Effect of Board Deadlocks. If a Board Deadlock on a matter or proposal not specified in Section 12.1(c)(ii) above is not resolved or approved by the Board within ten (10) Business Days following receipt of a notice of Final Impasse, then, to the extent such Board Deadlock relates to (i) issues which do not jeopardize the fiscal or operational condition of the Company or prevent or harm its ability to perform its obligations hereunder or under any valid contract or comply with the Laws; (ii) issues which seek to expand the ELC Facilities, other than the Phase II Option, or change the business purpose of the Company; (iii) a capital call for Capital Contributions that are outside of the Development Budget or Annual Budget or amendments thereto; (iv) issues that do not involve the Transaction Agreements; or (v) the sale of the MMLS Units under Section 8.4(e), a Board Deadlock will be treated as though the Board has denied the matter or proposal related to a Board Deadlock and not subject to Section 12.1(d).
Appears in 2 contracts
Sources: Limited Liability Company Agreement (El Paso Pipeline Partners, L.P.), Limited Liability Company Agreement (El Paso Pipeline Partners, L.P.)