Common use of Modifications and Amendments; registered holders’ Meetings Clause in Contracts

Modifications and Amendments; registered holders’ Meetings. (a) Modifications of and amendments to the Fiscal and Paying Agency Agreement or to the terms and conditions of the Notes may be made, and future compliance therewith or past default may be waived, with the consent of the registered holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, or of such lesser percentage as may act at a meeting of registered holders of Notes held in accordance with the provisions of the Fiscal and Paying Agency Agreement; provided, however, that no such modification, amendment, waiver or consent may, without the consent of the registered holder of each Note so affected, (i) change the stated maturity of the principal of or the date for payment of any installment of interest on any Note, (ii) reduce the principal amount of or Additional Amounts or interest on any applicable Note payable with respect thereto or reduce the amount payable thereon in the event of redemption or default, (iii) change the currency of payment of principal of or Additional Amount or interest on any Note payable with respect thereto, (iv) change the obligation of the Issuer or the Guarantor, as the case may be, to pay Additional Amounts, (v) impair the right to institute suit for the enforcement of any such payment on or with respect to the Notes, or (vi) reduce the above-stated percentage of aggregate principal amount of Notes outstanding necessary to modify or amend the Fiscal and Paying Agency Agreement or the terms and conditions of the Notes or to waive any future compliance or past default or reduce the quorum requirements or the percentage of aggregate principal amount of Notes outstanding required for the adoption of any action at a registered holders’ meeting of holders of the Notes or reduce the percentage of aggregate principal amount of Notes outstanding necessary to rescind or annul any declaration of the principal of and all accrued and unpaid interest on the Notes to be due and payable. Any modifications, amendments or waivers to the Fiscal and Paying Agency Agreement or to the terms and conditions of the Notes will be conclusive and binding on all registered holders of the Notes, whether or not they have consented to such action or were present at the meeting at which such action was taken, and on all future registered holders of Notes, whether or not notation of such modifications, amendments or waivers is made upon the Notes. Any instrument given by or on behalf of any registered holder of a Note in connection with any consent to any such modification, amendment or waiver will be irrevocable once given and will be conclusive and binding on all subsequent registered holders of such Note.

Appears in 2 contracts

Samples: Agency Agreement (Brandbev S.a r.l.), Agency Agreement (Brandbev S.a r.l.)

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Modifications and Amendments; registered holders’ Meetings. (a) Modifications of and amendments to the Fiscal and Paying Agency Agreement or to the terms and conditions of the Notes may be made, and future compliance therewith or past default may be waived, with the consent of the registered holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, or of such lesser percentage as may act at a meeting of registered holders of Notes held in accordance with the provisions of the Fiscal and Paying Agency Agreement; provided, however, that no such modification, amendment, waiver or consent may, without the consent of the registered holder of each Note so affected, (i) change the stated maturity of the principal of or the date for payment of any installment of interest on any Note, (ii) reduce the principal amount of or Additional Amounts or interest on any applicable Note or Additional Amounts payable with respect thereto or reduce the amount payable thereon in the event of redemption or default, (iii) change the currency of payment of principal of or Additional Amount or interest on any Note or Additional Amounts payable with respect thereto, (iv) change the obligation of the Issuer or the GuarantorIssuer, as the case may be, to pay Additional Amounts, (v) impair the right to institute suit for the enforcement of any such payment on or with respect to the Notes, or (vi) reduce the above-stated percentage of aggregate principal amount of Notes outstanding necessary to modify or amend the Fiscal and Paying Agency Agreement or the terms and conditions of the Notes or to waive any future compliance or past default or reduce the quorum requirements or the percentage of aggregate principal amount of Notes outstanding required for the adoption of any action at a registered holders’ meeting of holders of the Notes or reduce the percentage of aggregate principal amount of Notes outstanding necessary to rescind or annul any declaration of the principal of and all accrued and unpaid interest on the Notes to be due and payable. Any modifications, amendments or waivers to the Fiscal and Paying Agency Agreement or to the terms and conditions of the Notes will be conclusive and binding on all registered holders of the Notes, whether or not they have consented to such action or were present at the meeting at which such action was taken, and on all future registered holders of Notes, whether or not notation of such modifications, amendments or waivers is made upon the Notes. Any instrument given by or on behalf of any registered holder of a Note in connection with any consent to any such modification, amendment or waiver will be irrevocable once given and will be conclusive and binding on all subsequent registered holders of such Note.

Appears in 1 contract

Samples: Fiscal and Paying Agency Agreement (Brandbev S.a r.l.)

Modifications and Amendments; registered holders’ Meetings. (a) Modifications of and amendments to the Floating Rate Fiscal and Paying Agency Agreement or to the terms and conditions of the Notes may be made, and future compliance therewith or past default may be waived, with the consent of the registered holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, or of such lesser percentage as may act at a meeting of registered holders of Notes held in accordance with the provisions of the Floating Rate Fiscal and Paying Agency Agreement; provided, however, that no such modification, amendment, waiver or consent may, without the consent of the registered holder of each Note so affected, (i) change the stated maturity of the principal of or the date for payment of any installment of interest on any Note, (ii) reduce the principal amount of or Additional Amounts or interest on any applicable Note payable with respect thereto or reduce the amount payable thereon in the event of redemption or default, (iii) change the currency of payment of principal of or Additional Amount or interest on any Note payable with respect thereto, (iv) change the obligation of the Issuer or the Guarantor, as the case may be, to pay Additional Amounts, (v) impair the right to institute suit for the enforcement of any such payment on or with respect to the Notes, or (vi) reduce the above-stated percentage of aggregate principal amount of Notes outstanding necessary to modify or amend the Floating Rate Fiscal and Paying Agency Agreement or the terms and conditions of the Notes or to waive any future compliance or past default or reduce the quorum requirements or the percentage of aggregate principal amount of Notes outstanding required for the adoption of any action at a registered holders’ meeting of holders of the Notes or reduce the percentage of aggregate principal amount of Notes outstanding necessary to rescind or annul any declaration of the principal of and all accrued and unpaid interest on the Notes to be due and payable. Any modifications, amendments or waivers to the Floating Rate Fiscal and Paying Agency Agreement or to the terms and conditions of the Notes will be conclusive and binding on all registered holders of the Notes, whether or not they have consented to such action or were present at the meeting at which such action was taken, and on all future registered holders of Notes, whether or not notation of such modifications, amendments or waivers is made upon the Notes. Any instrument given by or on behalf of any registered holder of a Note in connection with any consent to any such modification, amendment or waiver will be irrevocable once given and will be conclusive and binding on all subsequent registered holders of such Note.

Appears in 1 contract

Samples: Floating Rate Fiscal and Paying Agency Agreement (Brandbev S.a r.l.)

Modifications and Amendments; registered holders’ Meetings. (a) Modifications of and amendments to the Fixed Rate Fiscal and Paying Agency Agreement or to the terms and conditions of the Notes may be made, and future compliance therewith or past default may be waived, with the consent of the registered holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, or of such lesser percentage as may act at a meeting of registered holders of Notes held in accordance with the provisions of the Fixed Rate Fiscal and Paying Agency Agreement; provided, however, that no such modification, amendment, waiver or consent may, without the consent of the registered holder of each Note so affected, (i) change the stated maturity of the principal of or the date for payment of any installment of interest on any Note, (ii) reduce the principal amount of or Additional Amounts or interest on any applicable Note payable with respect thereto or reduce the amount payable thereon in the event of redemption or default, (iii) change the currency of payment of principal of or Additional Amount or interest on any Note payable with respect thereto, (iv) change the obligation of the Issuer or the Guarantor, as the case may be, to pay Additional Amounts, (v) impair the right to institute suit for the enforcement of any such payment on or with respect to the Notes, or (vi) reduce the above-stated percentage of aggregate principal amount of Notes outstanding necessary to modify or amend the Fixed Rate Fiscal and Paying Agency Agreement or the terms and conditions of the Notes or to waive any future compliance or past default or reduce the quorum requirements or the percentage of aggregate principal amount of Notes outstanding required for the adoption of any action at a registered holders’ meeting of holders of the Notes or reduce the percentage of aggregate principal amount of Notes outstanding necessary to rescind or annul any declaration of the principal of and all accrued and unpaid interest on the Notes to be due and payable. Any modifications, amendments or waivers to the Fixed Rate Fiscal and Paying Agency Agreement or to the terms and conditions of the Notes will be conclusive and binding on all registered holders of the Notes, whether or not they have consented to such action or were present at the meeting at which such action was taken, and on all future registered holders of Notes, whether or not notation of such modifications, amendments or waivers is made upon the Notes. Any instrument given by or on behalf of any registered holder of a Note in connection with any consent to any such modification, amendment or waiver will be irrevocable once given and will be conclusive and binding on all subsequent registered holders of such Note.

Appears in 1 contract

Samples: Fixed Rate Fiscal and Paying Agency Agreement (Brandbev S.a r.l.)

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Modifications and Amendments; registered holders’ Meetings. (a) Modifications of and amendments to the Fiscal and Paying Agency Agreement or to the terms and conditions of the Notes may be made, and future compliance therewith or past default may be waived, with the consent of the registered holders of at least a majority in aggregate principal amount of the Notes at the time outstanding, or of such lesser percentage as may act at a meeting of registered holders of Notes held in accordance with the provisions of the Fiscal and Paying Agency Agreement; provided, however, that no such modification, amendment, waiver or consent may, without the consent of the registered holder of each Note so affected, (i) change the stated maturity of the principal of or the date for payment of any installment of interest on any Note, (ii) reduce the principal amount of or Additional Amounts or interest on any applicable Note or Additional Amounts payable with respect thereto or reduce the amount payable thereon in the event of redemption or default, (iii) change the currency of payment of principal of or Additional Amount or interest on any Note or Additional Amounts payable with respect thereto, (iv) change the obligation of the Issuer Issuer, the US Guarantor or the Finance Guarantor, as the case may be, to pay Additional Amounts, (v) impair the right to institute suit for the enforcement of any such payment on or with respect to the Notes, or (vi) reduce the above-stated percentage of aggregate principal amount of Notes outstanding necessary to modify or amend the Fiscal and Paying Agency Agreement or the terms and conditions of the Notes or to waive any future compliance or past default or reduce the quorum requirements or the percentage of aggregate principal amount of Notes outstanding required for the adoption of any action at a registered holders’ meeting of holders of the Notes or reduce the percentage of aggregate principal amount of Notes outstanding necessary to rescind or annul any declaration of the principal of and all accrued and unpaid interest on the Notes to be due and payable. Any modifications, amendments or waivers to the Fiscal and Paying Agency Agreement or to the terms and conditions of the Notes will be conclusive and binding on all registered holders of the Notes, whether or not they have consented to such action or were present at the meeting at which such action was taken, and on all future registered holders of Notes, whether or not notation of such modifications, amendments or waivers is made upon the Notes. Any instrument given by or on behalf of any registered holder of a Note in connection with any consent to any such modification, amendment or waiver will be irrevocable once given and will be conclusive and binding on all subsequent registered holders of such Note.

Appears in 1 contract

Samples: Fiscal and Paying Agency Agreement (Brandbev S.a r.l.)

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