Common use of List of Persons Entitled to Vote Clause in Contracts

List of Persons Entitled to Vote. Exchangeco shall, (a) prior to each annual, general and special Parent Meeting or the seeking of any Parent Consent and (b) forthwith upon each request made at any time by the Agent in writing, prepare or cause to be prepared a list (a "List") of the names and addresses of the Beneficiaries arranged in alphabetical order and showing the number of Exchangeable Shares held of record by each such Beneficiary, in each case at the close of business on the date specified by the Agent in such request or, in the case of a List prepared in connection with a Parent Meeting or a Parent Consent, at the close of business on the record date established by Parent or pursuant to applicable law for determining the holders of Parent Common Shares entitled to receive notice of and/or to vote at such Parent Meeting or to give consent in connection with such Parent Consent. Each such List shall be delivered to the Agent promptly after receipt by Exchangeco of such request or the record date for such meeting or seeking of consent, as the case may be, and in any event within sufficient time to permit the Agent to perform its obligations under this Agreement. Parent agrees to give Exchangeco notice (with a copy to the Agent) of the calling of any Parent Meeting or the seeking of any Parent Consent, together with the record dates therefor, sufficiently prior to the record date in connection with such meeting or seeking of such consent so as to enable Exchangeco to perform its obligations under this section 4.6.

Appears in 3 contracts

Samples: Voting and Exchange Agency Agreement (Ideal Accents Inc), Voting and Exchange Agency Agreement (Ideal Accents Inc), Voting and Exchange Agency Agreement (Medinex Systems Inc)

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List of Persons Entitled to Vote. Exchangeco shall, Trilogy Subsidiary shall (a) prior to each annual, general and special Trilogy Parent Meeting or the seeking of any Trilogy Parent Consent from the holders of Trilogy Parent Shares and (b) forthwith upon each request made at any time by the Agent Trustee in writing, prepare or cause to be prepared a list (a "List") of the names and addresses of the Beneficiaries arranged in alphabetical order and showing the number of Exchangeable Shares Trilogy Class C Units held of record by each such Beneficiary, in each case at the close of business on the date specified by the Agent Trustee in such request or, in the case of a List prepared in connection with a an Trilogy Parent Meeting or a Trilogy Parent Consent, at the close of business on the record date established by Trilogy Parent or pursuant to applicable law for determining the holders of Trilogy Parent Common Shares entitled to receive notice of and/or to vote at such Trilogy Parent Meeting or to give consent in connection with such Trilogy Parent Consent. Each such List shall be delivered to the Agent Trustee promptly after receipt by Exchangeco Trilogy Subsidiary of such request or the record date for such meeting or seeking of consent, as the case may be, and in any event within sufficient time as to permit the Agent Trustee to perform its obligations under this Agreement. Parent agrees to give Exchangeco notice (with a copy to the Agent) of the calling of any Parent Meeting or the seeking of any Parent Consent, together with the record dates therefor, sufficiently prior to the record date in connection with such meeting or seeking of such consent so as to enable Exchangeco to perform its obligations under this section 4.6.

Appears in 3 contracts

Samples: Voting Trust Agreement (Horwitz Bradley J), Voting Trust Agreement (Trilogy International Partners Inc.), Voting Trust Agreement (SG Enterprises, II LLC)

List of Persons Entitled to Vote. Exchangeco The Corporation shall, (a) prior to each annual, general and special Parent Meeting or the seeking of any Parent Consent and (b) forthwith upon each request made at any time by the Agent Trustee in writing, prepare or cause to be prepared a list (a "List") of the names and addresses of the Beneficiaries arranged in alphabetical order and showing the number of Exchangeable Shares held of record by each such Beneficiary, in each case at the close of business on the date specified by the Agent Trustee in such request or, in the case of a List prepared in connection with a Parent Meeting or a Parent Consent, at the close of business on the record date established by the Parent or pursuant to applicable law for determining the holders of Parent Common Shares entitled to receive notice of and/or to vote at such Parent Meeting or to give consent in connection with such Parent Consent. Each such List shall be delivered to the Agent Trustee promptly after receipt by Exchangeco the Corporation of such request or the record date for such meeting or seeking of consent, as the case may be, and in any event within sufficient time as to permit enable the Agent Trustee to perform its obligations under this Agreement. The Parent agrees to give Exchangeco the Corporation notice (with a copy to the AgentTrustee) of the calling of any Parent Meeting or the seeking of any Parent Consent, together with the record dates therefor, sufficiently prior to the record date in connection with of the calling of such meeting or seeking of such consent so as to enable Exchangeco the Corporation to perform its obligations under this section 4.6.

Appears in 3 contracts

Samples: Voting and Exchange Trust Agreement (Learning Co Inc), Voting and Exchange Trust Agreement (Discreet Logic Inc), Voting and Exchange Trust Agreement (Silicon Graphics Inc /Ca/)

List of Persons Entitled to Vote. Exchangeco shall, ExchangeCo shall (a) prior to each annual, general and special annual meeting of stockholders of Parent or other Parent Meeting or the seeking of any Parent Consent Consent, and (b) forthwith upon each request made at any time by the Agent Share Trustee in writing, prepare or cause to be prepared a list (a "List") of the names and addresses of the Beneficiaries arranged in alphabetical order and showing the number of Exchangeable Shares (multiplied by the Exchangeable Share Exchange Ratio, and in respect of each Beneficiary, rounded down to the nearest whole share) held of record by each such Beneficiary, in each case at the close of business on the date specified by the Agent Share Trustee in such request or, in the case of a List prepared in connection with a Parent Meeting or a Parent Consent, at the close of business on the record date established by Parent or pursuant to applicable law for determining the holders of Parent Delaware Common Shares Stock entitled to receive notice of and/or to vote at such Parent Meeting or to give consent in connection with such a Parent Consent. Each such List shall be delivered to the Agent Share Trustee promptly after receipt by Exchangeco ExchangeCo of such request or the record date for such meeting or seeking of consent, as the case may be, and and, in any event event, within sufficient time as to permit the Agent Share Trustee to perform its obligations under this Agreement. Parent agrees to give Exchangeco ExchangeCo notice (with a copy to the AgentShare Trustee) of the calling of any Parent Meeting or the seeking of any Parent Consent, together with the record dates date therefor, sufficiently prior to the record date in connection with of the calling of such meeting or seeking of such consent consent, so as to enable Exchangeco ExchangeCo to perform its obligations under this section Section 4.6.

Appears in 2 contracts

Samples: Voting and Exchange Trust Agreement (Zymeworks Delaware Inc.), And Amended Transaction Agreement (Zymeworks Inc.)

List of Persons Entitled to Vote. Exchangeco Company shall, (a) prior to each annual, general and special Parent Meeting or the seeking of any Parent Consent and (b) forthwith upon each request made at any time by the Agent Trustee in writing, prepare or cause to be prepared a list (a "ListLIST") of the names and addresses of the Beneficiaries arranged in alphabetical order and showing the number of Exchangeable Shares held of record by each such Beneficiary, in each case at the close of business on the date specified by the Agent Trustee in such request or, in the case of a List prepared in connection with a Parent Meeting or a Parent Consent, at the close of business on the record date established by Parent or pursuant to applicable law for determining the holders of Parent Common Shares entitled to receive notice of and/or or to vote at such Parent Meeting or to give consent in connection with such Parent Consent. Each such List shall be delivered to the Agent Trustee promptly after receipt by Exchangeco Company of such request or the record date for such meeting or seeking of consent, as the case may be, and in any event within sufficient time as to permit the Agent Trustee to perform its obligations under this Agreement. Parent agrees to give Exchangeco Company notice (with a copy to the AgentTrustee) of the calling of any Parent Meeting or the seeking of any Parent Consent, together with the record dates therefor, sufficiently prior to the record date in connection with of the calling of such meeting or seeking of such consent so as to enable Exchangeco Company to perform its obligations under this section 4.6.

Appears in 1 contract

Samples: Voting and Exchange Trust Agreement (Divine Inc)

List of Persons Entitled to Vote. Exchangeco The Company shall, (a) prior to each annual, general annual and special Parent Meeting or the seeking of any Parent Consent and (b) forthwith upon each request made at any time by the Agent Trustee in writing, prepare or cause to be prepared a list (a "List") of the names and addresses of the Beneficiaries Holders arranged in alphabetical order and showing the number of Exchangeable Shares held of record by each such BeneficiaryHolder, in each case at the close of business on the date specified by the Agent Trustee in such request or, in the case of a List prepared in connection with a Parent Meeting or a Parent Consent, at the close of business on the record date established by Parent or pursuant to applicable law for determining the holders of Parent Common Shares Stock entitled to receive notice of and/or to vote at such Parent Meeting or to give consent in connection with such Parent Consent. Each such List shall be delivered to the Agent Trustee promptly after receipt by Exchangeco the Company of such request or the record date for such meeting or seeking of consent, as the case may be, and in any event within sufficient time as to permit enable the Agent Trustee to perform its obligations under this Agreement. Parent agrees to give Exchangeco the Company written notice (with a copy to the AgentTrustee) of the calling of any Parent Meeting or the seeking of any Parent Consent, together with the record dates therefor, sufficiently prior to the record date in connection with of the calling of such meeting or seeking of such consent so as to enable Exchangeco the Company to perform its obligations under this section 4.6Section 4.7.

Appears in 1 contract

Samples: Voting and Exchange Trust Agreement (Pri Automation Inc)

List of Persons Entitled to Vote. Exchangeco The Company shall, (a) prior to each annual, general annual and special Parent Meeting or the seeking of any Parent Consent and (b) forthwith upon each request made at any time by the Agent Trustee in writing, prepare or cause to be prepared a list (a "List") of the names and addresses of the Beneficiaries Holders arranged in alphabetical order and showing the number of Exchangeable Shares held of record by each such BeneficiaryHolder, in each case at the close of business on the date specified by the Agent Trustee in such request or, in the case of a List prepared in connection with a Parent Meeting or a Parent Consent, at the close of business on the record date established by Parent or pursuant to applicable law for determining the holders of Parent Common Shares Stock entitled to receive notice of and/or to vote at such Parent Meeting or to give consent in connection with such Parent Consent. Each such List shall be delivered to the Agent Trustee promptly after receipt by Exchangeco the Company of such request or the record date for such meeting or seeking of consent, as the case may be, and in any event within sufficient time as to permit enable the Agent Trustee to perform its obligations under this Agreement. Parent agrees to give Exchangeco the Company written notice (with a copy to the AgentTrustee) of the calling of any Parent Meeting or the seeking of any Parent Consent, together with the record dates therefor, sufficiently prior to the record date in connection with of the calling of such meeting or seeking of such consent so as to enable Exchangeco the Company to perform its obligations under this section 4.6.Section 4.7. 4.8

Appears in 1 contract

Samples: Voting and Exchange Trust Agreement (Pri Automation Inc)

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List of Persons Entitled to Vote. Exchangeco Purchaser shall, (a) prior to each annual, general annual and special Parent Meeting or the seeking of any Parent Consent and (b) forthwith upon each request made at any time by the Agent Trustee in writing, prepare or cause to be prepared a list (a "List") of the names and addresses of the Beneficiaries arranged in alphabetical order and showing the number of Exchangeable Shares held of record by each such Beneficiary, in each case at the close of business on the date specified by the Agent Trustee in such request or, in the case of a List prepared in connection with a Parent Meeting or a Parent Consent, at the close of business on the record date established by Parent or pursuant to applicable law for determining the holders of Parent Common Shares entitled to receive notice of and/or to vote at such Parent Meeting or to give consent in connection with such Parent Consent. Each such List shall be delivered to the Agent Trustee promptly after receipt by Exchangeco Purchaser of such request or the record date for such meeting or seeking of consent, as the case may be, and in any event within sufficient time as to permit the Agent Trustee to perform its obligations under this Agreement. Parent agrees to give Exchangeco Purchaser notice (with a copy to the AgentTrustee) of the calling of any Parent Meeting or the seeking of any Parent ConsentConsent by Parent or its management, together with the record dates therefor, sufficiently prior to the record date in connection with of the calling of such meeting or seeking of such consent so as to enable Exchangeco Purchaser to perform its obligations under this section Section 4.6.

Appears in 1 contract

Samples: Voting Agreement (Ad.Venture Partners, Inc.)

List of Persons Entitled to Vote. Exchangeco Company shall, (a) prior to each annual, general and special Parent Meeting or the seeking of any Parent Consent and (b) forthwith upon each request made at any time by the Agent Trustee in writing, prepare or cause to be prepared a list (a "ListLIST") of the names and addresses of the Beneficiaries arranged in alphabetical order and showing the number of Exchangeable Shares held of record by each such Beneficiary, in each case at the close of business on the date specified by the Agent Trustee in such request or, in the case of a List prepared in connection with a Parent Meeting or a Parent Consent, at the close of business on the record date established by Parent or pursuant to applicable law for determining the holders of Parent Common Shares entitled to receive notice of and/or to vote at such Parent Meeting or to give consent in connection with such Parent Consent. Each such List shall be delivered to the Agent Trustee promptly after receipt by Exchangeco Company of such request or the record date for such meeting or seeking of consent, as the case may be, and in any event within sufficient time as to permit enable the Agent Trustee to perform its obligations under this Agreement. Parent agrees to give Exchangeco Company notice (with a copy to the AgentTrustee) of the calling of any Parent Meeting or the seeking of any Parent Consent, together with the record dates therefor, sufficiently prior to the record date in connection with of the calling of such meeting or seeking of such consent so as to enable Exchangeco Company to perform its obligations under this section 4.64.9.

Appears in 1 contract

Samples: Voting and Exchange Trust Agreement (Photon Dynamics Inc)

List of Persons Entitled to Vote. Exchangeco The Corporation shall, (a) prior to each annual, general and special Parent Meeting or the seeking of any Parent Consent and (b) forthwith upon each request made at any time by the Agent Trustee in writing, prepare or cause to be prepared a list (a "List") of the names and addresses of the Beneficiaries Non-Affiliated Holders arranged in alphabetical order and showing the number of Exchangeable Preferred Shares held of record by each such BeneficiaryNon-Affiliated Holder, in each case at the close of business on the date specified by the Agent Trustee in such request or, in the case of a List prepared in connection with a Parent Meeting or a Parent Consent, at the close of business on the record date established by the Parent or pursuant to applicable law for determining the holders of Parent Common Shares Stock entitled to receive notice of and/or to vote at such Parent Meeting or to give consent in connection with such Parent Consent. Each such List shall be delivered to the Agent Trustee promptly after receipt by Exchangeco the Corporation of such request or the record date for such meeting or seeking of consent, as the case may be, and in any event within sufficient time to permit the Agent to perform its obligations under this Agreement. The Parent agrees to give Exchangeco the Corporation written notice (with a copy to the AgentTrustee) of the calling of any Parent Meeting or the seeking of any Parent Consent, together with the record dates therefor, sufficiently prior to the record date in connection with of the calling of such meeting or seeking of such consent so as to enable Exchangeco the Corporation to perform its obligations under this section 4.6.

Appears in 1 contract

Samples: Voting, Support and Exchange Trust Agreement (Voice Mobility International Inc)

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