Member Voting, Consent and Approval Rights Sample Clauses

Member Voting, Consent and Approval Rights. Other than as expressly provided in Section 5.5, 5.7 or 5.8 of this Agreement or, solely with respect to the Initial Member, in Article IV of this Agreement, no member of the Company (including, without limitation, the Initial Member) in its capacity as such shall have any right hereunder, under the Act or otherwise to vote on, consent to or approve any action or other matter to be taken by, of or otherwise affecting the Company (including, without limitation, with respect to the issuance, transfer or assignment of any Units, the admission of any person or entity as a member of the Company, the sale, lease, transfer, assignment or other disposition of all or substantially all of the assets of the Company, the merger, consolidation or conversion of or by the Company or, to the fullest extent permitted by applicable law, the dissolution, liquidation or termination of the Company) or to otherwise act for or bind the Company, all such actions and other matters to be taken solely by and in the determination of or pursuant to the express authorization of the Board of Managers, notwithstanding any other provision of this Agreement or the Act to the contrary (including, without limitation, any provision of the Act that would otherwise vest by default any voting, consent or approval right in any member of the Company).
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Related to Member Voting, Consent and Approval Rights

  • Shareholder Vote The issuance of shares of Common Stock with respect to the applicable Closing, if any, shall not violate the shareholder approval requirements of the Principal Market.

  • Shareholder Approvals The Shareholder Approvals shall have been obtained.

  • Filings, Consents and Approvals The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.4 of this Agreement, (ii) the filing with the Commission of the Prospectus Supplement, (iii) application(s) to each applicable Trading Market for the listing of the Shares and Warrant Shares for trading thereon in the time and manner required thereby and (iv) such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

  • Conflicts; Consents and Approvals Neither the execution and delivery of this Agreement by the Company nor the consummation of the transactions contemplated by this Agreement will:

  • Shareholder Consent The execution, delivery and performance of the Articles Amendment shall have received the Shareholder Approval.

  • Stockholder Approvals Each of the Company Stockholder Approval and the Parent Stockholder Approval shall have been obtained.

  • Stockholder Vote In connection with any vote of the holders of the Company’s common stock issued in the Initial Public Offering (such stockholders, the “Public Stockholders”) regarding a Business Combination, the Company shall provide to the Trustee an affidavit or certificate of a firm regularly engaged in the business of soliciting proxies and tabulating stockholder votes verifying the vote of the Public Stockholders regarding such Business Combination.

  • Shareholders' Approval The holders of not less than a majority of the outstanding common stock of the Purchaser shall have voted for authorization and approval of this Agreement and the transactions contemplated hereby.

  • Required Consents and Approvals All required consents and approvals shall have been obtained and be in full force and effect with respect to the transactions contemplated hereby and from (a) all relevant Governmental Authorities; and (b) any other Person whose consent or approval the Administrative Agent deems necessary or appropriate to effect the transactions contemplated hereby.

  • Approval Rights From the date hereof and until the Final Closing Date as described in Section 1(c), the Company shall not take any of the following actions without the prior written consent of the Purchaser, in its sole discretion:

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