Common use of Voting Requirements for Certain Items Reserved for Member Approval Clause in Contracts

Voting Requirements for Certain Items Reserved for Member Approval. The Governors shall not have authority to, and they covenant and agree that they shall not, do any of the following acts without the consent of a Majority in Interest of the Members: (a) Issue Membership Units in the Company at less than $1,000 per unit; (b) Sell, lease, exchange or otherwise dispose of all or substantially all of the assets of the Company; (c) Merge or consolidate the Company with or into any other Person; (d) A change in the business purpose of the Company; or (e) Voluntary dissolution of the Company; or (f) Cause the Company to acquire any equity or debt securities issued by any Governor (or any of its Affiliates), or otherwise make loans to any Governor (or any of its Affiliates or Related Parties). Notwithstanding the foregoing, the Governors shall have full authority to redeem, repurchase or otherwise acquire any Units held by a Governor (or its Affiliates or Related Parties) on such terms the Governors reasonably believe are in the best interests of the Company and such transaction is approved by all disinterested Governors. The actions specified herein as requiring the consent of the Members shall be in addition to any actions by the Governors that are specified in the Act as requiring the consent or approval of the Members. Any such consent or approval required by the Act may be given by a vote of a Majority in Interest of the Members, unless a higher threshold shall be specified by the Act.

Voting Requirements for Certain Items Reserved for Member Approval. The Governors shall not have authority to, and they covenant and agree that they shall not, do any of the following acts without the consent of a Majority in Interest of the Members: (a) Issue Membership Units in the Company at less than $1,000 per unit; (b) Sell, lease, exchange or otherwise dispose of all or substantially all of the assets of the Company; (c) Merge Merger or consolidate consolidation of the Company with or into any other Person; (d) A change in the business purpose of the Company; or; (e) Voluntary dissolution of the Company; or (f) Cause the Company to acquire any equity or debt securities issued by any Governor (or any of its Affiliates), or otherwise make loans to any Governor (or any of its Affiliates or Related Parties). Notwithstanding the foregoing, the Governors shall have full authority to redeem, repurchase or otherwise acquire any Units held by a Governor (or its Affiliates or Related Parties) on such terms the Governors reasonably believe are in the best interests of the Company and such transaction is approved by all disinterested Governors. The actions specified herein as requiring the consent of the Members shall be in addition to any actions by the Governors that are specified in the Act as requiring the consent or approval of the Members. Any such consent or approval required by the Act may be given by a vote of a Majority in Interest of the Members, unless a higher threshold shall be specified by the Act.