Manager Approval. Other than as provided for in ARTICLE X, the submission of any action of the Company or a Series to Members for their consideration shall first be approved by the Manager.
Manager Approval. Pursuant to Section 10.1(b) of the LLC Agreement, the Corporation, as the Company’s Manager (such term as defined in the LLC Agreement), hereby consents to the transactions contemplated by this Agreement.
Manager Approval. Unless otherwise specifically provided in this Agreement, all actions taken by the Company shall be executed pursuant to authorizations set out herein and no action may be taken or authorized on the part of the Members without the Manager's agreement.
Manager Approval. The managers of the Company have by written consent unanimously: (i) approved and declared advisable this Agreement, (ii) determined that the Merger and other transactions contemplated by this Agreement are advisable, fair to, and in the best interests of the Company and the Company Members and approved the same, (iii) approved the Company Ancillary Agreements and the transactions contemplated thereby, (iv) resolved to recommend to the Company Members the adoption of this Agreement, and (v) directed that this Agreement be submitted to the Company Members for adoption (such manager approval in (i)-(v), the “Manager Approval”).
Manager Approval. The managers of the Company have, as of the date of this Agreement, duly approved this Agreement and the transactions contemplated hereby.
Manager Approval. Notwithstanding any delegation of authority to an officer of the Manager pursuant to Section 3.3, and subject to the Common Members’ right to vote on certain matters described in this Agreement, the Manager shall be required to approve or disapprove all actions with respect to the Company, including but not limited to:
(i) Amendment of the Certificate of Formation;
(ii) Amendment of this Agreement;
(iii) Merging or consolidating with any other organization or the acquisition, regardless of how structured of any other business assets or enterprise as a going concern, regardless of how any such business assets are owned or any such business enterprise is organized, whether by the Company or an Affiliate of the Company;
(iv) A terminating capital transaction;
(v) Dissolution of the Company;
(vi) Approving any budget or strategic or business plan;
(vii) Causing or permitting the Company to incur any indebtedness for borrowed money in excess of $50,000;
(viii) Causing or permitting the Company to make any loan, capital expenditure, call or other contribution with respect to any Person, who or which is not a direct or indirect subsidiary Person of the Company;
(ix) Making any investment in any individual, proprietorship, trust, estate, partnership, joint venture, association, company, corporation, limited liability company or other entity, regardless of the form of organization and whether organized for profit or otherwise (each a “Person” and collectively, “Persons”) or taking any action, giving any consent or casting any vote required under the terms of any stock, membership interest or equity purchase, stockholder, transfer, registration rights, operating, put or other agreement of any nature pertaining to any investment in any Person, who or which is not a direct or indirect subsidiary Person of the Company;
(x) Selling, encumbering or otherwise disposing of all, or substantially all, of the assets of the Company or any of its Affiliates;
(xi) Making any distributions of Company cash or other property except as specifically provided in this Agreement;
(xii) Creating or authorizing any new class or series of equity, or selling, issuing, granting, or selling any additional equity of the Company; or
(xiii) Filing or consenting to the filing of a petition under any federal or state bankruptcy, insolvency or reorganization act or statute.
Manager Approval. Manager shall have approved the form and substance of the Four Seasons Assignment.
Manager Approval. Each Manager shall be entitled to one vote on all matters submitted to Managers. Except as otherwise provided in this Agreement, all matters submitted to the Managers shall require approval by the affirmative vote of Managers representing a Majority of the Managers.
Manager Approval. The Series Manager shall have approved such substitution in writing, which approval may be granted or withheld by each member in its sole and absolute discretion and may be arbitrarily withheld; and