Hyper-Majority Vote of Members Sample Clauses

Hyper-Majority Vote of Members. Upon the approval of a Hyper-Majority Vote of Members , the General Partner shall make a Disposition of the Investment and other assets of the Partnership through an en bloc sale or other orderly disposition to maximize value. For greater certainty, subject to Section 4.5, no Partner shall be entitled to, or be restricted from, acquiring the Investment from the Partnership at such time; provided that any acquisition of all or any part of the Investment by the General Partner or its Affiliates shall require the Hyper-Majority Vote of Members (other than the General Partner and its Affiliates, including any Person or account the Interest of which is managed by Brookfield on a discretionary basis).
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Hyper-Majority Vote of Members. Upon the approval of a Hyper-Majority Vote of Members, the Managing Member shall make a Disposition of the Investment and other assets of the Company through an en bloc sale or other orderly disposition to maximize value. For greater certainty, subject to Section 4.5, no Member shall be entitled to, or be restricted from, acquiring the Investment from the Company at such time; provided that any acquisition of all or any part of the Investment by the Managing Member or its Affiliates shall require the Hyper-Majority Vote of Members (other than the Managing Member and its Affiliates, including any Person or account the Interest of which is managed by Brookfield on a discretionary basis).

Related to Hyper-Majority Vote of Members

  • Board of Managers Section 3.01

  • Initial Members The initial Members of the Company are the Persons executing this Agreement as of the date of this Agreement as Members, each of which is admitted to the Company as a Member effective contemporaneously with the execution by such Person of this Agreement.

  • Shareholders Voting Powers and Meetings 11 Section 1.

  • Shareholders Voting Powers and Meeting 11 Section 5.1 Voting Powers 11

  • Management by Board of Managers (a) Subject to such matters which are expressly reserved hereunder or under the Act to the Member for decision, the business and affairs of the Company shall be managed by a board of managers (the “Board”), which shall be responsible for policy setting, approving the overall direction of the Company and making all decisions affecting the business and affairs of the Company. The Board shall consist of one (1) to five (5) individuals (the “Managers” and each a “Manager”), the exact number of Managers to be determined from time to time by resolution of the Member. The initial Board shall consist of three (3) members, who shall be Xxxxxxx X. Xxxxxx, Xxxxxxx X.

  • Parent Board of Directors The Board of Directors of Parent will take all actions necessary such that two members of Company's Board of Directors reasonably acceptable to Parent, at least one of whom is an independent director of the Company's Board of Directors, shall be appointed to Parent's Board of Directors as of the Effective Time with a term expiring at the next annual meeting of Parent's stockholders.

  • Shareholder Voting Powers and Meetings 17 Section 6.1 Voting....................................................... 17 Section 6.2 Meetings..................................................... 18 Section 6.3

  • Required Vote of the Company Stockholders The affirmative vote of the holders of a majority of the outstanding shares of Company Voting Stock in favor of the adoption of this Agreement (the “Company Stockholder Approval”) is the only vote of holders of securities of the Company that is required to approve this Agreement and the transactions contemplated hereby, including the Mergers.

  • Meetings of the Board of Managers The Board may hold meetings, both regular and special, within or outside the State of Delaware. Regular meetings of the Board may be held without notice at such time and at such place as shall from time to time be determined by the resolution of the Board. Special meetings of the Board may be called by the President on five (5) business days notice to each Manager, either personally, by telephone, by mail, by telegram or by any other means of communication; special meetings shall be called by the President or Secretary in like manner and on like notice on the written request of at least a quarter of the Managers.

  • Limited Partners The Limited Partners shall not participate in the general conduct or control of the Partnership’s affairs and shall have no right or authority to act for or to bind the Partnership. The Limited Partners shall not be required to assume, endorse or guarantee any liabilities of the Partnership.

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