Common use of Restrictions on Manager Clause in Contracts

Restrictions on Manager. Notwithstanding any other provision hereof, unless and until there shall have occurred an Event of Default, the Manager shall not have the authority to cause the Company to do or commit to do any of the following acts, without the prior unanimous written consent of the specific act by the Members; however, upon the occurrence of an Event of Default, the Manager shall have the authority to cause the Company to do or commit to do such acts upon the Majority Vote of the Members: (a) Borrow money in excess of the amounts set forth in the Business Plan; (b) Sell any assets of the Company (or assets, in related transactions) having a fair market value over $500,000; (c) Enter into any contract involving an anticipated total expenditure of over $100,000; (d) Do any act which would make it impossible to carry on the ordinary business of the Company; (e) Compromise any claim over $50,000; (f) Admit a Person as a Member; (g) Knowingly perform any act that would subject a Member to personal liability; (h) Amend the Articles of Organization; (i) Approve any Business Plan of the Company; (j) Increase the compensation of any officer of the Company above the amount set forth in the Business Plan; or (k) Enter the Company into new business ventures, alliances or teaming agreements.

Restrictions on Manager. Notwithstanding any other provision hereof, unless and until there shall have occurred an Event of Defaulta Buy-Sell Event, the Manager shall not have the authority to cause the Company to do or commit to do any of the following acts, without the prior unanimous written consent of the specific act by the Members; however, upon the occurrence of an Event of Defaulta Buy-Sell Event, the Manager shall have the authority to cause the Company to do or commit to do such acts upon the Majority Vote of the Members: (a) Borrow money in excess of the amounts set forth in the Business Plan; (b) Sell any assets of the Company (or assets, in related transactions) having a fair market value over $500,000; (c) Enter into any contract involving an anticipated total expenditure of over $100,000; (d) Do any act which would make it impossible to carry on the ordinary business of the Company; (e) Compromise any claim over $50,000; (f) Admit a Person as a Member; (g) Knowingly perform any act that would subject a Member to personal liability; (h) Amend the Articles of Organization; (i) Approve any Business Plan of the Company; (j) Increase the compensation of Monika or any other officer of the Company above the amount set forth in the Business Plan; or (k) Enter the Company into new business ventures, alliances or teaming agreements.