Common use of Proposal of Amendments Clause in Contracts

Proposal of Amendments. Except as otherwise specified in this Agreement, any amendment to this Agreement may be proposed by the Directors or by Investors other than the Directors who, in aggregate, own not less than 10% of the Shares owned by all such Investors. The Directors or Investors proposing such amendment shall submit to the Management Committee: (i) the text of such amendment; (ii) a statement of the purpose of such amendment; and (iii) an opinion of counsel obtained by the Directors or Investors proposing such amendment to the effect that such amendment is permitted by the Act and the laws of any other jurisdiction where the Fund is qualified to do business, will not impair the limited liability of the Directors or Investors, and will not adversely affect the classification of the Fund as a partnership for federal and state income tax purposes. The Management Committee shall, within 20 days after receipt of any proposal under this Section 6.01, give notification to all Directors and Investors of such proposed amendment, of such statement of purpose, and of such opinion of counsel, together, in the case of an amendment proposed by Investors, with the views, if any, of the Management Committee and the Investment Managers with respect to such proposed amendment. All proposed amendments shall be submitted to the Investors for a vote no less than 10 days nor more than 60 days after the date of mailing of such notice and will be adopted if approved by a Majority in Interest of the Investors. For purposes of obtaining a written vote, the Management Committee may require receipt of written responses within a specified time.

Appears in 4 contracts

Samples: Operating Agreement (Technology Funding Venture Capital Fund Vi LLC), Operating Agreement (Technology Funding Venture Capital Fund Vi LLC), Operating Agreement (Technology Funding Venture Capital Fund Vi LLC)

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Proposal of Amendments. Except as otherwise specified in this Agreement, any amendment to this Agreement may be proposed by the Directors or by Investors other than the Directors who, in aggregate, own not less than 10% of the Shares owned by all such Investors. The Directors or Investors proposing such amendment shall submit to the Management CommitteeDirectors: (i) the text of such amendment; (ii) a statement of the purpose of such amendment; and (iii) an opinion of counsel obtained by the Directors or Investors proposing such amendment to the effect that such amendment is permitted by the Act and the laws of any other jurisdiction where the Fund is qualified to do business, will not impair the limited liability of the Directors or Investors, and will not adversely affect the classification of the Fund as a partnership for federal and state income tax purposes. The Management Committee Directors shall, within 20 days after receipt of any proposal under this Section 6.01, give notification to all Directors and Investors of such proposed amendment, of such statement of purpose, and of such opinion of counsel, together, in the case of an amendment proposed by Investors, with the views, if any, of the Management Committee Directors and the Investment Managers Manager with respect to such proposed amendment. All proposed amendments shall be submitted to the Investors for a vote no less than 10 days nor more than 60 days after the date of mailing of such notice and will be adopted if approved by a Majority in Interest of the Investors. For purposes of obtaining a written vote, the Management Committee Directors may require receipt of written responses within a specified time.

Appears in 1 contract

Samples: Form of Operating Agreement (Vcvillage Com Opportunity Fund LLC)

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