Common use of Unanimous Vote Clause in Contracts

Unanimous Vote. The following actions of the Company shall require the unanimous vote of the Board of Managers and the approval or authorization of the Member: (i) the approval of any Reorganization, any other merger or consolidation to which the Company is a party; (ii) the assignment of any Assets for the benefit of the Company's creditors or the granting of any material lien, charge or encumbrance upon any of the Company's Assets, other than liens to secure indebtedness incurred pursuant to the transactions set forth in Section 1.6; (iii) the incurring of any indebtedness, or the assumption or guaranty of any indebtedness of any other entity, other than indebtedness incurred pursuant to transactions set forth in Section 1.6; (iv) the appointment of the certified public accountants and any attorneys for the Company; and (v) a decision to dissolve or liquidate, in whole or in part (except as set forth in Article XII), file a voluntary petition that commences a case under Title 11 of the United States Code (or any successor statutes) with respect to the Company, or consent to the institution of bankruptcy or insolvency proceedings against the Company or file a petition seeking, or consent to, relief under any applicable Federal or state law relating to bankruptcy, or commence or consent to the appointment of a receiver, liquidator, assignee, trustee, sequestrator (or other similar official) of the Company or a substantial part of the property of the Company, or make any assignment for the benefit of creditors, or admit in writing its inability to pay the debts of the Company generally as they become due, or take action in furtherance of any such action.