Majority Approval. Except as otherwise expressly provided in this Agreement, the approval of Representatives representing a majority of the total 100 votes will be sufficient for the Partnership Governance Committee to take any Partnership Governance Committee Action.
Majority Approval. 11 3.10. Auxiliary Committees...................................... 11
Majority Approval. Whenever any matter is required or allowed to be approved by the Members under the Act or this Agreement, except as otherwise provided herein, such matter shall be considered approved or consented to upon the receipt of the affirmative approval or consent, either in writing or at a meeting of the Members, of a Majority in Interest of the Members. Assignees shall not be entitled to vote on any matter relating to the Company unless and until admitted as a Member.
Majority Approval. Except as otherwise specified in Article 11.3(b), all decisions of the Board of Directors shall require the affirmative vote of more than 50 percent of the vote total in accordance with Article 11.2.
Majority Approval. The following matters shall require the approval or consent of a Majority of Members:
(i) At any time prior to one year from the date of this Agreement, the sale, exchange or other disposition of all, or substantially all, of the Company’s assets occurring as part of a single transaction or plan, or in multiple transactions over a twelve (12) month period, except in the orderly liquidation and winding up of the business of the Company upon its duly authorized dissolution, provided, however, that each Member, by execution of this Agreement, hereby approves of and consents to a conversion or reorganization as described in Section 12.2, and the Manager may effectuate a conversion or reorganization as described in Section 12.2 without any further action on the part of any Member. Notwithstanding the foregoing provisions of this paragraph, following the expiration of the one year period from the date of this Agreement, the Manager shall have the authority to sell, exchange or dispose of all, or substantially all, of the Company’s assets occurring as part of a single transaction or plan, or in multiple transactions over a twelve (12) month period without the approval or consent of a Majority of Members;
(ii) The merger of the Company with another limited liability company or limited partnership; provided in no event shall a Member be required to become a general partner in a merger with a limited partnership without his express written consent or unless the agreement of merger provides each Member with the dissenter’s rights described in the Act.
(iii) The merger of the Company with a corporation or a general partnership or other Person, provided, however, that each Member, by execution of this Agreement, hereby approves of and consents to a conversion or reorganization as described in Section 12.2, and the Manager may effectuate a conversion or reorganization as described in Section 12.2 without any further action on the part of any Member;
(iv) An alteration of the primary purpose of the Company as set forth in Section 2.6;
(v) Transactions between the Company and a Manager or one or more of such Manager’s Affiliates or related parties, or transactions in which a Manager, or one or more of any Manager’s Affiliates or related parties, has a material financial interest; and
(vi) Any act which would make it impossible to carry on the ordinary business of the Company.
Majority Approval. Long agrees to vote all of the Majority Shares in favor of the Asset Purchase Agreement and the transactions contemplated thereby, subject to termination of this Agreement as provided in Section 3 below.
Majority Approval. The following matters shall require the approval or consent of a Majority of Members:
Majority Approval. Where any act or event hereunder is expressed to be subject to the consent or approval of the holders of the Securities without reference to a specific percentage of such holders, such consent or approval shall be capable of being given by the holder or holders evidencing in the aggregate not less than 51% of the Percentage Interests.
Majority Approval. As long as any shares of Series B Preferred Stock are outstanding, the Company shall not, without first obtaining the approval of the holders of at least a majority of the shares of Series B Preferred Stock then outstanding: (i) pay any dividends to holders of Common Stock; (ii) alter or change the rights, preferences or privileges of the Series B Preferred Stock; (iii) increase the authorized number of shares of the Series B Preferred Stock; (iv) create any new class or series of shares having preference over the Series B Preferred Stock; (v) authorize any amendment to these Articles of Incorporation which would adversely affect the rights of the holders of the Series B Preferred Stock or reclassify any shares of any class of capital stock into a class ranking prior to or in parity with the Series B Preferred Stock; or (vi) repurchase any equity security except redemptions of stock purchased from employees upon such employee(s) termination of employment.
Majority Approval. Except as otherwise specified in this Agreement, all decisions of the Board of Directors shall require the affirmative vote of more than 50 percent of the vote total in accordance with Article 11.2, provided that if a Director is disqualified from voting on a matter before the Board because of a conflict of interest and no Alternate Director is present in the Director’s place, or if the Alternate Director is also disqualified because of a conflict of interest, that Director shall be excluded from the calculation of the total number of Directors that constitute a majority.
