Changes to the Appointing Members Sample Clauses

Changes to the Appointing Members. (a) An Agent Member may from time to time on application to the Operator containing the information specified by the Operator: (i) include an additional person as an Appointing Member for the Agent Member; or (ii) remove a Member as an Appointing Member for the Agent Member. (b) If the Agent Member is also an Agent Participant under an Auction Agreement and an application is made under paragraph (a), a corresponding application must also be made under the Auction Agreement. (c) Any application under paragraph (a) to include an additional person as an Appointing Member must be accompanied by information in a form satisfactory to the Operator evidencing that the person has appointed the proposed Agent Member to act as its agent for the purposes of this agreement (and if the Agent Participant is also an Auction Participant under an Auction Agreement, the Auction Agreement) and that Agent Member has accepted that appointment. (d) If an application under paragraph (a) is made in respect of the joint appointment of an Agent Member for the purposes of this agreement, the Appointing Members for that Agent Member are taken to have given their consent to the change. (e) An application under paragraph (a) to include an additional person as an Appointing Member for the Agent Member must be accompanied by the Membership Agreement executed by the proposed new Appointing Member. (f) If the Operator is satisfied that the application is in order, then the Operator must accept the application and take the necessary steps to implement the change under this agreement. (g) A Member who is removed as an Appointing Member for an Agent Member: (i) may request the termination of its Membership Agreement; (ii) for so long as it continues as a Member: (A) must comply with all the obligations applicable to it as a Member including the appointment of representatives under clause 5.3; and (B) is automatically suspended from access to and use of the Trading System until the Operator gives the Member the confirmation referred to in clause 6.1(b).
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Changes to the Appointing Members. (a) The Appointing Members for an Agent Member may, acting jointly, from time to time on application to the Operator containing the information specified by the Operator: (i) include an additional person as an Appointing Member for the Agent Member; or (ii) remove a Member as an Appointing Member for the Agent Member. (b) Any application under paragraph (a) must contain the information specified by the Operator and must be accompanied by information in a form satisfactory to the Operator evidencing: (i) in the case of an additional Appointing Member, that the additional Appointing Member has appointed the proposed Agent Member to act as its agent for the purposes of this Agreement jointly with the other Appointing Members and in respect of the same participant category, and that the Agent Member has accepted that appointment; and (ii) in both cases, that all Appointing Members for that Agent Member have given their consent to such change. (c) If the Operator is satisfied that the application is in order, then the Operator must accept the application and take the necessary steps to implement the change under this Agreement. (d) A Member who is removed as an Appointing Member for an Agent Member: (i) may request the termination of its Membership Agreement; (ii) for so long as it continues as a Member: (A) must comply with all the obligations applicable to it as a Member including the appointment of representatives under clause 5.3; and (B) is automatically suspended from access to and use of the Trading System until the Operator gives the Member the confirmation referred to in clause 6.1(b).
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Changes to the Appointing Members. (a) An Agent Member may from time to time on application to the Operator containing the information specified by the Operator: (i) include an additional person as an Appointing Member for the Agent Member; or (ii) remove a Member as an Appointing Member for the Agent Member.
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Changes to the Appointing Members. The Appointing Members for an Agent Member may from time to time on application to the Operator containing the information specified by the Operator: remove a Member as an Appointing Member for the Agent Member. include an additional person as an Appointing Members for the Agent Member; or Any application under clause 4.5.2(a) must contain the information specified by the Operator and must be accompanied by information in a form satisfactory to the Operator evidencing: in the case of an additional Appointing Member, that the additional Appointing Member has appointed the proposed Agent Member to act as their agent for the purposes of this Agreement jointly with the other Appointing Members and that the Agent Member has accepted that appointment; and in the case of the removal of a Member as an Appointing Member, that the relevant Member has given its consent. Formatted: Underline, Font color: Blue Formatted: Underline, Font color: Blue Formatted: Underline, Font color: Blue
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Related to Changes to the Appointing Members

  • Substitute Members No Member shall have the right to substitute a transferee of all or any part of such Member’s Units in its place, except as provided in this Article 11. Any such transferee of Unit(s) (whether pursuant to a voluntary or involuntary Transfer) shall be admitted to the Company as a Substitute Member only (i) with the consent of the Manager granted at its sole discretion, (ii) by satisfying the requirements of this Article 11, and (iii) upon the receipt of all necessary consents of governmental and regulatory authorities. Persons who become Substitute Members pursuant to Article 11.5 need not comply with clause (i) of the preceding sentence. Each transferee of all or part of a Member's Membership Units, as a condition to its admission as a Substitute Member, shall execute and acknowledge such instruments, in form and substance satisfactory to the Manager, as the Manager reasonably deems necessary or desirable to effectuate such admission and to confirm the agreement of such person to be bound by all the terms and provisions of this Agreement with respect to the Membership Units acquired. All reasonable expenses, including attorneys’ fees, incurred by the Company in this connection shall be borne by such person.

  • Major Decisions Notwithstanding any other provisions of this Agreement, the Company and/or the Managing Member may not, without the approval of the Non-Managing Member of the Company take any of the following actions or cause Mezz LLC or Property Owner to take any of the following actions (each, a “Major Decision”): (i) borrow money (whether on a secured or unsecured basis, and whether senior, on par or subordinate to the Loans, but excluding trade debt or amend the terms and conditions of any financing of the Company or any of its Subsidiaries, including the Loans, in any material respect or make elections with respect to interest periods, interest rates or other material provisions under any such financing; (ii) lend money (whether on a secured or unsecured basis, but excluding trade debt); (iii) grant any mortgage, security interest or any other lien on any Property or any other assets of the Company or any of its Subsidiaries;; (iv) subject all or any part of any Property to a condominium statute or convert any Property to condominium or cooperative form of ownership; (v) except as otherwise provided herein, sell all or any portion of any Property; (vi) seek or consent to any change in the zoning or other land use regulations affecting any Property or any permits or approvals granted thereunder if such change will materially adversely affect the value of the Property or the rights, interests or obligations of the parties under this Agreement; (vii) rebuild or reconstruct the improvements on the Property if they are substantially damaged by a fire or other casualty, except to the extent the Company or any of its Subsidiaries is required to do so pursuant to the Loan Documents or except to the extent that the cost to rebuild or reconstruct the improvements is less than $1,000,000; (viii) acquire any real property (other than the Property), any direct or indirect interest in real property, or any interest in any Person other than the Subsidiaries; (ix) adopt the annual operating budget of the Company and its Subsidiaries, which must be submitted to the Non-Managing Member for its Approval by November 30 of the preceding year (each such annual budget, as Approved, an “Approved Budget”); (x) incur any single capital expenditure in excess of $50,000, other than capital expenditures which are (i) set forth in an Approved Budget, or (ii) otherwise specifically Approved by the Non-Managing Member; (xi) assign, transfer, pledge, compromise or release any of the claims of or debts or insurance or condemnation proceeds due the Company exceeding $50,000 except in connection with the receipt by the Company of payment in full of such claims or debts; (xii) enter into any lease for a portion of the Property in excess of 25,000 square feet; (xiii) change the Company’s or any Subsidiaries’ accounting method, either for financial or tax reporting purposes or otherwise; (xiv) dissolve the Company or any Subsidiary; (xv) effect any merger, consolidation or restructuring of the Company or any Subsidiary; (xvi) purchase or redeem all or any portion of the limited liability company interest of any Member in the Company, except as provided herein with respect to permitted transfers; (xvii) form, directly or indirectly, any subsidiary other than the Subsidiaries; (xviii) other than in connection with the Loans, sell, assign, transfer, pledge, hypothecate or otherwise dispose of or encumber all or any portion of any of the Company’s interest in any Subsidiary or permit any Subsidiary to sell, assign, transfer, pledge, hypothecate or otherwise dispose of or encumber all or any portion of its assets or cause or permit any additional equity interests to be issued by or new members to be admitted to any Subsidiary; (xix) amend or otherwise modify any of the organizational documents of the Company or any Subsidiary in any material respect or take any action which would result in the Company not being able to manage or exercise control over any Subsidiary; (xx) enter into or conduct any business or operations other than in connection with the business of the Company as contemplated by Section 7 hereof or otherwise herein, or take any action which would cause the Company or any Subsidiary to cease being a “special purpose” entity as provided in Section 9(d) above; (xxi) employ any Member or any Affiliate of any Member on behalf of the Company or any Subsidiary or otherwise deal with the Company or any Subsidiary (whether as a buyer, seller, lessor, lessee, manager, broker, agent, furnisher of services, lender or otherwise) and pay to or receive from the Company, its Subsidiaries, any Member and any of their Affiliates any compensation, price, fee, commission or other payment therefore, except as contemplated by this Agreement or as set forth on Schedule D hereto; (xxii) employ any accountants for the Company or any attorneys for the Company (except that the Members specifically approve ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇ LLP and Cozen ▇’▇▇▇▇▇▇ being retained as attorneys for the Company and Amper, Politziner, ▇▇▇▇▇▇ and/or ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ Group being retained as accountants for the Company); (xxiii) settle any casualty loss (except to the extent fully covered by insurance less any deductible) or condemnation claim in excess of $250,000; (xxiv) settle any material litigation or threatened litigation, including without limitation that certain litigation regarding the sub-leasehold interest in the Property; (xxv) enter into any material contract or amendment; (xxvi) issue additional equity interests in itself or any Subsidiary; and (xxvii) take any other actions which, pursuant to the terms of this Agreement, require Approval of all of the Members.

  • Changes to the Agreement XOOM may make changes to any term or condition in this Agreement at any time except for the electricity price. We will notify you of any material change to the Agreement in writing at least forty- five (45) days before any such change be applied to your bill or take effect. If you do not terminate the Agreement before the effective date of the change, the change will become effective on the date stated in the notice. Moving: When moving to an address within your Local Utility’s service territory, XOOM will make every effort to transfer your service to your new service address when you move to an address within your Local Utility’s service territory, provided that you notify XOOM within fifteen (15) days of your move. If a transfer of service is not successful or you move to a location outside your Local Utility’s service territory, you may cancel this Agreement at no cost to you. Failure to notify XOOM of your move will be considered a cancellation of this Agreement in accordance with its terms.

  • Changes to the Parties (a) Amend the new language to be included pursuant to paragraph 2 of Schedule 9 of this Agreement to add the words “except to the extent permitted by this Agreement and” at the start of the paragraph. (b) Amend paragraph (c)(i) of Clause 28.8 (Additional Obligors) to add the words “under the relevant Facility” after the words “Majority Lenders”.

  • Initial Appointments The Company appoints the Trustee as the initial Paying Agent, the initial Registrar and the initial Conversion Agent.