Common use of Matters to be Decided by the Members Clause in Contracts

Matters to be Decided by the Members. No authorization or action taken with respect to the “Major Decisions” subsequently enumerated in this section shall be effective or binding on the Company unless specifically approved by the Sole Member. Major Decisions shall include the following: i. the taking of any action which would cause a termination, dissolution or liquidation of the Company, for tax purposes or otherwise; ii. any merger or consolidation of the Company with or into another entity; iii. the sale of all or substantially all of the assets of the Company; iv. consent to a voluntary petition in bankruptcy on behalf of the Company; and v. the admission of any additional Members to the Company.

Appears in 20 contracts

Samples: Limited Liability Company Agreement (Winder HMA, LLC), Operating Agreement (Winder HMA, LLC), Operating Agreement (Winder HMA, LLC)

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Matters to be Decided by the Members. No authorization or action taken with respect to the “Major Decisions” subsequently enumerated in this section shall be effective or binding on the Company unless specifically approved by the Sole Member. Major Decisions shall include the following: i. the taking of any action which would cause a termination, dissolution or liquidation of the Company, for tax purposes or otherwise; ; ii. any merger or consolidation of the Company with or into another entity; iii. the sale of all or substantially all of the assets of the Company; iv. consent to a voluntary petition in bankruptcy on behalf of the Company; and v. the admission of any additional Members to the Company.

Appears in 10 contracts

Samples: Operating Agreement (Winder HMA, LLC), Operating Agreement (Winder HMA, LLC), Operating Agreement (Winder HMA, LLC)

Matters to be Decided by the Members. No authorization or action taken with respect to the “Major Decisions” subsequently enumerated in this section shall be effective or binding on the Company unless specifically approved by the Sole Member. Major Decisions shall include the following: i. the taking of any action which would cause a termination, dissolution or liquidation of the Company, for tax purposes or otherwise; ii. any merger or consolidation of the Company with or into another entity; iii. the sale of all or substantially all of the assets of the Company; iv. consent to a voluntary petition in bankruptcy on behalf of the Company; and v. the admission of any additional Members to the Company.

Appears in 2 contracts

Samples: Operating Agreement (Winder HMA, LLC), Operating Agreement (Winder HMA, LLC)

Matters to be Decided by the Members. No authorization or action taken with respect to the “Major Decisions” subsequently enumerated in this section shall be effective or binding on the Company unless specifically approved by the Sole Member. Major Decisions shall include the following:; i. the taking of any action which would cause a termination, dissolution or liquidation of the Company, for tax purposes or otherwise; ii. any merger or consolidation of the Company with or into another entity; iii. the sale of all or substantially all of the assets of the Company; iv. consent to a voluntary petition in bankruptcy on behalf of the Company; and v. the admission of any additional Members to the Company.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Winder HMA, LLC)

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Matters to be Decided by the Members. No authorization or action taken with respect to the “Major Decisions” subsequently enumerated in this section shall be effective or binding on the Company unless specifically approved by the Sole Member. , Major Decisions shall include the following: i. the taking of any action which would cause a termination, dissolution or liquidation of the Company, for tax purposes or otherwise; ii. any merger or consolidation of the Company with or into another entity; iii. the sale of all or substantially all of the assets of the Company; iv. consent to a voluntary petition in bankruptcy on behalf of the Company; and v. the admission of any additional Members to the Company.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Winder HMA, LLC)

Matters to be Decided by the Members. No authorization or action taken with respect to the “Major Decisions” subsequently enumerated in this section shall be effective or binding on the Company unless specifically approved by the Sole Member. Major Decisions shall include the following: i. the taking of any action which would cause a termination, dissolution or liquidation of the Company, for tax purposes or otherwise; ; ii. any merger or consolidation of the Company with or into another entity; iii. the sale of all or substantially all of the assets of the Company; iv. consent to a voluntary petition in bankruptcy on behalf of the Company; and and v. the admission of any additional Members to the Company.

Appears in 1 contract

Samples: Operating Agreement (Winder HMA, LLC)

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