securities or consolidated assets of the Company and its Subsidiaries, other than pursuant to an Approved Sale in accordance with Article XVI; 6.3.2 Any act which would make it impossible to carry on the Business of the Company; 6.3.3 Permitting of any additional Capital Contributions or issuance of Units other than pursuant to the Purchase Agreement; 6.3.4 An alteration of the primary purpose of the Business; and 6.3.5 The amendment of this Agreement or the Certificate.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Nutracea)

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Consent of Members. In addition to any other limitations expressly set forth in this Agreement, no Manager or officer shall have the authority to cause the Company to engage in (and the Company shall not engage in) the following transactions without first obtaining the affirmative vote or written consent of AF and NutraCeaXXX. 6.3.1 The sale, exchange or other disposition of all, or substantially all, of the equity securities or consolidated assets of the Company and its Subsidiaries, other than pursuant to an Approved Sale in accordance with Article XVI; 6.3.2 Any act which would make it impossible to carry on the Business of the Company; 6.3.3 Permitting of any additional Capital Contributions or issuance of Units other than pursuant to the Purchase Agreement, the Waiver and/or the Subscription Agreement (provided, that following the occurrence of a Qualifying Event, the affirmative vote or written consent of XXX shall not be required); 6.3.4 An alteration of the primary purpose of the Business; and 6.3.5 The amendment of this Agreement or the Certificate.

Appears in 1 contract

Samples: Limited Liability Company Agreement (RiceBran Technologies)

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