Approval of Certain Matters. The Company shall not take, and the Manager covenants and agrees that it shall not undertake on behalf of the Company, any of the following actions without the approval of the Members acting by a Majority Vote: (a) the filing of a petition in or for bankruptcy, reorganization or an arrangement with creditors; (b) the dissolution of the Company prior to the expiration of the terms pursuant to Section 2.6; (c) the issuance of Additional Units by the Company except to the extent that the issuance of such Additional Units is permitted under Section 3.4(a); (d) the approval of new related-party transactions under Section 6.8(g); (e) the amendment of this Agreement, except as otherwise provided in Section 7.5; or (f) any other matter for which Member approval is specifically required under the Delaware Act by provisions of state law which can not be waived by the Members—it being the intent of the Members to waive, to the maximum extent permitted, all such voting rights (except to the extent that specific voting rights are reserved to the Members herein).
Appears in 3 contracts
Sources: Limited Liability Company Agreement (Luna Azul Development Fund, LLC), Limited Liability Company Agreement (Luna Azul Development Fund, LLC), Limited Liability Company Agreement (Luna Azul Development Fund, LLC)