Common use of Requirements for Material Actions Clause in Contracts

Requirements for Material Actions. The Borrower shall not fail to provide (and at all times the Borrower’s organizational documents shall reflect) that the unanimous consent of all managers (including the consent of the Independent Manager(s)) is required for the Borrower to (i) file any insolvency, or reorganization case or proceeding, (ii) institute proceedings to have the Borrower be adjudicated bankrupt or insolvent, (iii) institute proceedings under any applicable insolvency law, (iv) seek any relief under any law relating to relief from debts or the protection of debtors, (v) consent to the filing or institution of bankruptcy or insolvency proceedings against the Borrower, (vi) file a petition seeking, or consent to, reorganization or relief with respect to the Borrower under any applicable federal or state law relating to bankruptcy or insolvency, (vii) seek or consent to the appointment of a receiver, liquidator, assignee, trustee, sequestrator, custodian, or any similar official of or for the Borrower, or a substantial part of its property, (viii) make any assignment for the benefit of its creditors, (ix) admit in writing its inability to pay its debts generally as they become due, or (x) take any action in furtherance of any of the foregoing.

Requirements for Material Actions. The Borrower shall not fail to provide (and at all times the Borrower’s 's organizational documents shall reflect) that the unanimous consent of all managers (including the consent of the Independent Manager(s)) is required for the Borrower to (i) commence a voluntary bankruptcy petition under the Bankruptcy Code, (ii) file any insolvency, or reorganization case or proceeding, (iiiii) institute proceedings to have the Borrower be adjudicated bankrupt or insolvent, (iiiiv) institute proceedings under any applicable insolvency law, (ivv) seek any relief under any law relating to relief from debts or the protection of debtors, (vvi) consent to the filing or institution of bankruptcy or insolvency proceedings against the Borrower, (vivii) file a petition seeking, or consent to, reorganization or relief with respect to the Borrower under any applicable federal or state law relating to bankruptcy or insolvency, (viiviii) seek or consent to the appointment of a receiver, liquidator, assignee, trustee, sequestrator, custodian, or any similar official of or for the Borrower, or a substantial part of its property, (viiiix) make any assignment for the benefit of its creditors, (ixx) admit in writing its inability to pay its debts generally as they become due, or (xxi) take any action in furtherance of any of the foregoing.

Requirements for Material Actions. The Borrower No Loan Party shall not fail to provide (and at all times the Borrower’s such Loan Party's organizational documents shall reflect) that the unanimous consent of all managers (including the consent of the Independent Manager(s)) is required for the Borrower such Loan Party to (i) file any insolvency, or reorganization case or proceeding, (ii) institute proceedings to have the Borrower such Loan Party be adjudicated bankrupt or insolvent, (iii) institute proceedings under any applicable insolvency law, (iv) seek any relief under any law relating to relief from debts or the protection of debtors, (v) consent to the filing or institution of bankruptcy or insolvency proceedings against the Borrowersuch Loan Party, (vi) file a petition seeking, or consent to, reorganization or relief with respect to the Borrower such Loan Party under any applicable federal or state law relating to bankruptcy or insolvency, (vii) seek or consent to the appointment of a receiver, liquidator, assignee, trustee, sequestrator, custodian, or any similar official of or for the Borrowersuch Loan Party, or a substantial part of its property, (viii) make any assignment for the benefit of its creditors, (ix) admit in writing its inability to pay its debts generally as they become due, or (x) take any action in furtherance of any of the foregoing.. 116

Requirements for Material Actions. The Borrower shall not fail to provide (and at all times the Borrower’s 's organizational documents shall reflect) that the unanimous consent of all managers (including the consent of the Independent Manager(s)) is be required for the Borrower to (i) file any insolvency, or reorganization case or proceeding, (ii) institute proceedings to have the Borrower be adjudicated bankrupt or insolvent, (iii) institute proceedings under any applicable insolvency law, (iv) seek any relief under any law relating to relief from debts or the protection of debtors, (v) consent to the filing or institution of bankruptcy or insolvency proceedings against the Borrower, (vi) file a petition seeking, or consent to, reorganization or relief with respect to the Borrower under any applicable federal or state law relating to bankruptcy or insolvency, (vii) seek or consent to the appointment of a receiver, liquidator, assignee, trustee, sequestrator, custodian, or any similar official of or for the Borrower, or a substantial part of its property, (viii) make any assignment for the benefit of its creditors, (ix) admit in writing its inability to pay its debts generally as they become due, due or (x) take any action in furtherance of any of the foregoing.

Requirements for Material Actions. The Borrower No Loan Party shall not fail to provide (and at all times the Borrowersuch Loan Party’s organizational documents shall reflect) that the unanimous consent of all managers (including the consent of the Independent Manager(s)) is required for the Borrower such Loan Party to (i) file any insolvency, or reorganization case or proceeding, (ii) institute proceedings to have the Borrower such Loan Party be adjudicated bankrupt or insolvent, (iii) institute proceedings under any applicable insolvency law, (iv) seek any relief under any law relating to relief from debts or the protection of debtors, (v) consent to the filing or institution of bankruptcy or insolvency proceedings against the Borrowersuch Loan Party, (vi) file a petition seeking, or consent to, reorganization or relief with respect to the Borrower such Loan Party under any applicable federal or state law relating to bankruptcy or insolvency, (vii) seek or consent to the appointment of a receiver, liquidator, assignee, trustee, sequestrator, custodian, or any similar official of or for the Borrowersuch Loan Party, or a substantial part of its property, (viii) make any assignment for the benefit of its creditors, (ix) admit in writing its inability to pay its debts generally as they become due, or (x) take any action in furtherance of any of the foregoing.

Requirements for Material Actions. The Borrower shall not fail to provide (and at all times the Borrower’s organizational documents shall reflect) that the unanimous consent of all managers (including the consent of the Independent Manager(s)Special Member(s) is required for the Borrower to (i) commence a voluntary bankruptcy petition under the Bankruptcy Code, (ii) file any insolvency, or reorganization case or proceeding, (iiiii) institute proceedings to have the Borrower be adjudicated bankrupt or insolvent, (iiiiv) institute proceedings under any applicable insolvency law, (ivv) seek any relief under any law relating to relief from debts or the protection of debtors, (vvi) consent to the filing or institution of bankruptcy or insolvency proceedings against the Borrower, (vivii) file a petition seeking, or consent to, reorganization or relief with respect to the Borrower under any applicable federal or state law relating to bankruptcy or insolvency, (viiviii) seek or consent to the appointment of a receiver, liquidator, assignee, trustee, sequestrator, custodian, or any similar official of or for the Borrower, or a substantial part of its property, (viiiix) make any assignment for the benefit of its creditors, (ixx) admit in writing its inability to pay its debts generally as they become due, or (xxi) take any action in furtherance of any of the foregoing.

Requirements for Material Actions. The Borrower shall not fail to provide (and at all times the Borrower’s organizational documents shall reflect) that the unanimous consent of all managers (including the consent of the Independent Manager(s)) is required for the Borrower to (i) file any insolvency, or reorganization case or proceeding, (ii) to institute proceedings to have the Borrower be adjudicated bankrupt or insolvent, (iii) to institute proceedings under any applicable insolvency law, (iv) to seek any relief under any law relating to relief from debts or the protection of debtors, (v) to consent to the filing or institution of bankruptcy or insolvency proceedings against the Borrower, (vi) to file a petition seeking, or consent to, reorganization or relief with respect to the Borrower under any applicable federal or state law relating to bankruptcy or insolvency, (vii) to seek or consent to the appointment of a receiver, liquidator, assignee, trustee, sequestrator, custodian, or any similar official of or for the Borrower, Borrower or a substantial part of its property, (viii) to make any assignment for the benefit of its creditorscreditors of the Borrower, (ix) or except as required by applicable law, to admit in writing its the Borrower’s inability to pay its debts generally as they become due, or (x) or, to the fullest extent permitted by law, to take any action in furtherance of any of the foregoing.

Requirements for Material Actions. The Borrower shall not fail to provide (and at all times the Borrower’s 's organizational documents shall reflect) that the unanimous consent of all managers (including the consent of the Independent Manager(s)) is required for the Borrower to (i) file any insolvency, or reorganization case or proceeding, (ii) institute proceedings to have the Borrower USActive 55323723.3 be adjudicated bankrupt or insolvent, (iii) institute proceedings under any applicable insolvency law, (iv) seek any relief under any law relating to relief from debts or the protection of debtors, (v) consent to the filing or institution of bankruptcy or insolvency proceedings against the Borrower, (vi) file a petition seeking, or consent to, reorganization or relief with respect to the Borrower under any applicable federal or state law relating to bankruptcy or insolvency, (vii) seek or consent to the appointment of a receiver, liquidator, assignee, trustee, sequestrator, custodian, or any similar official of or for the Borrower, or a substantial part of its property, (viii) make any assignment for the benefit of its creditors, (ix) admit in writing its inability to pay its debts generally as they become due, or (x) take any action in furtherance of any of the foregoing.

Requirements for Material Actions. The Borrower shall not fail to provide (and at all times the Borrower’s organizational documents Borrower Operating Agreement shall reflect) that the consent of the Independent Director or the unanimous consent of all managers (including the consent of the Independent Manager(s)) directors is required for the Borrower to (i) file any insolvency, or reorganization case or proceeding, (ii) dissolve or liquidate, in whole or in part, or institute proceedings to have the Borrower be adjudicated bankrupt or insolvent, (iii) institute proceedings under any applicable insolvency law, (iv) seek any relief under any law relating to relief from debts or the protection of debtors, (v) consent to the filing or institution of bankruptcy or insolvency proceedings against the Borrower, (vi) file a petition seeking, or consent to, reorganization or relief with respect to the Borrower under any applicable federal or state law relating to bankruptcy or insolvency, (vii) seek or consent to the appointment of a receiver, liquidator, assignee, trustee, sequestrator, custodian, or any similar official of or for the Borrower, or a substantial part of its property, (viii) make any assignment for the benefit of its creditors, (ix) admit in writing its inability to pay its debts generally as they become due, or (x) take any action in furtherance of any of the foregoing.

Requirements for Material Actions. The Borrower shall not fail to provide (and at all times the Borrower’s organizational documents shall reflect) that the unanimous consent of all managers (including the consent of the its managing member and each Independent Manager(s)) Manager is required for the Borrower to (i) file any insolvency, or reorganization case or proceeding, (ii) institute proceedings to have the Borrower be adjudicated bankrupt or insolvent, (iii) institute proceedings under any applicable insolvency law, (iv) seek any relief under any law relating to relief from debts or the protection of debtors, (v) consent to the filing or institution of bankruptcy or insolvency proceedings against the Borrower, (vi) file a petition seeking, or consent to, reorganization or relief with respect to the Borrower under any applicable federal or state law relating to bankruptcy or insolvency, (vii) seek or consent to the appointment of a receiver, liquidator, assignee, trustee, sequestrator, custodian, or any similar official of or for the Borrower, or a substantial part of its property, (viii) make any assignment for the benefit of its creditors, (ix) admit in writing its inability to pay its debts generally as they become due, or (x) take any action in furtherance of any of the foregoing.

Requirements for Material Actions. The Borrower No Loan Party shall not fail to provide (and at all times the Borrower’s such Loan Party's organizational documents shall reflect) that the unanimous consent of all managers (including the consent of the Independent Manager(s)) is required for the Borrower such Loan Party to (i) file any insolvency, or reorganization case or proceeding, (ii) institute proceedings to have the Borrower such Loan Party be adjudicated bankrupt or insolvent, (iii) institute proceedings under any applicable insolvency law, (iv) seek any relief under any law relating to relief from debts or the protection of debtors, (v) consent to the filing or institution of bankruptcy or insolvency proceedings against the Borrowersuch Loan Party, (vi) file a petition seeking, or consent to, reorganization or relief with respect to the Borrower such Loan Party under any applicable federal or state law relating to bankruptcy or insolvency, (vii) seek or consent to the appointment of a receiver, liquidator, assignee, trustee, sequestrator, custodian, or any similar official of or for the Borrowersuch Loan Party, or a substantial part of its property, (viii) make any assignment for the benefit of its creditors, (ix) admit in writing its inability to pay its debts generally as they become due, or (x) take any action in furtherance of any of the foregoing.. 114

Requirements for Material Actions. The Borrower shall not fail to provide (and at all times the Borrower’s 's organizational documents shall reflect) that the unanimous consent of all managers (including the consent of the Independent Manager(s)) is required for the Borrower to (i) file any insolvency, or reorganization case or proceeding, (ii) institute proceedings to have the Borrower be adjudicated bankrupt or insolvent, (iii) institute proceedings under any applicable insolvency law, (iv) seek any relief under any law relating to relief from debts or the protection of debtors, (v) consent to the filing or institution of bankruptcy or insolvency proceedings against the Borrower, (vi) file a petition seeking, or consent to, reorganization or relief with respect to the Borrower under any applicable federal or state law relating to bankruptcy or insolvency, (vii) seek or consent to the appointment of a receiver, liquidator, assignee, trustee, sequestrator, custodian, or any similar official of or for the Borrower, or a substantial part of its property, (viii) make any assignment for the benefit of its creditors, (ix) admit in writing its inability to pay its debts generally as they become due, or (x) take any action in furtherance of any of the foregoing.. USActive 55125247.5 120

Requirements for Material Actions. The Borrower No Loan Party shall not fail to provide (and at all times the Borrower’s such Loan Party's organizational documents shall reflect) that the unanimous consent of all managers (including the consent of the Independent Manager(s)) is required for the Borrower such Loan Party to (i) file any insolvency, or reorganization case or proceeding, (ii) institute proceedings to have the Borrower such Loan Party be adjudicated bankrupt or insolvent, (iii) institute proceedings under any applicable insolvency law, (iv) seek any relief under any law relating to relief from debts or the protection of debtors, (v) consent to the filing or institution of bankruptcy or insolvency proceedings against the Borrowersuch Loan Party, (vi) file a petition seeking, or consent to, reorganization or relief with respect to the Borrower such Loan Party under any applicable federal or state law relating to bankruptcy or insolvency, (vii) seek or consent to the appointment of a receiver, liquidator, assignee, trustee, sequestrator, custodian, or any similar official of or for the Borrowersuch Loan Party, or a substantial part of its property, (viii) make any assignment for the benefit of its creditors, (ix) admit in writing its inability to pay its debts generally as they become due, or (x) take any action in furtherance of any of the foregoing.