Member Approval definition

Member Approval means the approval of the Class A Member.

Member Approval means written approval by Members whose rights under this Agreement are attributable to at least 50% of the Units outstanding (excluding any Units held by the Corporation) immediately after the Unit Purchase (as appropriately adjusted for any subsequent changes to the number of outstanding Units). For purposes of this definition, a Member’s rights under this Agreement shall be attributed to Units as of the time of a determination of Member Approval. For the avoidance of doubt, (i) an Exchanged Unit shall be attributed only to the Member entitled to receive Tax Benefit Payments with respect to such Exchanged Unit (i.e., the Member who Exchanged the Unit or the assignee of such Member’s rights hereunder) and (ii) an outstanding Unit that has not been Exchanged shall be attributed only to the Member (or, if applicable, the assignee of its rights hereunder) entitled to receive Tax Benefit Payments upon the Exchange of such Unit.

Member Approval means approval granted by Members by adopting the required Members' Resolution;

Examples of Member Approval in a sentence

• If at any time there is more than one Class A Member, then any action requiring the Class A Members to act as a class will require the approval of a majority of the outstanding Class A Units, and, if at any time there is more than one Class B Member, then any action requiring the Class B Members to act as a class will require Class B Member Approval.

• If the Board with Requisite Member Approval determines to effect a Qualified Public Offering, each of the Members shall be granted customary registration rights, including piggyback registration rights, with respect to such Qualified Public Offering.

• Any right or remedy of the Members hereunder may be waived by Member Approval, and any such waiver shall be binding on all Members.

• The Corporation may not assign any of its rights or obligations under this Agreement to any Person without Member Approval (and any purported assignment without such consent shall be null and void).

• Any waiver by a Founding Member of its Founding Member Approval Rights shall only serve as a waiver with respect to the specific conditions that gave rise to the Founding Member Approval Rights being waived and shall not constitute a waiver with respect to any other rights under this Agreement and any Founding Member Approval Rights that the Founding Member may have in the future as a result of the existence of a condition giving rise to Founding Member Approval Rights subsequent to such waiver.

More Definitions of Member Approval

Member Approval means the approval and adoption of the Suntuity Merger, this Agreement and the Transactions by the requisite affirmative vote or written consent of the members of the Company in accordance with the RULLCA and the Organizational Documents.

Member Approval means, as to any matter requiring Member Approval hereunder, the approval or subsequent ratification by each Member.

Member Approval has the meaning set forth in Section 3.2(c)(i).

Member Approval means, with respect to any matter requiring such approval under this Agreement, the affirmative vote of (1) the Managing Member, and (2) the holders of a majority of the Common Interests issued and outstanding and entitled to vote (excluding, for this purpose, any Common Interests held by the Managing Member and, for the avoidance of doubt, any Non-Voting Common Interests and Restricted Common Interests).

Member Approval means the approval of the Members holding a majority of the then outstanding Membership Interests.

Member Approval means a Majority in Interest (as that term is defined in the GSRP LLC Agreement in effect as of the date of this Agreement) of the members of GSRP shall have approved or consented (which approval or consent may be obtained by a member’s failure to object in writing after fifteen (15) calendar days’ notice of the Agreement, or such other time period as may be provided for by agreement between GSRP and such member) to the consummation of the Internalization Transactions.

Member Approval means the approval of the Members holding more than 50% of the outstanding Membership Interests.