Common use of Without Consent Clause in Contracts

Without Consent. Notwithstanding the provisions of 11.1.1 the following amendments may be made with the consent of the Board and without the need to seek the consent of any Member: (a) to add to the duties or obligations of the Board or surrender any right granted to the Board herein; (b) to cure any ambiguity or correct or supplement any provision herein which may be inconsistent with any other provision herein or to correct any printing, stenographic or clerical errors or omissions in order that this Agreement shall accurately reflect the agreement among the Members; (c) to make such changes as the Board in good ▇▇▇▇▇ ▇▇▇▇▇ necessary to comply with any requirements applicable to the Company or its affiliates under the Investment Company Act or any similar state or federal law; or (d) to make changes that this Agreement specifically provides may be made by the Board without the consent of any Member, provided, however, that no amendment shall may be made pursuant to clauses (a) through (d) above if such amendment would (1) subject any Member to any adverse economic consequences without such Member’s consent, (2) diminish the rights or protections of one or more Members (including, for the avoidance of doubt, provisions intended to protect one or more Members from suffering certain adverse tax consequences), or (3) diminish or waive in any material respect the duties and obligations of the Board to the Company or the Members.

Without Consent. Notwithstanding the provisions of 11.1.1 Section 11.1.1, the following amendments may be made with the consent of the Board and without the need to seek the consent of any Member: (a) to add to the duties or obligations of the Board or surrender any right granted to the Board herein; (b) to cure any ambiguity or correct or supplement any provision herein which may be inconsistent with any other provision herein or to correct any printing, stenographic or clerical errors or omissions in order that this Agreement shall accurately reflect the agreement among the Members; (c) to make such changes as the Board in good ▇▇▇▇▇ ▇▇▇▇▇ necessary to comply with any requirements applicable to the Company or its affiliates Affiliates under the Investment Company Act or any similar applicable state or federal law; (d) to change the name of the Company; or (de) to make changes that this Agreement specifically provides may be made by the Board without the consent of any Member, ; provided, however, that no amendment shall may be made pursuant to clauses (a) through (de) above if such amendment would (1) subject any Member to any adverse economic consequences without such Member’s consent, (2) diminish the rights or protections of one or more Members (including, for the avoidance of doubt, provisions intended to protect one or more Members from suffering certain adverse tax consequences), or (3) diminish or waive in any material respect the duties and obligations of the Board to the Company or the Members.

Without Consent. Notwithstanding the provisions of Section 11.1.1 the following amendments may be made with the consent of the Board and without the need to seek the consent of any Member: (a) to add to the duties or obligations of the Board or surrender any right granted to the Board herein; (b) to cure any ambiguity or correct or supplement any provision herein which may be inconsistent with any other provision herein or to correct any printing, stenographic or clerical errors or omissions in order that this Agreement shall accurately reflect the agreement among the Membersomissions; (c) to make such changes as the Board in good ▇▇▇▇▇ ▇▇▇▇▇ necessary to comply with any requirements applicable to the Company or its affiliates under the Investment Company Act or any similar state or federal law; (d) to the fullest extent permitted by applicable law, to make any other changes that do not have a material adverse effect on the Members; or (de) to make changes that this Agreement specifically provides may be made by the Board without the consent of any Member, ; provided, however, that no amendment shall may be made pursuant to clauses (a) through (d) above if such amendment would (1) subject any Member to any adverse economic consequences without (which amendment shall require the consent of each such Member’s consent), (2) diminish the rights or protections of one or more Members (including, for the avoidance of doubt, provisions intended to protect one or more Members from suffering certain adverse tax consequences) (which amendment shall require the consent of each such Member), or (3) diminish or waive in any material respect the duties and obligations of the Board to the Company or the MembersMembers (which amendment shall require the consent of each such Member).