Common use of Member Approval Clause in Contracts

Member Approval. Notwithstanding the provisions of Section 5.1(a), the Managers may not cause the Company to do any of the following without complying with any applicable requirements of the Act: (i) sell, lease, exchange or otherwise dispose of (other than by way of a pledge, mortgage, deed of trust or trust indenture) all or substantially all the Company’s property and assets (with or without good will), outside the usual and regular course of the Company’s business; (ii) be a party to a merger or an exchange or acquisition; (iii) amend or restate the Articles; and (iv) any other action which the Member by written action restricts the Managers from taking.

Appears in 5 contracts

Samples: Operating Agreement (LifeCare Holdings, Inc.), Operating Agreement (LifeCare Holdings, Inc.), Operating Agreement (LifeCare Holdings, Inc.)

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Member Approval. Notwithstanding the provisions of Section 5.1(a), the Managers may not cause the Company to do any of the following without complying with any applicable requirements of the Act: (i) sell, lease, exchange or otherwise dispose of (other than by way of a pledge, mortgage, deed of trust or trust indenture) all or substantially all the Company’s property and assets (with or without good will), outside the usual and regular course of the Company’s business; (ii) be a party to a merger or an exchange or acquisition; (iii) amend or restate the ArticlesCertificate; and (iv) any other action which the Member by written action restricts the Managers from taking.

Appears in 1 contract

Samples: Operating Agreement (LifeCare Holdings, Inc.)

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