Matters Requiring the Approval of the Board of Executive Officers. Notwithstanding any provision of the Articles to the contrary, no action may be taken by or on behalf of the Company in connection with any of the following matters without the unanimous written approval of the Board of Executive Officers:
(i) any sale, lease, pledge, assignment or other disposition of assets of the Company in an amount (in terms of consideration to be received by the Company) in excess of ¥1,000,000 in one transaction or a series of related transactions, other than as set forth in the most recently approved Business Plan;
(ii) the approval of any transaction or agreement between the Company and any Member or any of their respective Affiliates (other than transactions or agreements expressly provided for or authorized by an FF Operative Document or the most recently approved Business Plan) or any amendment thereto (including the waiver of any material term thereof), other than any such transaction, agreement or amendment that contains generally available, arm’s length commercial terms and is in an amount (in terms of payments to be made or the value of services or products to be provided or delivered) less than ¥1,000,000 for any single transaction or agreement or for substantially identical transactions within a twenty-four (24) month period (or a waiver that does not materially adversely affect the rights and benefits of the Company), other than as set forth in the most recently approved Business Plan;
(iii) the purchase, lease, license or other acquisition of (A) personal property or services or (B) any list of capital equipment approved by the Members, in each case in an amount (in terms of payments to be made or the value of services of products to be provided or delivered) exceeding ¥1,000,000 in any one transaction or a series of related transactions, other than as provided for in the most recently approved Business Plan;
(iv) the selection of attorneys, accountants, auditors and financial advisors;
(v) the adoption of accounting and tax policies, procedures and principles;
(vi) incurring any Indebtedness;
(vii) the hiring or termination of any employees referenced in Section 5.2(a) (Officers; Employees) who are not members of the SanDisk Team, if any;
(viii) the adoption of or changes to the forms of confidentiality, assignment or disclosure of intellectual property or employment agreements to be entered into between the Company and its employees;
(ix) the adoption of or changes to any employee benefit plan, including any incentive...
