Noteholders' Meeting. (a) The Agent shall convene a Noteholders' Meeting by sending a notice thereof to each Noteholder no later than five (5) Business Days after receipt of a request from the Issuer or the Noteholder(s) (or such later date as may be necessary for technical or administrative reasons). (b) Should the Issuer want to replace the Agent, it may convene a Noteholders' Meeting in accordance with Clause 18(a) with a copy to the Agent. After a request from the Noteholders pursuant to Clause 21.4(c), the Issuer shall no later than five (5) Business Days after receipt of such request (or such later date as may be necessary for technical or administrative reasons) convene a Noteholders' Meeting in accordance with Clause 18(a). (c) The notice pursuant to Clause 18(a) shall include (i) time for the meeting, (ii) place for the meeting, (iii) agenda for the meeting (including each request for a decision by the Noteholders) and (iv) a form of power of attorney. Only matters that have been included in the notice may be resolved upon at the Noteholders' Meeting. Should prior notification by the Noteholders be required in order to attend the Noteholders' Meeting, such requirement shall be included in the notice. (d) The Noteholders' Meeting shall be held no earlier than five (5) Business Days and no later than fifteen (15) Business Days from the notice. (e) Without amending or varying these Terms and Conditions, the Agent may prescribe such further regulations regarding the convening and holding of a Noteholders' Meeting as the Agent may deem appropriate. Such regulations may include a possibility for Noteholders to vote without attending the meeting in person.
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Samples: Amendment and Restatement Agreement, Terms and Conditions, Terms and Conditions
Noteholders' Meeting.
(a) 15.1 The Agent shall convene a Noteholders' ’ Meeting by sending a notice thereof to each Noteholder no later than five (5) Business Days after receipt of a request from the Issuer or the Noteholder(s) (or such later date as may be necessary for technical or administrative reasons).
(b) 15.2 Should the Issuer want to replace the Agent, it may convene a Noteholders' ’ Meeting in accordance with Clause 18(a) 15.1 with a copy to the Agent. After a request from the Noteholders pursuant to Clause 21.4(c)18.4.3, the Issuer shall no later than five (5) Business Days after receipt of such request (or such later date as may be necessary for technical or administrative reasons) convene a Noteholders' ’ Meeting in accordance with Clause 18(a)15.1.
(c) 15.3 The notice pursuant to Clause 18(a) 15.1 shall include (i) time for the meeting, (ii) place for the meeting, (iii) agenda for the meeting (including each request for a decision by the Noteholders) and (iv) a form of power of attorney. Only matters that have been included in the notice may be resolved upon at the Noteholders' ’ Meeting. Should prior notification by the Noteholders be required in order to attend the Noteholders' ’ Meeting, such requirement shall be included in the notice.
(d) 15.4 The Noteholders' ’ Meeting shall be held no earlier than five ten (510) Business Days and no later than fifteen twenty (1520) Business Days from the notice.
15.5 If the Agent, in breach of these Terms and Conditions, has not convened a Noteholders’ Meeting within twenty (e20) Business Days after having received such notice, the requesting person may convene the Noteholders’ Meeting itself. If the requesting person is a Noteholder, the Issuer shall upon request from such Noteholder provide the Noteholder with necessary information from the register kept by the CSD and, if no person to open the Noteholders’ Meeting has been appointed by the Agent, the meeting shall be opened by a person appointed by the requesting person.
15.6 At a Noteholders’ Meeting, the Issuer, the Noteholders (or the Noteholders’ representatives/proxies) and the Agent may attend along with each of their representatives, counsels and assistants. Further, the directors of the board, the managing director and other officials of the Issuer and the Issuer’s auditors may attend the Noteholders’ Meeting. The Noteholders’ Meeting may decide that further individuals may attend. If a representative/proxy shall attend the Noteholders’ Meeting instead of the Noteholder, the representative/proxy shall present a duly executed proxy or other document establishing its authority to represent the Noteholder.
15.7 Without amending or varying these Terms and Conditions, the Agent may prescribe such further regulations regarding the convening and holding of a Noteholders' ’ Meeting as the Agent may deem appropriate. Such regulations may include a possibility for Noteholders to vote without attending the meeting in person.
Appears in 1 contract
Samples: Amendment and Restatement Agreement