POWERS REQUIRING APPROVAL OF ALL OF THE MEMBERS Sample Clauses

POWERS REQUIRING APPROVAL OF ALL OF THE MEMBERS. Notwithstanding SECTION 6.2.1 to the contrary, and in addition to any other provisions in the Act, the Articles or this Agreement that require approval of the Members, the Manager shall not have the authority to, and shall not, take or fail to take any of the following actions or transactions by or involving the LLC, including entering into of any contract or agreement to do any of the following actions, or causing any material modification, amendment, enforcement, waiver, extension or renewal thereof, without first obtaining unanimous approval of the Members, which approval shall not be unreasonably withheld by any Member: (a) incurring expenses which would cause the LLC to exceed total budgeted expenses for any fiscal year, as set forth in an Approved Budget, by the greater of (i) twenty percent (20%) of total budgeted expenses for such fiscal year, or (ii) $1,000,000; or (b) engaging in any business other than designing, sourcing, marketing, distributing and selling apparel under the William Rast(TM) brand.
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POWERS REQUIRING APPROVAL OF ALL OF THE MEMBERS. Notwithstanding SECTION 6.2.1 to the contrary, and in addition to any other provisions in the Act, the Articles or this Agreement that require approval of the Members, the Manager shall not have the authority to, and shall not, take or fail to take any of the following actions or transactions by or involving the LLC, including entering into of any contract or agreement to do any of the following actions, or causing any material modification, amendment, enforcement, waiver, extension or renewal thereof, without first obtaining unanimous approval of the Members, which approval shall not be unreasonably withheld by any Member: (a) entering into any license or similar grant of rights with respect to the William Rast(TM) brand, including, without limita▇▇▇▇, ▇▇▇▇▇▇ng into any license agreement with a third party to design, source, market, distribute and sell apparel under the William Rast(TM) brand; (b) incurring e▇▇▇▇▇▇▇ ▇▇▇ch would cause the LLC to exceed total budgeted expenses for any fiscal year, as set forth in an Approved Budget, by the greater of (i) twenty percent (20%) of total budgeted expenses for such fiscal year, or (ii) $100,000; or (c) engaging in any business other than owning, and licensing others (including a Member or any of its Affiliates) rights to, the trademark "William Rast" in all classifications.
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Related to POWERS REQUIRING APPROVAL OF ALL OF THE MEMBERS

  • Waiver of Notice; Approval of Meeting; Approval of Minutes The transactions of any meeting of Limited Partners, however called and noticed, and whenever held, shall be as valid as if it had occurred at a meeting duly held after regular call and notice, if a quorum is present either in person or by proxy. Attendance of a Limited Partner at a meeting shall constitute a waiver of notice of the meeting, except when the Limited Partner attends the meeting for the express purpose of objecting, at the beginning of the meeting, to the transaction of any business because the meeting is not lawfully called or convened; and except that attendance at a meeting is not a waiver of any right to disapprove the consideration of matters required to be included in the notice of the meeting, but not so included, if the disapproval is expressly made at the meeting.

  • Approval of Stockholders If an option is granted by this Agreement prior to approval of the stockholders of the Plan, the option granted shall be null and void unless stockholder approval is obtained within twelve months after the Plan was adopted.

  • State Approval of Replacement Personnel The Engineer may not replace the project manager or key personnel without prior consent of the State. The State must be satisfied that the new project manager or other key personnel is qualified to provide the authorized services. If the State determines that the new project manager or key personnel is not acceptable, the Engineer may not use that person in that capacity and shall replace him or her with one satisfactory to the State within forty-five (45) days.

  • Board Approval of Foreign Subcustodians Unless and except to the extent that the Board has delegated to the Custodian and the Custodian has accepted delegation of review of certain matters concerning the appointment of Subcustodians pursuant to Subsection 8.3, the Custodian shall, prior to the appointment of any Subcustodian for purposes of holding Investments of the Fund outside the United States, obtain written confirmation of the approval of the Board of Trustees or Directors of the Fund with respect to (a) the identity of a Subcustodian, and (b) the Subcustodian agreement which shall govern such appointment, such approval to be signed by an Authorized Person. An Instruction to open an account in a given country shall comprise authorization of the Custodian to hold assets in such country in accordance with the terms of this Agreement. The Custodian shall not be required to make independent inquiry as to the authorization of the Fund to invest in such country.

  • PROCEDURE FOR APPROVAL OF SETTLEMENT Acceptance of this Settlement Agreement shall be sought at a hearing of the Central Regional Council of the MFDA on a date agreed to by counsel for Staff and the Respondent.