Common use of Notice and Voting Clause in Contracts

Notice and Voting. Under the terms of the Pledge Agreement, the Agent will be entitled to exercise the voting and any other consensual rights pertaining to the Pledged Notes but only to the extent instructed by the Holders as described below. Upon receipt of notice of any meeting at which holders of Notes are entitled to vote or upon any solicitation of consents, waivers or proxies of holders of Notes, the Agent shall, as soon as practicable thereafter, mail to the Holders of Equity Units a notice (a) containing such information as is contained in the notice or solicitation, (b) stating that each Holder on the record date set by the Agent therefor (which, to the extent possible, shall be the same date as the record date for determining the holders of Notes entitled to vote) shall be entitled to instruct the Agent as to the exercise of the voting rights pertaining to the Pledged Notes underlying their Equity Units and (c) stating the manner in which such instructions may be given. Upon the written request of the Holders of Equity Units on such record date, the Agent shall endeavor insofar as practicable to vote or cause to be voted, in accordance with the instructions set forth in such requests, the maximum number of Pledged Notes as to which any particular voting instructions are received. In the absence of specific instructions from the Holder of an Equity Unit, the Agent shall abstain from voting the Pledged Note underlying such Equity Units. The Company hereby agrees, if applicable, to solicit Holders of Equity Units to timely instruct the Agent in order to enable the Agent to vote such Pledged Notes.

Appears in 7 contracts

Samples: Forward Purchase Contract Agreement (American Electric Power Co Inc), Forward Purchase Contract Agreement (American Electric Power Co Inc), Forward Purchase Contract Agreement (American Electric Power Co Inc)

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Notice and Voting. Under the terms of the Pledge Agreement, the Agent will be entitled to exercise the voting and any other consensual rights pertaining to the Pledged Senior Notes pledged with the Collateral Agent but only to the extent instructed by the Holders as described below. Upon receipt of notice of any meeting at which holders of Senior Notes are entitled to vote or upon any solicitation of consents, waivers or proxies of holders of Senior Notes, the Agent shall, as soon as practicable thereafter, mail to the Holders of Equity Corporate Units a notice (a) containing such information as is contained in the notice or solicitation, (b) stating that each Holder on the record date set by the Agent therefor (which, to the extent possible, shall be the same date as the record date for determining the holders of Senior Notes entitled to vote) shall be entitled to instruct the Agent as to the exercise of the voting rights pertaining to the Pledged Senior Notes underlying their Equity Corporate Units and (c) stating the manner in which such instructions may be given. Upon the written request of the Holders of Equity Corporate Units on such record date, the Agent shall endeavor insofar as practicable to vote or cause to be voted, in accordance with the instructions set forth in such requests, the maximum number of Pledged Senior Notes as to which any particular voting instructions are received. In the absence of specific instructions from the Holder of an Equity a Corporate Unit, the Agent shall abstain from voting the Pledged Note Senior Notes underlying such Equity Corporate Units. The Company hereby agrees, if applicable, to solicit Holders of Equity Corporate Units to timely instruct the Agent in order to enable the Agent to vote such Pledged Senior Notes.

Appears in 5 contracts

Samples: Purchase Contract Agreement (Centurytel Inc), Purchase Contract Agreement (Centurytel Inc), Purchase Contract Agreement (Duke Energy Corp)

Notice and Voting. Under and subject to the terms of the Pledge Agreement and this Agreement, the Agent will be entitled to exercise the voting and any other consensual rights pertaining to the Pledged Notes Debentures but only to the extent instructed by the Holders as described below. Upon receipt of notice of any meeting at which holders of Notes Debentures are entitled to vote or upon any solicitation of consents, waivers or proxies of holders of NotesDebentures, the Agent shall, as soon as practicable thereafter, mail to the Holders of Equity Corporate Units a notice (a) containing such information as is contained in the notice or solicitation, (b) stating that each Corporate Unit Holder on the record date set by the Agent therefor (which, to the extent possible, shall be the same date as the record date for determining the holders of Notes Debentures entitled to vote) shall be entitled to instruct the Agent as to the exercise of the voting rights pertaining to the Pledged Notes underlying their Equity Debentures constituting a part of such Holder's Corporate Units and (c) stating the manner in which such instructions may be given. Upon the written request of the Holders of Equity Corporate Units on such record date, the Agent shall endeavor insofar as practicable to vote or cause to be voted, in accordance with the instructions set forth in such requests, the maximum number of Pledged Notes Debentures as to which any particular voting instructions are received. In the absence of specific instructions from the Holder of an Equity UnitCorporate Units, the Agent shall abstain from voting the Pledged Note underlying Debentures constituting a part of such Equity Holder's Corporate Units. The Company hereby agrees, if applicable, to solicit Holders of Equity Corporate Units to timely instruct the Agent in order to enable the Agent to vote such Pledged NotesDebentures.

Appears in 5 contracts

Samples: Purchase Contract Agreement (Florida Power & Light Co), Purchase Contract Agreement (Florida Power & Light Co), Purchase Contract Agreement (FPL Group Trust II)

Notice and Voting. Under the terms of the Pledge Agreement, the Agent will be entitled to exercise the voting and any other consensual rights pertaining to the Pledged Notes Capital Securities but only to the extent instructed by the Holders as described below. Upon receipt of notice of any meeting at which holders of Notes Capital Securities are entitled to vote or upon any solicitation of consents, waivers or proxies of holders of NotesCapital Securities, the Agent shall, as soon as practicable thereafter, mail to the Holders of Equity Normal Units a notice (a) containing such information as is contained in the notice or solicitation, (b) stating that each Holder on the record date set by the Agent therefor (which, to the extent possible, shall be the same date as the record date for determining the holders of Notes Capital Securities entitled to vote) shall be entitled to instruct the Agent as to the exercise of the voting rights pertaining to the Pledged Notes Capital Securities underlying their Equity Normal Units and (c) stating the manner in which such instructions may be given. Upon the written request of the Holders of Equity Normal Units on such record date, the Agent shall endeavor insofar as practicable to vote or cause to be voted, in accordance with the instructions set forth in such requests, the maximum number of Pledged Notes Capital Securities as to which any particular voting instructions are received. In the absence of specific instructions from the Holder of an Equity a Normal Unit, the Agent shall abstain from voting the Pledged Note Capital Security underlying such Equity UnitsNormal Unit. The Company hereby agrees, if applicable, to solicit Holders of Equity Normal Units to timely instruct the Agent in order to enable the Agent to vote such Pledged NotesCapital Securities and the Trust shall covenant to such effect in the Declaration.

Appears in 4 contracts

Samples: Purchase Contract Agreement (Prudential Financial Inc), Purchase Contract Agreement (Metlife Inc), Purchase Contract Agreement (Metlife Capital Trust I)

Notice and Voting. Under and subject to the terms of the Pledge Agreement and this Agreement, the Agent will be entitled to exercise the voting and any other consensual rights pertaining to the Pledged Notes but only to the extent instructed by the Holders as described below. Upon receipt of notice of any meeting at which holders of Notes are entitled to vote or upon any solicitation of consents, waivers or proxies of holders of Notes, the Agent shall, as soon as practicable thereafter, mail to the Holders of Equity Normal Units a notice (a) containing such information as is contained in the notice or solicitation, (b) stating that each Holder on the record date set by the Agent therefor (which, to the extent possible, shall be the same date as the record date for determining the holders of Notes entitled to vote) shall be entitled to instruct the Agent as to the exercise of the voting rights pertaining to the Pledged Notes underlying their Equity Normal Units and (c) stating the manner in which such instructions may be given. Upon the written request of the Holders any Holder of Equity Normal Units on such record date, the Agent shall endeavor insofar as practicable to vote or cause to be voted, in accordance with the instructions set forth in such requestsrequest, the maximum number of Pledged Notes as to which any particular voting instructions are received. In the absence of specific instructions from the Holder of an Equity a Normal Unit, the Agent shall abstain from voting the Pledged Note underlying such Equity UnitsNormal Unit. The Company hereby agrees, if applicable, to solicit Holders of Equity Normal Units to timely instruct the Agent in order to enable the Agent to vote such Pledged Notes.

Appears in 3 contracts

Samples: Purchase Contract Agreement (Household International Inc), Purchase Contract Agreement (Unumprovident Corp), Purchase Contract Agreement (Platinum Underwriters Holdings LTD)

Notice and Voting. Under and subject to the terms of the Pledge Agreement and this Agreement, the Agent will be entitled to exercise the voting and any other consensual rights pertaining to the Pledged Notes but only to the extent instructed by the Holders as described below. Upon receipt of notice of any meeting at which holders of Notes are entitled to vote or upon any solicitation of consents, waivers or proxies of holders of Notes, the Agent shall, as soon as practicable thereafter, mail to the Holders of Equity Normal Units a notice (a) containing such information as is contained in the notice or solicitation, (b) stating that each Holder on the record date set by the Agent therefor (which, to the extent possible, shall be the same date as the record date for determining the holders of Notes entitled to vote) shall be entitled to instruct the Agent as to the exercise of the voting rights pertaining to the Pledged Notes underlying their Equity constituting a part of such Holder's Normal Units and (c) stating the manner in which such instructions may be given. Upon the written request of the Holders of Equity Normal Units on such record date, the Agent shall endeavor insofar as practicable to vote or cause to be voted, in accordance with the instructions set forth in such requests, the maximum number of Pledged Notes as to which any particular voting instructions are received. In the absence of specific instructions from the Holder of an Equity a Normal Unit, the Agent shall abstain from voting the Pledged Note underlying such Equity UnitsNormal Unit. The Company hereby agrees, if applicable, to solicit Holders of Equity Normal Units to timely instruct the Agent in order to enable the Agent to vote such Pledged Notes.

Appears in 3 contracts

Samples: Purchase Contract Agreement (Hawaiian Electric Industries Inc), Purchase Contract Agreement (Pinnacle West Capital Corp), Purchase Contract Agreement (Ameren Corp)

Notice and Voting. Under the terms of the Pledge Agreement, the Agent will be entitled to exercise the voting and any other consensual rights pertaining to the Pledged Notes but only to the extent instructed by the Holders as described below. Upon receipt of notice of any meeting at which holders of Notes are entitled to vote or upon any solicitation of consents, waivers or proxies of holders of Notes, the Agent shall, as soon as practicable thereafter, mail to the Holders of Equity Units Upper DECS a notice (a) containing such information as is contained in the notice or solicitation, (b) stating that each Holder on the record date set by the Agent therefor (which, to the extent possible, shall be the same date as the record date for determining the holders of Notes entitled to vote) shall be entitled to instruct the Agent as to the exercise of the voting rights pertaining to the Pledged Notes underlying their Equity Units Upper DECS and (c) stating the manner in which such instructions may be given. Upon the written request of the Holders of Equity Units Upper DECS on such record date, the Agent shall endeavor insofar as practicable to vote or cause to be voted, in accordance with the instructions set forth in such requests, the maximum number of Pledged Notes as to which any particular voting instructions are received. In the absence of specific instructions from the Holder of an Equity UnitUpper DECS, the Agent shall abstain from voting the Pledged Note underlying such Equity UnitsUpper DECS. The Company hereby agrees, if applicable, to solicit Holders of Equity Units Upper DECS to timely instruct the Agent in order to enable the Agent to vote such Pledged Notes.

Appears in 3 contracts

Samples: Forward Purchase Contract Agreement (Solutia Inc), Forward Purchase Contract Agreement (Capital One Financial Corp), Purchase Contract Agreement (Temple Inland Inc)

Notice and Voting. Under the terms of the Pledge Agreement, the Agent will be entitled to exercise the voting and any other consensual rights pertaining to the Pledged Notes Debentures in connection with any modifications of the Indenture, but only to the extent instructed in writing by the Holders as described below. Upon receipt of notice of any meeting at which holders of Notes Debentures are entitled to vote or upon any solicitation of consents, waivers or proxies of holders of NotesDebentures, the Agent shall, as soon as practicable thereafterpracticable, mail to the Holders of Equity Corporate Units a notice (a) containing such information as is contained in the notice or solicitation, (b) stating that each Holder on the record date set by the Agent therefor (which, to the extent possible, shall be the same date as the record date for determining the holders of Notes Debentures entitled to vote) shall be entitled to instruct the Agent as to the exercise of the voting rights pertaining to the Pledged Notes such Debentures underlying their Equity Corporate Units and (c) stating the manner in which such instructions may be given. Upon the written request of the Holders of Equity Corporate Units on such record datedate received by the Agent at least six days prior to such meeting, the Agent shall endeavor insofar as practicable to vote or cause to be voted, in accordance with the instructions set forth in such requests, the maximum number of Pledged Notes Debentures as to which any particular voting instructions are received. In the absence of specific instructions from the Holder of an Equity a Corporate Unit, the Agent shall abstain from voting the Pledged Note Debentures underlying such Equity Corporate Units. The Company hereby agrees, if applicable, to solicit Holders of Equity Corporate Units to timely instruct the Agent in order to enable the Agent to vote such Pledged NotesDebentures.

Appears in 3 contracts

Samples: Purchase Contract Agreement (New Nisource Inc), Purchase Contract Agreement (New Nisource Inc), Purchase Contract Agreement (Nisource Inc)

Notice and Voting. Under the terms of the Pledge Agreement, the Agent will be entitled to exercise the voting and any other consensual rights pertaining to the Pledged Notes Debentures but only to the extent instructed by the Holders as described below. Upon receipt of notice of any meeting at which holders of Notes Debentures are entitled to vote or upon any solicitation of consents, waivers or proxies of holders of NotesDebentures, the Agent shall, as soon as practicable thereafter, mail to the Holders of Equity Normal Units a notice (a) containing such information as is contained in the notice or solicitation, (b) stating that each Holder on the record date set by the Agent therefor (which, to the extent possible, shall be the same date as the record date for determining the holders of Notes Debentures entitled to vote) shall be entitled to instruct the Agent as to the exercise of the voting rights pertaining to the Pledged Notes Debentures underlying their Equity Normal Units and (c) stating the manner in which such instructions may be given. Upon the written request of the Holders of Equity Normal Units on such record date, the Agent shall endeavor insofar as practicable to vote or cause to be voted, in accordance with the instructions set forth in such requests, the maximum number of Pledged Notes Debentures as to which any particular voting instructions are received. In the absence of specific instructions from the Holder of an Equity a Normal Unit, the Agent shall abstain from voting the Pledged Note Debenture underlying such Equity UnitsNormal Unit. The Company hereby agrees, if applicable, to solicit Holders of Equity Normal Units to timely instruct the Agent in order to enable the Agent to vote such Pledged NotesDebentures.

Appears in 3 contracts

Samples: Purchase Contract Agreement (Solectron Corp), Purchase Contract Agreement (Anthem Inc), Purchase Contract Agreement (Anthem Inc)

Notice and Voting. Under the terms of the Pledge Agreement, the Agent will be entitled to exercise the voting and any other consensual rights pertaining to the Pledged Notes pledged with the Collateral Agent but only to the extent instructed by the Holders as described below. Upon receipt of notice of any meeting at which holders of Notes are entitled to vote or upon any solicitation of consents, waivers or proxies of holders of Notes, the Agent shall, as soon as practicable thereafter, mail to the Holders of Equity Corporate Units a notice (prepared by the Company) (a) containing such information as is contained in the notice or solicitation, (b) stating that each Holder on the record date set by the Agent therefor (which, to the extent possible, shall be the same date as the record date for determining the holders of Notes entitled to vote) shall be entitled to instruct the Agent as to the exercise of the voting rights pertaining to the Pledged Notes underlying their Equity Corporate Units and (c) stating the manner in which such instructions may be given. Upon the written request of the Holders of Equity Corporate Units on such record date, the Agent shall endeavor insofar as practicable to vote or cause to be voted, in accordance with the instructions set forth in such requests, the maximum number of Pledged Notes as to which any particular voting instructions are received. In the absence of specific instructions from the Holder of an Equity a Corporate Unit, the Agent shall abstain from voting the Pledged Note Notes underlying such Equity Corporate Units. The Company hereby agrees, if applicable, to solicit Holders of Equity Corporate Units to timely instruct the Agent in order to enable the Agent to vote such Pledged Notes.

Appears in 3 contracts

Samples: Purchase Contract Agreement (Alltel Corp), Purchase Contract Agreement (Alltel Corp), Purchase Contract Agreement (St Paul Companies Inc /Mn/)

Notice and Voting. Under the terms of the Pledge Agreement, the Agent will be entitled to exercise the voting and any other consensual rights pertaining to the Pledged Notes pledged with the Collateral Agent but only to the extent instructed by the Holders as described below. Upon receipt of notice of any meeting at which holders of Notes are entitled to vote or upon any solicitation of consents, waivers or proxies of holders of Notes, the Agent shall, as soon as practicable thereafter, mail to the Holders of Equity Units Income PRIDES a notice (a) containing such information as is contained in the notice or solicitation, (b) stating that each Holder on the record date set by the Agent therefor (which, to the extent possible, shall be the same date as the record date for determining the holders of Notes entitled to vote) shall be entitled to instruct the Agent as to the exercise of the voting rights pertaining to the Pledged Notes underlying their Equity Units Income PRIDES and (c) stating the manner in which such instructions may be given. Upon the written request of the Holders of Equity Units Income PRIDES on such record date, the Agent shall endeavor insofar as practicable to vote or cause to be voted, in accordance with the instructions set forth in such requests, the maximum number of Pledged Notes as to which any particular voting instructions are received. In the absence of specific instructions from the Holder of an Equity UnitIncome PRIDES, the Agent shall abstain from voting the Pledged Note Notes underlying such Equity UnitsIncome PRIDES. The Company hereby agrees, if applicable, to solicit Holders of Equity Units Income PRIDES to timely instruct the Agent in order to enable the Agent to vote such Pledged Notes.

Appears in 3 contracts

Samples: Purchase Contract Agreement (Electronic Data Systems Corp /De/), Purchase Contract Agreement (Gabelli Asset Management Inc), Purchase Contract Agreement (Electronic Data Systems Corp /De/)

Notice and Voting. Under and subject to the terms of the Pledge Agreement, the Agent will be entitled to exercise the voting and any other consensual rights pertaining to the Pledged Notes Debt Securities but only to the extent instructed by the Holders as described below. Upon receipt of notice of any meeting at which holders of Notes Debt Securities are entitled to vote or upon any solicitation of consents, waivers or proxies of holders of NotesDebt Securities, the Agent shall, as soon as practicable thereafter, mail to the Holders of Equity Units Income PRIDES a notice (a) containing such information as is contained in the notice or solicitation, (b) stating that each Income PRIDES Holder on the record date set by the Agent therefor (which, to the extent possible, shall be the same date as the record date for determining the holders of Notes Debt Securities entitled to vote) shall be entitled to instruct the Agent as to the exercise of the voting rights pertaining to the Pledged Notes underlying their Equity Units Debt Securities constituting a part of such Holder's Income PRIDES and (c) stating the manner in which such instructions may be given. Upon the written request of the Holders of Equity Units Income PRIDES on such record date, the Agent shall endeavor insofar as practicable to vote or cause to be voted, in accordance with the instructions set forth in such requests, the maximum number of Pledged Notes Debt Securities as to which any particular voting instructions are received. In the absence of specific instructions from the Holder of an Equity UnitIncome PRIDES, the Agent shall abstain from voting the Pledged Note underlying Debt Security constituting a part of such Equity Units. The Company hereby agrees, if applicable, to solicit Holders of Equity Units to timely instruct the Agent in order to enable the Agent to vote such Pledged Notes.Holder's Income

Appears in 3 contracts

Samples: Purchase Contract Agreement (Great Plains Energy Inc), Purchase Contract Agreement (Amerus Group Co/Ia), Purchase Contract Agreement (Amerus Group Co/Ia)

Notice and Voting. Under the terms of the Pledge Agreement, the Agent will be entitled to exercise the voting and any other consensual rights pertaining to the Pledged Notes but only to the extent instructed by the Holders as described below. Upon receipt of notice of any meeting at which holders of Notes are entitled to vote or upon any solicitation of consents, waivers or proxies of holders of Notes, the Agent shall, as soon as practicable thereafter, mail to the Holders of Equity Security Units a notice (a) containing such information as is contained in the notice or solicitation, (b) stating that each Holder on the record date set by the Agent therefor (which, to the extent possible, shall be the same date as the record date for determining the holders of Notes entitled to vote) shall be entitled to instruct the Agent as to the exercise of the voting rights pertaining to the Pledged Notes underlying their Equity Security Units and (c) stating the manner in which such instructions may be given. Upon the written request of the Holders of Equity Security Units on such record date, the Agent shall endeavor insofar as practicable to vote or cause to be voted, in accordance with the instructions set forth in such requests, the maximum number of Pledged Notes as to which any particular voting instructions are received. In the absence of specific instructions from the Holder of an Equity Security Unit, the Agent shall abstain from voting the Pledged Note underlying such Equity Security Units. The Company hereby agrees, if applicable, to solicit Holders of Equity Security Units to timely instruct the Agent in order to enable the Agent to vote such Pledged Notes.

Appears in 2 contracts

Samples: Purchase Contract Agreement (Dte Energy Co), Purchase Contract Agreement (Dte Energy Co)

Notice and Voting. Under and subject to the terms of the Pledge Agreement and this Agreement, the Agent will be entitled to exercise the voting and any other consensual rights pertaining to the Pledged Notes but only to the extent instructed by the Holders as described below. Upon receipt of notice of any meeting at which holders of Notes are entitled to vote or upon any solicitation of consents, waivers or proxies of holders of Notes, the Agent shall, as soon as practicable thereafter, mail to the Holders of Equity Normal Units a notice prepared by the Company at the Company’s expense (a) containing such information as is contained in the notice or solicitation, (b) stating that each Holder on the record date set by the Agent therefor (which, to the extent possible, shall be the same date as the record date for determining the holders of Notes entitled to vote) shall be entitled to instruct the Agent as to the exercise of the voting rights pertaining to the Pledged Notes underlying their Equity Normal Units and (c) stating the manner in which such instructions may be given. Upon the written request of the Holders any Holder of Equity Normal Units on such record date, the Agent shall endeavor insofar as practicable to vote or cause to be voted, in accordance with the instructions set forth in such requestsrequest, the maximum number of Pledged Notes as to which any particular voting instructions are received. In the absence of specific instructions from the Holder of an Equity a Normal Unit, the Agent shall abstain from voting the Pledged Note underlying such Equity UnitsNormal Unit. The Company hereby agrees, if applicable, to solicit Holders of Equity Normal Units to timely instruct the Agent in order to enable the Agent to vote such Pledged Notes.

Appears in 2 contracts

Samples: Purchase Contract Agreement (Unumprovident Corp), Purchase Contract Agreement (Unumprovident Corp)

Notice and Voting. Under the terms of the Pledge Agreement, the Agent will be entitled to exercise the voting and any other consensual rights pertaining to the Pledged Notes but only to the extent instructed by the Holders as described below. Upon receipt of notice of any meeting at which holders of Notes are entitled to vote or upon any solicitation of consents, waivers or proxies of holders of Notes, the Agent shall, as soon as practicable thereafter, mail to the Holders of Equity Security Units a notice notice: (a) containing such information as is contained in the notice or solicitation, , (b) stating that each Holder on the record date set by the Agent therefor (which, to the extent possible, shall be the same date as the record date for determining the holders of Notes entitled to vote) shall be entitled to instruct the Agent as to the exercise of the voting rights pertaining to the Pledged Notes underlying their Equity Units and Security Units; and (c) stating the manner in which such instructions may be given. Upon the written request of the Holders of Equity Security Units on such record date, the Agent shall endeavor insofar as practicable to vote or cause to be voted, in accordance with the instructions set forth in such requests, the maximum number of Pledged Notes as to which any particular voting instructions are received. In the absence of specific instructions from the Holder of an Equity Security Unit, the Agent shall abstain from voting the Pledged Note underlying such Equity Security Units. The Company hereby agrees, if applicable, to solicit Holders of Equity Security Units to timely instruct the Agent in order to enable the Agent to vote such Pledged Notes.

Appears in 2 contracts

Samples: Purchase Contract Agreement (El Paso Corp/De), Purchase Contract Agreement (El Paso Corp/De)

Notice and Voting. Under and subject to the terms of the Pledge Agreement and this Agreement, the Purchase Contract Agent will be entitled to exercise the voting and any other consensual rights pertaining to the Pledged Notes but only to the extent instructed in writing by the Holders as described below. Upon receipt of notice of any meeting at which holders of Notes are entitled to vote or upon any solicitation of consents, waivers or proxies of holders of Notes, the Purchase Contract Agent shall, as soon as practicable thereafter, mail mail, at the expense of the Company or one of its subsidiaries, to the Holders of Equity Normal Units a notice prepared by the Company (a) containing such information as is contained in the notice or solicitation, (b) stating that each Holder on the record date set by the Purchase Contract Agent therefor (which, to the extent possible, shall be the same date as the record date for determining the holders of Notes entitled to vote) shall be entitled to instruct the Purchase Contract Agent as to the exercise of the voting rights pertaining to the Pledged Notes underlying their Equity Normal Units and (c) stating the manner in which such instructions may be given. Upon the written request of the Holders any Holder of Equity Normal Units on such record date, the Purchase Contract Agent shall endeavor insofar as practicable to vote or cause to be voted, in accordance with the instructions set forth in such requestsrequest, the maximum number of Pledged Notes as to which any particular voting instructions are received. In the absence of specific instructions from the Holder of an Equity a Normal Unit, the Purchase Contract Agent shall abstain from voting the Pledged Note underlying such Equity UnitsNormal Unit. The Company hereby agrees, if applicable, to solicit Holders of Equity Normal Units to timely instruct the Purchase Contract Agent in writing in order to enable the Purchase Contract Agent to vote such Pledged Notes.

Appears in 2 contracts

Samples: Purchase Contract Agreement (Lazard Group Finance LLC), Purchase Contract Agreement (Lazard LTD)

Notice and Voting. Under the terms of the Pledge Agreement, the Agent will be entitled to exercise the voting and any other consensual rights pertaining to the Pledged Notes Debt Securities pledged with the Collateral Agent but only to the extent instructed by the Holders as described below. Upon receipt of notice of any meeting at which holders of Notes Debt Securities are entitled to vote or upon any solicitation of consents, waivers or proxies of holders of NotesDebt Securities, the Agent shall, as soon as practicable thereafter, mail to the Holders of Equity Normal Units a notice (a) containing such information as is contained in the notice or solicitation, (b) stating that each Holder on the record date set by the Agent therefor (which, to the extent possible, shall be the same date as the record date for determining the holders of Notes Debt Securities entitled to vote) shall be entitled to instruct the Agent as to the exercise of the voting rights pertaining to the Pledged Notes Debt Securities underlying their Equity Normal Units and (c) stating the manner in which such instructions may be given. Upon the written request of the Holders of Equity Normal Units on such record date, the Agent shall endeavor insofar as practicable to vote or cause to be voted, in accordance with the instructions set forth in such requests, the maximum number of Pledged Notes Debt Securities as to which any particular voting instructions are received. In the absence of specific instructions from the Holder of an Equity a Normal Unit, the Agent shall abstain from voting the Pledged Note Debt Security underlying such Equity UnitsNormal Unit. The Company hereby agrees, if applicable, to solicit Holders of Equity Normal Units to timely instruct the Agent in order to enable the Agent to vote such Pledged NotesDebt Securities.

Appears in 2 contracts

Samples: Purchase Contract Agreement (Dte Energy Co), Purchase Contract Agreement (Dte Energy Co)

Notice and Voting. Under the terms of the Pledge Agreement, the Agent will be entitled to exercise the voting and any other consensual rights pertaining to the Pledged Notes Preferred Shares pledged with the Collateral Agent but only to the extent instructed by the Holders as described below. Upon receipt of notice of any meeting at which holders of Notes Preferred Shares are entitled to vote or upon any solicitation of consents, waivers or proxies of holders of NotesPreferred Shares, the Agent shall, as soon as practicable thereafter, mail to the Holders of Equity Units Income PRIDES a notice (a) containing such information as is contained in the notice or solicitation, (b) stating that each Holder on the record date set by the Agent therefor (which, to the extent possible, shall be the same date as the record date for determining the holders of Notes Preferred Shares entitled to vote) shall be entitled to instruct the Agent as to the exercise of the voting rights pertaining to the Pledged Notes Preferred Shares underlying their Equity Units Income PRIDES and (c) stating the manner in which such instructions may be given. Upon the written request of the Holders of Equity Units Income PRIDES on such record date, the Agent shall endeavor insofar as practicable to vote or cause to be voted, in accordance with the instructions set forth in such requests, the maximum number of Pledged Notes Preferred Shares as to which any particular voting instructions are received. In the absence of specific instructions from the Holder of an Equity UnitIncome PRIDES, the Agent shall abstain from voting the Pledged Note Preferred Share underlying such Equity UnitsIncome PRIDES. The Company hereby agrees, if applicable, to solicit Holders of Equity Units Income PRIDES to timely instruct the Agent in order to enable the Agent to vote such Pledged NotesPreferred Shares.

Appears in 2 contracts

Samples: Purchase Contract Agreement (Ace LTD), Purchase Contract Agreement (Ace LTD)

Notice and Voting. Under the terms of the Pledge Agreement, the Purchase Contract Agent will be entitled to exercise the voting and any other consensual rights pertaining to the Pledged Notes Senior Notes, but only to the extent instructed in writing by the Holders as described below. Upon receipt of notice of any meeting at which holders of Senior Notes are entitled to vote or upon any solicitation of consents, waivers or proxies of holders of Senior Notes, the Purchase Contract Agent shall, as soon as practicable thereafter, mail to the Holders of Equity Corporate Units a notice notice: (a1) containing such information as is contained in the notice or solicitation, ; (b2) stating that each Holder on the record date set by the Purchase Contract Agent therefor (which, to the extent possible, shall be the same date as the record date for determining the holders of Senior Notes entitled to vote) shall be entitled to instruct the Purchase Contract Agent as to the exercise of the voting rights pertaining to the Pledged such Senior Notes underlying their Equity Units and Corporate Units; and (c3) stating the manner in which such instructions may be given. Upon the written request of the Holders of Equity Corporate Units on such record datedate received by the Purchase Contract Agent at least six days prior to such meeting or by the expiration date of any such solicitation, the Purchase Contract Agent shall endeavor insofar as practicable to vote or cause to be voted, in accordance with the instructions set forth in such requests, the maximum number principal amount of Pledged Senior Notes as to which any particular voting instructions are received. In the absence of specific instructions from the Holder of an Equity UnitCorporate Units, the Purchase Contract Agent shall abstain from voting the Pledged Note Senior Notes underlying such Equity Corporate Units. The Company hereby agrees, if applicable, to solicit Holders of Equity Corporate Units to timely instruct the Purchase Contract Agent in order to enable the Purchase Contract Agent to vote such Pledged Senior Notes.

Appears in 2 contracts

Samples: Purchase Contract Agreement (Keyspan Trust Iii), Purchase Contract Agreement (Keyspan Trust I)

Notice and Voting. Under the terms of the Pledge Agreement, the Agent will be entitled to exercise the voting and any other consensual rights pertaining to the Pledged Notes pledged with the Collateral Agent but only to the extent instructed by the Holders as described below. Upon receipt of notice of any meeting at which holders of Notes are entitled to vote or upon any solicitation of consents, waivers or proxies of holders of Notes, the Agent shall, as soon as practicable thereafter, mail to the Holders of Equity Corporate Units a notice (a) containing such information as is contained in the notice or solicitation, (b) stating that each Holder on the record date set by the Agent therefor (which, to the extent possible, shall be the same date as the record date for determining the holders of Notes entitled to vote) shall be entitled to instruct the Agent as to the exercise of the voting rights pertaining to the Pledged Notes underlying their Equity Corporate Units and (c) stating the manner in which such instructions may be given. Upon the written request of the Holders of Equity Corporate Units on such record date, the Agent shall endeavor insofar as practicable to vote or cause to be voted, in accordance with the instructions set forth in such requests, the maximum number of Pledged Notes as to which any particular voting instructions are received. In the absence of specific instructions from the Holder of an Equity a Corporate Unit, the Agent shall abstain from voting the Pledged Note Notes underlying such Equity Corporate Units. The Company hereby agrees, if applicable, to solicit Holders of Equity Corporate Units to timely instruct the Agent in order to enable the Agent to vote such Pledged Notes.

Appears in 2 contracts

Samples: Purchase Contract Agreement (Sprint Corp), Purchase Contract Agreement (Kansas City Southern Industries Inc)

Notice and Voting. Under the terms of the Pledge Agreement, the Agent will be entitled to exercise the voting and any other consensual rights pertaining to the Pledged Senior Notes pledged with the Collateral Agent but only to the extent instructed by the Holders as described below. Upon receipt of notice of any meeting at which holders of Senior Notes are entitled to vote or upon any solicitation of consents, waivers or proxies of holders of Senior Notes, the Agent shall, as soon as practicable thereafter, mail to the Holders of Equity Units Income PRIDES a notice (a) containing such information as is contained in the notice or solicitation, (b) stating that each Holder on the record date set by the Agent therefor (which, to the extent possible, shall be the same date as the record date for determining the holders of Senior Notes entitled to vote) shall be entitled to instruct the Agent as to the exercise of the voting rights pertaining to the Pledged Senior Notes underlying their Equity Units Income PRIDES and (c) stating the manner in which such instructions may be given. Upon the written request of the Holders of Equity Units Income PRIDES on such record date, the Agent shall endeavor insofar as practicable to vote or cause to be voted, in accordance with the instructions set forth in such requests, the maximum number of Pledged Senior Notes as to which any particular voting instructions are received. In the absence of specific instructions from the Holder of an Equity UnitIncome PRIDES, the Agent shall abstain from voting the Pledged Senior Note underlying such Equity UnitsIncome PRIDES. The Company hereby agrees, if applicable, to solicit Holders of Equity Units Income PRIDES to timely instruct the Agent in order to enable the Agent to vote such Pledged Senior Notes.

Appears in 2 contracts

Samples: Purchase Contract Agreement (Affiliated Managers Group Inc), Purchase Contract Agreement (Affiliated Managers Group Inc)

Notice and Voting. Under and subject to the terms of the Pledge Agreement, the Agent will be entitled to exercise the voting and any other consensual rights pertaining to the Pledged Notes Debt Securities pledged with the Collateral Agent but only to the extent instructed by the Holders as described below. Upon receipt of notice of any meeting at which holders of Notes Debt Securities are entitled to vote or upon any solicitation of consents, waivers or proxies of holders of NotesDebt Securities, the Agent shall, as soon as practicable thereafter, mail to the Holders of Equity Units Income PRIDES a notice (a) containing such information as is contained in the notice or solicitation, (b) stating that each Holder on the record date set by the Agent therefor (which, to the extent possible, shall be the same date as the record date for determining the holders of Notes Debt Securities entitled to vote) shall be entitled to instruct the Agent as to the exercise of the voting rights pertaining to the Pledged Notes Debt Securities underlying their Equity Units Income PRIDES and (c) stating the manner in which such instructions may be given. Upon the written request of the Holders of Equity Units Income PRIDES on such record date, the Agent shall endeavor insofar as practicable to vote or cause to be voted, in accordance with the instructions set forth in such requests, the maximum number of Pledged Notes Debt Securities as to which any particular voting instructions are received. In the absence of specific instructions from the Holder of an Equity UnitIncome PRIDES, the Agent shall abstain from voting the Pledged Note Debt Security underlying such Equity UnitsIncome PRIDES. The Company hereby agrees, if applicable, to solicit Holders of Equity Units Income PRIDES to timely instruct the Agent in order to enable the Agent to vote such Pledged NotesDebt Securities.

Appears in 2 contracts

Samples: Purchase Contract Agreement (Texas Utilities Co /Tx/), Purchase Contract Agreement (Texas Utilities Co /Tx/)

Notice and Voting. Under and subject to the terms of the Pledge Agreement and this Agreement, the Agent will be entitled to exercise the voting and any other consensual rights pertaining to the Pledged Notes but only to the extent instructed by the Holders as described below. Upon receipt of notice of any meeting at which holders of Notes are entitled to vote or upon any solicitation of consents, waivers or proxies of holders of Notes, the Agent shall, as soon as practicable thereafter, mail to the Holders of Equity Corporate Units a notice (a) containing such information as is contained in the notice or solicitation, (b) stating that each Holder on the record date set by the Agent therefor (which, to the extent possible, shall be the same date as the record date for determining the holders of Notes entitled to vote) shall be entitled to instruct the Agent as to the exercise of the voting rights pertaining to the Pledged Notes underlying their Equity constituting a part of such Holder’s Corporate Units and (c) stating the manner in which such instructions may be given. Upon the written request of the Holders of Equity Corporate Units on such record date, the Agent shall endeavor insofar as practicable to vote or cause to be voted, in accordance with the instructions set forth in such requests, the maximum number of Pledged Notes as to which any particular voting instructions are received. In the absence of specific instructions from the Holder of an Equity a Corporate Unit, the Agent shall abstain from voting the Pledged Note underlying such Equity UnitsCorporate Unit. The Company hereby agrees, if applicable, to solicit Holders of Equity Corporate Units to timely instruct the Agent in order to enable the Agent to vote such Pledged Notes.

Appears in 1 contract

Samples: Purchase Contract Agreement (Northwest Natural Gas Co)

Notice and Voting. Under and subject to the terms of the Pledge Agreement, the Agent will be entitled to exercise the voting and any other consensual rights pertaining to the Pledged Senior Notes pledged with the Collateral Agent but only to the extent instructed by the Holders as described below. Upon receipt of notice of any meeting at which holders of Senior Notes are entitled to vote or upon any solicitation of consents, waivers or proxies of holders of Senior Notes, the Agent shall, as soon as practicable thereafter, mail to the Holders of Equity Units Income PRIDES a notice (a) containing such information as is contained in the notice or solicitation, (b) stating that each Holder on the record date set by the Agent therefor (which, to the extent possible, shall be the same date as the record date for determining the holders of Senior Notes entitled to vote) shall be entitled to instruct the Agent as to the exercise of the voting rights pertaining to the Pledged Senior Notes underlying their Equity Units Income PRIDES and (c) stating the manner in which such instructions may be given. Upon the written request of the Holders of Equity Units Income PRIDES on such record date, the Agent shall endeavor insofar as practicable to vote or cause to be voted, in accordance with the instructions set forth in such requests, the maximum number of Pledged Senior Notes as to which any particular voting instructions are received. In the absence of specific instructions from the Holder of an Equity UnitIncome PRIDES, the Agent shall abstain from voting the Pledged Senior Note underlying constituting a part of such Equity UnitsHolder’s Income PRIDES. The Company hereby agrees, if applicable, to solicit Holders of Equity Units Income PRIDES to timely instruct the Agent in order to enable the Agent to vote such Pledged Senior Notes.

Appears in 1 contract

Samples: Purchase Contract Agreement (Affiliated Managers Group Inc)

Notice and Voting. Under the terms of the Pledge Agreement, the Agent will be entitled to exercise the voting and any other consensual rights pertaining to the Pledged Notes Capital Securities pledged with the Collateral Agent but only to the extent instructed by the Holders as described below. Upon receipt of notice of any meeting at which holders of Notes Capital Securities are entitled to vote or upon any solicitation of consents, waivers or proxies of holders of NotesCapital Securities, the Agent shall, as soon as practicable thereafter, mail to the Holders of Equity Units Income PRIDES a notice (a) containing such information as is contained in the notice or solicitation, (b) stating that each Holder on the record date set by the Agent therefor (which, to the extent possible, shall be the same date as the record date for determining the holders of Notes Capital Securities entitled to vote) shall be entitled to instruct the Agent as to the exercise of the voting rights pertaining to the Pledged Notes Capital Securities underlying their Equity Units Income PRIDES and (c) stating the manner in which such instructions may be given. Upon the written request of the Holders of Equity Units Income PRIDES on such record date, the Agent shall endeavor insofar as practicable to vote or cause to be voted, in accordance with the instructions set forth in such requests, the maximum number of Pledged Notes Capital Securities as to which any particular voting instructions are received. In the absence of specific instructions from the Holder of an Equity UnitIncome PRIDES, the Agent shall abstain from voting the Pledged Note Capital Security underlying such Equity UnitsIncome PRIDES. The Company hereby agrees, if applicable, to solicit Holders of Equity Units Income PRIDES to timely instruct the Agent in order to enable the Agent to vote such Pledged NotesCapital Securities and the Trust shall covenant to such effect in the Declaration.

Appears in 1 contract

Samples: Purchase Contract Agreement (Cox Communications Inc /De/)

Notice and Voting. Under and subject to the terms of the Pledge Agreement, the Agent will be entitled to exercise the voting and any other consensual rights pertaining to the Pledged Notes Debt Securities pledged with the Collateral Agent but only to the extent instructed by the Holders as described below. Upon receipt of notice of any meeting at which holders of Notes Debt Securities are entitled to vote or upon any solicitation of consents, waivers or proxies of holders of NotesDebt Securities, the Agent shall, as soon as practicable thereafter, mail to the Holders of Equity Corporate Units a notice (a) containing such information as is contained in the notice or solicitation, (b) stating that each Holder on the record date set by the Agent therefor (which, to the extent possible, shall be the same date as the record date for determining the holders of Notes Debt Securities entitled to vote) shall be entitled to instruct the Agent as to the exercise of the voting rights pertaining to the Pledged Notes Debt Securities underlying their Equity Corporate Units and (c) stating the manner in which such instructions may be given. Upon the written request of the Holders of Equity Corporate Units on such record date, the Agent shall endeavor insofar as practicable to vote or cause to be voted, in accordance with the instructions set forth in such requests, the maximum number of Pledged Notes Debt Securities as to which any particular voting instructions are received. In the absence of specific instructions from the Holder of an Equity a Corporate Unit, the Agent shall abstain from voting the Pledged Note Debt Security underlying such Equity UnitsCorporate Unit. The Company hereby agrees, if applicable, to solicit Holders of Equity Corporate Units to timely instruct the Agent in order to enable the Agent to vote such Pledged NotesDebt Securities.

Appears in 1 contract

Samples: Purchase Contract Agreement (Txu Corp /Tx/)

Notice and Voting. (a) Under the terms of the Pledge Agreement, the Purchase Contract Agent will be entitled to exercise the voting and any other consensual rights pertaining to the Pledged Notes Notes, but only to the extent instructed in writing by the Holders as described below. Upon receipt of notice of any meeting at which holders of Notes are entitled to vote or upon any solicitation of consents, waivers or proxies of holders of Notes, the Purchase Contract Agent shall, as soon as practicable thereafter, mail mail, first class, postage pre-paid, to the Holders of Equity Corporate Units a notice notice: (ai) containing such information as is contained in the notice or solicitation, ; (bii) stating that each Holder on the record date set by the Purchase Contract Agent therefor (which, to the extent possible, shall be the same date as the record date for determining the holders of Notes Notes, as the case may be, entitled to vote) shall be entitled to instruct the Purchase Contract Agent as to the exercise of the voting rights pertaining to the Pledged such Notes underlying their Equity Units and Corporate Units; and (ciii) stating the manner in which such instructions may be given. . (b) Upon the written request of the Holders of Equity Corporate Units on such record datedate received by the Purchase Contract Agent at least six days prior to such meeting, the Purchase Contract Agent shall endeavor insofar as practicable to vote or cause to be voted, in accordance with the instructions set forth in such requests, the maximum number of Pledged Notes Notes, as the case may be, as to which any particular voting instructions are received. In the absence of specific instructions from the Holder of an Equity a Corporate Unit, the Purchase Contract Agent shall abstain from voting the Pledged Note Notes underlying such Equity UnitsCorporate Unit. The Company Issuers hereby agreesagree, if applicable, to solicit Holders of Equity Corporate Units to timely instruct the Purchase Contract Agent in order to enable the Purchase Contract Agent to vote such Pledged Notes.

Appears in 1 contract

Samples: Purchase Contract Agreement (Aegon Nv)

Notice and Voting. (a) Under the terms of the Pledge Agreement, the Purchase Contract Agent will be entitled to exercise the voting and any other consensual rights pertaining to the Pledged Notes Notes, but only to the extent instructed in writing by the Holders as described below. Upon receipt of notice of any meeting at which holders of Notes are entitled to vote or upon any solicitation of consents, waivers or proxies of holders of Notes, the Purchase Contract Agent shall, as soon as practicable thereafter, mail mail, first class, postage pre-paid, to the Holders of Equity Corporate Units a notice notice: (ai) containing such information as is contained in the notice or solicitation, ; (bii) stating that each Holder on the record date set by the Purchase Contract Agent therefor (which, to the extent possible, shall be the same date as the record date for determining the holders of Notes Notes, as the case may be, entitled to vote) shall be entitled to instruct the Purchase Contract Agent as to the exercise of the voting rights pertaining to the Pledged such Notes underlying their Equity Units and Corporate Units; and (ciii) stating the manner in which such instructions may be given. . (b) Upon the written request of the Holders of Equity Corporate Units on such record datedate received by the Purchase Contract Agent at least six days prior to such meeting, the Purchase Contract Agent shall endeavor insofar as practicable to vote or cause to be voted, in accordance with the instructions set forth in such requests, the maximum number of Pledged Notes Notes, as the case may be, as to which any particular voting instructions are received. In the absence of specific instructions from the Holder of an Equity a Corporate Unit, the Purchase Contract Agent shall abstain from voting the Pledged Note Notes underlying such Equity UnitsCorporate Unit. The Company hereby agrees, if applicable, to solicit Holders of Equity Corporate Units to timely instruct the Purchase Contract Agent in order to enable the Purchase Contract Agent to vote such Pledged Notes.

Appears in 1 contract

Samples: Purchase Contract Agreement (Teekay Shipping Corp)

Notice and Voting. Under the terms of the Pledge Agreement, the Agent will be entitled to exercise the voting and any other consensual rights pertaining to the Pledged Notes Shares, as the case may be, but only to the extent instructed in writing by the Holders as described below. Upon receipt of notice of any meeting at which holders of Notes Shares are entitled to vote or upon any solicitation of consents, waivers or proxies of holders of NotesShares, the Agent shall, as soon as practicable thereafter, mail to the Holders of Equity Units Corporate PIES a notice (a) containing such information as is contained in the notice or solicitation, (b) stating that each Holder on the record date set by the Agent therefor (which, to the extent possible, shall be the same date as the record date for determining the holders of Notes Shares, as the case may be, entitled to vote) shall be entitled to instruct the Agent as to the exercise of the voting rights pertaining to the Pledged Notes such Shares underlying their Equity Units Corporate PIES and (c) stating the manner in which such instructions may be given. Upon the written request of the Holders of Equity Units Corporate PIES on such record datedate received by the Agent at least six days prior to such meeting, the Agent shall endeavor insofar as practicable to vote or cause to be voted, in accordance with the instructions set forth in such requests, the maximum number liquidation preference of Pledged Notes Shares as to which any particular voting instructions are received. In the absence of specific instructions from the Holder of an Equity Unita Corporate PIES, the Agent shall abstain from voting the Pledged Note Shares underlying such Equity UnitsCorporate PIES. The Company hereby agrees, if applicable, to solicit Holders of Equity Units Corporate PIES to timely instruct the Agent in order to enable the Agent to vote such Pledged NotesShares.

Appears in 1 contract

Samples: Purchase Contract Agreement (Bank United Corp)

Notice and Voting. Under the terms of the Pledge Agreement, the Agent will be entitled to exercise the voting and any other consensual rights pertaining to the Pledged Notes Capital Securi ties pledged with the Collateral Agent but only to the extent instructed by the Holders as described below. Upon receipt of notice of any meeting at which holders of Notes Capital Securities are entitled to vote or upon any solicitation of consents, waivers or proxies of holders of NotesCapital Securities, the Agent shall, as soon as practicable thereafter, mail to the Holders of Equity Units Income PRIDES a notice (a) containing such information as is contained in the notice or solicitation, (b) stating that each Holder on the record date set by the Agent therefor (which, to the extent possible, shall be the same date as the record date for determining the holders of Notes Capital Securities entitled to vote) shall be entitled to instruct the Agent as to the exercise of the voting rights pertaining to the Pledged Notes Capital Securities underlying their Equity Units Income PRIDES and (c) stating the manner in which such instructions may be given. Upon the written request of the Holders of Equity Units Income PRIDES on such record date, the Agent shall endeavor insofar as practicable to vote or cause to be voted, in accordance with the instructions set forth in such requests, the maximum number of Pledged Notes as to which any particular voting instructions are received. In the absence of specific instructions from the Holder of an Equity Unit, the Agent shall abstain from voting the Pledged Note underlying such Equity Units. The Company hereby agrees, if applicable, to solicit Holders of Equity Units to timely instruct the Agent in order to enable the Agent to vote such Pledged Notes.Capital Securities as

Appears in 1 contract

Samples: Purchase Contract Agreement (KBHC Financing I)

Notice and Voting. Under and subject to the terms of the Pledge Agreement, the Agent will be entitled to exercise the voting and any other consensual rights pertaining to the Pledged Notes Debentures pledged with the Collateral Agent but only to the extent instructed by the Holders as described below. Upon receipt of notice of any meeting at which holders of Notes Debentures are entitled to vote or upon any solicitation of consents, waivers or proxies of holders of NotesDebentures, the Agent shall, as soon as practicable thereafter, mail to the Holders of Equity Units Type A Securities a notice (a) containing such information as is contained in the notice or solicitation, (b) stating that each Holder on the record date set by the Agent therefor (which, to the extent possible, shall be the same date as the record date for determining the holders of Notes Debentures entitled to vote) shall be entitled to instruct the Agent as to the exercise of the voting rights pertaining to the Pledged Notes Debentures underlying their Equity Units Type A Securities and (c) stating the manner in which such instructions may be given. Upon the written request of the Holders of Equity Units Type A Securities on such record date, the Agent shall endeavor insofar as practicable to vote or cause to be voted, in accordance with the instructions set forth in such requests, the maximum number of Pledged Notes Debentures as to which any particular voting instructions are received. In the absence of specific instructions from the Holder of an Equity UnitType A Securities, the Agent shall abstain from voting the Pledged Note Debenture underlying such Equity UnitsType A Securities. The Company hereby agrees, if applicable, to solicit Holders of Equity Units Type A Securities to timely instruct the Agent in order to enable the Agent to vote such Pledged NotesDebentures.

Appears in 1 contract

Samples: Purchase Contract Agreement (FPL Group Capital Inc)

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Notice and Voting. Under the terms of the Pledge ------------------ Agreement, the Agent will be entitled to exercise the voting and any other consensual rights pertaining to the Pledged Notes pledged with the Collateral Agent but only to the extent instructed by the Holders as described below. Upon receipt of notice of any meeting at which holders of Notes are entitled to vote or upon any solicitation of consents, waivers or proxies of holders of Notes, the Agent shall, as soon as practicable thereafter, mail to the Holders of Equity Corporate Units a notice (a) containing such information as is contained in the notice or solicitation, (b) stating that each Holder on the record date set by the Agent therefor (which, to the extent possible, shall be the same date as the record date for determining the holders of Notes entitled to vote) shall be entitled to instruct the Agent as to the exercise of the voting rights pertaining to the Pledged Notes underlying their Equity Corporate Units and (c) stating the manner in which such instructions may be given. Upon the written request of the Holders of Equity Corporate Units on such record date, the Agent shall endeavor insofar as practicable to vote or cause to be voted, in accordance with the instructions set forth in such requests, the maximum number of Pledged Notes as to which any particular voting instructions are received. In the absence of specific instructions from the Holder of an Equity a Corporate Unit, the Agent shall abstain from voting the Pledged Note Notes underlying such Equity Corporate Units. The Company hereby agrees, if applicable, to solicit Holders of Equity Corporate Units to timely instruct the Agent in order to enable the Agent to vote such Pledged Notes.

Appears in 1 contract

Samples: Purchase Contract Agreement (Sprint Corp)

Notice and Voting. Under the terms of the Pledge Agreement, the Agent will be entitled to exercise the voting and any other consensual rights pertaining to the Pledged Notes Debentures pledged with the Collateral Agent but only to the extent instructed by the Holders as described below. Upon receipt of notice of any meeting at which holders of Notes Debentures are entitled to vote or upon any solicitation of consents, waivers or proxies of holders of NotesDebentures, the Agent shall, as soon as practicable thereafter, mail to the Holders of Equity Units Income PRIDES a notice (a) containing such information as is contained in the notice or solicitation, (b) stating that each Holder on the record date set by the Agent therefor (which, to the extent possible, shall be the same date as the record date for determining the holders of Notes Debentures entitled to vote) shall be entitled to instruct the Agent as to the exercise of the voting rights pertaining to the Pledged Notes Debentures underlying their Equity Units Income PRIDES and (c) stating the manner in which such instructions may be given. Upon the written request of the Holders of Equity Units Income PRIDES on such record date, the Agent shall endeavor insofar as practicable to vote or cause to be voted, in accordance with the instructions set forth in such requests, the maximum number of Pledged Notes Debentures as to which any particular voting instructions are received. In the absence of specific instructions from the Holder of an Equity UnitIncome PRIDES, the Agent shall abstain from voting the Pledged Note Debentures underlying such Equity UnitsIncome PRIDES. The Company hereby agrees, if applicable, to solicit Holders of Equity Units Income 37 PRIDES to timely instruct the Agent in order to enable the Agent to vote such Pledged NotesDebentures.

Appears in 1 contract

Samples: Purchase Contract Agreement (El Paso Corp/De)

Notice and Voting. Under the terms of the Pledge Agreement, the Warrant Agent will be entitled to exercise the voting and any other consensual rights pertaining to the Pledged Notes Notes, but only to the extent instructed in writing by the Holders as described below. Upon receipt of notice of any meeting at which holders of Notes are entitled to vote or upon any solicitation of consents, waivers or proxies of holders of Notes, the Warrant Agent shall, as soon as practicable thereafter, mail mail, first class, postage pre-paid, to the Holders of Equity Units a notice notice: (ai) containing such information as is contained in the notice or solicitation, ; (bii) stating that each Holder on the record date set by the Warrant Agent therefor (which, to the extent possible, shall be the same date as the record date for determining the holders of Notes entitled to vote) shall be entitled to instruct the Warrant Agent as to the exercise of the voting rights pertaining to the Pledged such Notes underlying their Equity Units and Units; and (ciii) stating the manner in which such instructions may be given. Upon the written request of the Holders of Equity Units on such record datedate received by the Warrant Agent at least six days prior to such meeting, the Warrant Agent shall endeavor insofar as practicable to vote or cause to be voted, in accordance with the instructions set forth in such requests, the maximum number of Pledged Notes as to which any particular voting instructions are received. In the absence of specific instructions from the Holder of an Equity Unit, the Warrant Agent shall abstain from voting the Pledged Note Notes underlying such Equity UnitsUnit. The Company hereby agrees, if applicable, to solicit Holders of Equity Units to timely instruct the Warrant Agent in order to enable the Warrant Agent to vote such Pledged Notes.

Appears in 1 contract

Samples: Warrant Agreement (Citizens Communications Co)

Notice and Voting. Under and subject to the terms of the Pledge Agreement and this Agreement, the Agent will be entitled to exercise the voting and any other consensual rights pertaining to the Pledged Notes but only to the extent instructed by the Holders as described below. Upon receipt of notice of any meeting at which holders of Notes are entitled to vote or upon any solicitation of consents, waivers or proxies of holders of Notes, the Agent shall, as soon as practicable thereafter, mail to the Holders of Equity Normal Units a notice (a) containing such information as is contained in the notice or solicitation, (b) stating that each Holder on the record date set by the Agent therefor (which, to the extent possible, shall be the same date as the record date for determining the holders of Notes entitled to vote) shall be entitled to instruct the Agent as to the exercise of the voting rights pertaining to the Pledged Notes underlying their Equity constituting a part of such Holder’s Normal Units and (c) stating the manner in which such instructions may be given. Upon the written request of the Holders of Equity Normal Units on such record date, the Agent shall endeavor insofar as practicable to vote or cause to be voted, in accordance with the instructions set forth in such requests, the maximum number of Pledged Notes as to which any particular voting instructions are received. In the absence of specific instructions from the Holder of an Equity a Normal Unit, the Agent shall abstain from voting the Pledged Note underlying such Equity UnitsNormal Unit. The Company hereby agrees, if applicable, to solicit Holders of Equity Normal Units to timely instruct the Agent in order to enable the Agent to vote such Pledged Notes.

Appears in 1 contract

Samples: Purchase Contract Agreement (Ameren Capital Trust Ii)

Notice and Voting. Under the terms of the Pledge Agreement, the Agent will be entitled to exercise the voting and any other consensual rights pertaining to the Pledged Notes Debentures pledged with the Collateral Agent but only to the extent instructed by the Holders as described below. Upon receipt of notice of any meeting at which holders of Notes Debentures are entitled to vote or upon any solicitation of consents, waivers or proxies of holders of NotesDebentures, the Agent shall, as soon as practicable thereafter, mail to the Holders of Equity Corporate Units a notice (a) containing such information as is contained in the notice or solicitation, (b) stating that each Holder on the record date set by the Agent therefor (which, to the extent possible, shall be the same date as the record date for determining the holders of Notes Debentures entitled to vote) shall be entitled to instruct the Agent as to the exercise of the voting rights pertaining to the Pledged Notes Debentures underlying their Equity Corporate Units and (c) stating the manner in which such instructions may be given. Upon the written request of the Holders of Equity Corporate Units on such record date, the Agent shall endeavor insofar as practicable to vote or cause to be voted, in accordance with the instructions set forth in such requests, the maximum number of Pledged Notes Debentures as to which any particular voting instructions are received. In the absence of specific instructions from the Holder of an Equity a Corporate Unit, the Agent shall abstain from voting the Pledged Note Debentures underlying such Equity Corporate Units. The Company hereby agrees, if applicable, to solicit Holders of Equity Units to timely instruct the Agent in order to enable the Agent to vote such Pledged Notes.of

Appears in 1 contract

Samples: Purchase Contract Agreement (NRG Energy Inc)

Notice and Voting. (a) Under the terms of the Pledge Agreement, the Purchase Contract Agent will be entitled to exercise the voting and any other consensual rights pertaining to the Pledged Notes Notes, but only to the extent instructed in writing by the Holders as described below. Upon receipt of notice of any meeting at which holders of Notes are entitled to vote or upon any solicitation of consents, waivers or proxies of holders of Notes, the Purchase Contract Agent shall, as soon as practicable thereafter, mail mail, first class, postage pre-paid, to the Holders of Equity Corporate Units a notice notice: (ai) containing such information as is contained in the notice or solicitation, ; (bii) stating that each Holder on the record date set by the Purchase Contract Agent therefor (which, to the extent possible, shall be the same date as the record date for determining the holders of Notes Notes, as the case may be, entitled to vote) shall be entitled to instruct the Purchase Contract Agent as to the exercise of the voting rights pertaining to the Pledged such Notes underlying their Equity Units and Corporate Units; and (ciii) stating the manner in which such instructions may be given. . (b) Upon the written request of the Holders of Equity Corporate Units on such record datedate received by the Purchase Contract Agent at least six days prior to such meeting, the Purchase Contract Agent shall endeavor insofar as practicable to vote or cause to be voted, in accordance with the instructions set forth in such requests, the maximum number of Pledged Notes Notes, as the case may be, as to which any particular voting instructions are received. In the absence of specific instructions from the Holder of an Equity a Corporate Unit, the Purchase Contract Agent shall abstain from voting the Pledged Note Notes underlying such Equity UnitsCorporate Unit. The Company Issuer hereby agrees, if applicable, to solicit Holders of Equity Corporate Units to timely instruct the Purchase Contract Agent in order to enable the Purchase Contract Agent to vote such Pledged Notes.

Appears in 1 contract

Samples: Purchase Contract Agreement (TPG Nv)

Notice and Voting. Under the terms of the Pledge Agreement, the Agent will be entitled to exercise the voting and any other consensual rights pertaining to the Pledged Notes Preferred Securities pledged with the Collateral Agent but only to the extent instructed by the Holders as described below. Upon receipt of notice of any meeting at which holders of Notes Preferred Securities are entitled to vote or upon any solicitation of consents, waivers or proxies of holders of NotesPreferred Securities, the Agent shall, as soon as practicable thereafter, mail to the Holders of Equity Units a notice (a) containing such information as is contained in the notice or solicitation, (b) stating that each Holder on the record date set by the Agent therefor (which, to the extent possible, shall be the same date as the record date for determining the holders of Notes Preferred Securities entitled to vote) shall be entitled to instruct the Agent as to the exercise of the voting rights pertaining to the Pledged Notes Preferred Securities underlying their Equity Units Income PRIDES and (c) stating the manner in which such instructions may be given. Upon the written request of the Holders of Equity Units on such record date, the Agent shall endeavor insofar as practicable to vote or cause to be voted, in accordance with the instructions set forth in such requests, the maximum number of Pledged Notes as to which any particular voting instructions are received. In the absence of specific instructions from the Holder of an Equity Unit, the Agent shall abstain from voting the Pledged Note underlying such Equity Units. The Company hereby agrees, if applicable, to solicit Holders of Equity Units to timely instruct the Agent in order to enable the Agent to vote such Pledged Notes.Preferred Securi-

Appears in 1 contract

Samples: Purchase Contract Agreement (MCN Financing Iv)

Notice and Voting. Under and subject to the terms of the Pledge Agreement, the Agent will be entitled to exercise the voting and any other consensual rights pertaining to the Pledged Notes Debt Securities but only to the extent instructed by the Holders as described below. Upon receipt of notice of any meeting at which holders of Notes Debt Securities are entitled to vote or upon any solicitation of consents, waivers or proxies of holders of NotesDebt Securities, the Agent shall, as soon as practicable thereafter, mail to the Holders of Equity Units Income PRIDES a notice (a) containing such information as is contained in the notice or solicitation, (b) stating that each Income PRIDES Holder on the record date set by the Agent therefor (which, to the extent possible, shall be the same date as the record date for determining the holders of Notes Debt Securities entitled to vote) shall be entitled to instruct the Agent as to the exercise of the voting rights pertaining to the Pledged Notes underlying their Equity Units Debt Securities constituting a part of such Holder's Income PRIDES and (c) stating the manner in which such instructions may be given. Upon the written request of the Holders of Equity Units Income PRIDES on such record date, the Agent shall endeavor insofar as practicable to vote or cause to be voted, in accordance with the instructions set forth in such requests, the maximum number of Pledged Notes Debt Securities as to which any particular voting instructions are received. In the absence of specific instructions from the Holder of an Equity UnitIncome PRIDES, the Agent shall abstain from voting the Pledged Note underlying such Equity Units. The Company hereby agrees, if applicable, to solicit Holders of Equity Units to timely instruct the Agent in order to enable the Agent to vote such Pledged Notes.Debt Security constituting

Appears in 1 contract

Samples: Purchase Contract Agreement (Great Plains Energy Inc)

Notice and Voting. Under the terms of the Pledge Agreement, the Agent will be entitled to exercise the voting and any other consensual rights pertaining to the Pledged Notes Capital Securities pledged with the Collateral Agent but only to the extent instructed by the Holders as described below. Upon receipt of notice of any meeting at which holders of Notes Capital Securities are entitled to vote or upon any solicitation of consents, waivers or proxies of holders of NotesCapital Securities, the Agent shall, as soon as practicable thereafter, mail to the Holders of Equity Units Income PRIDES a notice (a) containing such information as is contained in the notice or solicitation, (b) stating that each Holder on the record date set by the Agent therefor (which, to the extent possible, shall be the same date as the record date for determining the holders of Notes Capital Securities entitled to vote) shall be entitled to instruct the Agent as to the exercise of the voting rights pertaining to the Pledged Notes Capital Securities underlying their Equity Units Income PRIDES and (c) stating the manner in which such instructions may be given. Upon the written request of the Holders of Equity Units Income PRIDES on such record date, the Agent shall endeavor insofar as practicable to vote or cause to be voted, in accordance with the instructions set forth in such requests, the maximum number of Pledged Notes as to which any particular voting instructions are received. In the absence of specific instructions from the Holder of an Equity Unit, the Agent shall abstain from voting the Pledged Note underlying such Equity Units. The Company hereby agrees, if applicable, to solicit Holders of Equity Units to timely instruct the Agent in order to enable the Agent to vote such Pledged Notes.Capital Securities as

Appears in 1 contract

Samples: Purchase Contract Agreement (Kaufman & Broad Home Corp)

Notice and Voting. Under the terms of the Pledge Agreement, the Agent will be entitled to exercise the voting and any other consensual rights pertaining to the Pledged Notes Shares, but only to the extent instructed in writing by the Holders as described below. Upon receipt of notice of any meeting at which holders of Notes Shares are entitled to vote or upon any solicitation of consents, waivers or proxies of holders of NotesShares, the Agent shall, as soon as practicable thereafter, mail to the Holders of Equity Units Corporate SPUS a notice notice: (a) containing such information as is contained in the notice or solicitation, ; (b) stating that each Holder on the record date set by the Agent therefor (which, to the extent possible, shall be the same date as the record date for determining the holders of Notes Shares entitled to vote) shall be entitled to instruct the Agent as to the exercise of the voting rights pertaining to the Pledged Notes such Shares underlying their Equity Units and Corporate SPUS; and (c) stating the manner in which such instructions may be given. Upon the written request of the Holders of Equity Units Corporate SPUS on such record datedate received by the Agent at least six days prior to such meeting, the Agent shall endeavor insofar as practicable to vote or cause to be voted, in accordance with the instructions set forth specified in such requests, the maximum number liquidation preference of Pledged Notes Shares, as to which any particular voting instructions are received. In the absence of specific instructions from the Holder of an Equity Unita Corporate SPUS, the Agent shall abstain from voting the Pledged Note Shares underlying such Equity UnitsCorporate SPUS. The Company hereby agrees, if applicable, to solicit Holders of Equity Units Corporate SPUS to timely instruct the Agent in order to enable the Agent to vote such Pledged NotesShares.

Appears in 1 contract

Samples: Purchase Contract Agreement (Dominion Resources Inc /Va/)

Notice and Voting. Under the terms of the Pledge Agreement, the The Agent will be entitled to exercise the voting and any other consensual rights pertaining to the Pledged Notes but only to the extent instructed in writing by the Holders as described below. Upon receipt of notice of any meeting at which holders of Notes are entitled to vote or upon any solicitation of consents, waivers or proxies of holders of Notes, the Agent shall, as soon as practicable thereafter, mail to the Holders of Equity Normal Units a notice prepared by the Company at the Company's expense (a) containing such information as is contained in the notice or solicitation, (b) stating that each Holder on the record date set by the Agent therefor (which, to the extent possible, shall be the same date as the record date for determining the holders of Notes entitled to vote) shall be entitled to instruct the Agent as to the exercise of the voting rights pertaining to the Pledged Notes underlying their Equity Normal Units and (c) stating the manner in which such instructions may be given. Upon the written request of the Holders any Holder of Equity Normal Units on such record date, the Agent shall endeavor insofar as practicable to vote or cause to be voted, in accordance with the instructions set forth in such requestsrequest, the maximum number of Pledged Notes as to which any particular voting instructions are received. In the absence of specific instructions from the Holder of an Equity a Normal Unit, the Agent shall abstain from voting the Pledged Note underlying such Equity UnitsNormal Unit. The Company hereby agrees, if applicable, to solicit Holders of Equity Normal Units to timely instruct the Agent in writing in order to enable the Agent to vote such Pledged Notes.

Appears in 1 contract

Samples: Purchase Contract Agreement (Xl Capital LTD)

Notice and Voting. Under and subject to the terms of the Pledge Agreement and this Agreement, the Agent will be entitled to exercise the voting and any other consensual rights pertaining to the Pledged Notes but only to the extent instructed by the Holders as described below. Upon receipt of notice of any meeting at which holders of Notes are entitled to vote or upon any solicitation of consents, waivers or proxies of holders of Notes, the Agent shall, as soon as practicable thereafter, mail to the Holders of Equity Normal Units a notice prepared by the Company at the Company's expense (a) containing such information as is contained in the notice or solicitation, (b) stating that each Holder on the record date set by the Agent therefor (which, to the extent possible, shall be the same date as the record date for determining the holders of Notes entitled to vote) shall be entitled to instruct the Agent as to the exercise of the voting rights pertaining to the Pledged Notes underlying their Equity Normal Units and (c) stating the manner in which such instructions may be given. Upon the written request of the Holders any Holder of Equity Normal Units on such record date, the Agent shall endeavor insofar as practicable to vote or cause to be voted, in accordance with the instructions set forth in such requestsrequest, the maximum number of Pledged Notes as to which any particular voting instructions are received. In the absence of specific instructions from the Holder of an Equity a Normal Unit, the Agent shall abstain from voting the Pledged Note underlying such Equity UnitsNormal Unit. The Company hereby agrees, if applicable, to solicit Holders of Equity Normal Units to timely instruct the Agent in order to enable the Agent to vote such Pledged Notes.

Appears in 1 contract

Samples: Purchase Contract Agreement (Union Planters Corp)

Notice and Voting. Under the terms of the Pledge Agreement, the Agent will be entitled to exercise the voting and any other consensual rights pertaining to the Pledged Notes Preferred Securities pledged with the Collateral Agent but only to the extent instructed by the Holders as described below. Upon receipt of notice of any meeting at which holders of Notes Preferred Securities are entitled to vote or upon any solicitation of consents, waivers or proxies of holders of NotesPreferred Securities, the Agent shall, as soon as practicable thereafter, mail to the Holders of Equity Units a notice (a) containing such information as is contained in the notice or solicitation, (b) stating that each Holder on the record date set by the Agent therefor (which, to the extent possible, shall be the same date as the record date for determining the holders of Notes Preferred Securities entitled to vote) shall be entitled to instruct the Agent as to the exercise of the voting rights pertaining to the Pledged Notes Preferred Securities underlying their Equity Units Income PRIDES and (c) stating the manner in which such instructions may be given. Upon the written request of the Holders of Equity Units on such record date, the Agent shall endeavor insofar as practicable to vote or cause to be voted, in accordance with the instructions set forth in such requests, the maximum number of Pledged Notes Preferred Securities as to which any particular voting instructions are received. In the absence of specific instructions from the Holder of an Equity UnitIncome PRIDES, the Agent shall abstain from voting the Pledged Note Preferred Security underlying such Equity UnitsIncome PRIDES. The Company hereby agrees, if applicable, to solicit Holders of Equity Units to timely instruct the Agent in order to enable the Agent to vote such Pledged Notes.Preferred Securities or to cause such

Appears in 1 contract

Samples: Purchase Contract Agreement (American Heritage Life Investment Corp)

Notice and Voting. Under the terms of the Pledge Agreement, the Agent will be entitled to exercise the voting and any other consensual rights pertaining to the Pledged Notes Preferred Securities pledged with the Collateral Agent but only to the extent instructed by the Holders as described below. Upon receipt of notice of any meeting at which holders of Notes Preferred Securities are entitled to vote or upon any solicitation of consents, waivers or proxies of holders of NotesPreferred Securities, the Agent shall, as soon as practicable thereafter, mail to the Holders of Equity Units Income PRIDES a notice (a) containing such information as is contained in the notice or solicitation, (b) stating that each Holder on the record date set by the Agent therefor (which, to the extent possible, shall be the same date as the record date for determining the holders of Notes Preferred Securities entitled to vote) shall be entitled to instruct the Agent as to the exercise of the voting rights pertaining to the Pledged Notes Preferred Securities underlying their Equity Units Income PRIDES and (c) stating the manner in which such instructions may be given. Upon the written request of the Holders of Equity Units Income PRIDES on such record date, the Agent shall endeavor insofar as practicable to vote or cause to be voted, in accordance with the instructions set forth in such requests, the maximum number of Pledged Notes Preferred Securities as to which any particular voting instructions are received. In the absence of specific instructions from the Holder of an Equity Unit, the Agent shall abstain from voting the Pledged Note underlying such Equity Units. The Company hereby agrees, if applicable, to solicit Holders of Equity Units to timely instruct the Agent in order to enable the Agent to vote such Pledged Notes.of

Appears in 1 contract

Samples: Purchase Contract Agreement (Conseco Financing Trust Vii)

Notice and Voting. Under the terms of the Pledge Agreement, the Agent will be entitled to exercise the voting and any other consensual rights pertaining to the Pledged Notes Debentures, as the case may be, but only to the extent instructed in writing by the Holders as described below. Upon receipt of notice of any meeting at which holders of Notes Debentures are entitled to vote or upon any solicitation of consents, waivers or proxies of holders of NotesDebentures, the Agent shall, as soon as practicable thereafter, mail to the Holders of Equity Type A Units a notice (a) containing such information as is contained in the notice or solicitation, (b) stating that each Holder on the record date set by the Agent therefor (which, to the extent possible, shall be the same date as the record date for determining the holders of Notes Debentures, as the case may be, entitled to vote) shall be entitled to instruct the Agent as to the exercise of the voting rights pertaining to the Pledged Notes such Debentures underlying their Equity Type A Units and (c) stating the manner in which such instructions may be given. Upon the written request of the Holders of Equity Type A Units on such record datedate received by the Agent at least six days prior to such meeting, the Agent shall endeavor insofar as practicable to vote or cause to be voted, in accordance with the instructions set forth in such requests, the maximum number principal amount of Pledged Notes Debentures as to which any particular voting instructions are received. In the absence of specific instructions from the Holder of an Equity a Type A Unit, the Agent shall abstain from voting the Pledged Note Debentures underlying such Equity UnitsType A Unit. The Company hereby agrees, if applicable, to solicit Holders of Equity Type A Units to timely instruct the Agent in order to enable the Agent to vote such Pledged NotesDebentures.

Appears in 1 contract

Samples: Purchase Contract Agreement (Polaroid Corp)

Notice and Voting. Under and subject to the terms of the Pledge Agreement and this Agreement, the Agent will be entitled to exercise the voting and any other consensual rights pertaining to the Pledged Notes but only to the extent instructed by the Holders as described below. Upon receipt of notice of any meeting at which holders of Notes are entitled to vote or upon any solicitation of consents, waivers or proxies of holders of Notes, the Agent shall, as soon as practicable thereafter, mail to the Holders of Equity Corporate Units a notice (a) containing such information as is contained in the notice or solicitation, (b) stating that each Holder on the record date set by the Agent therefor (which, to the extent possible, shall be the same date as the record date for determining the holders of Notes entitled to vote) shall be entitled to instruct the Agent as to the exercise of the voting rights pertaining to the Pledged Notes underlying their Equity constituting a part of such Holder's Corporate Units and (c) stating the manner in which such instructions may be given. Upon the written request of the Holders of Equity Corporate Units on such record date, the Agent shall endeavor insofar as practicable to vote or cause to be voted, in accordance with the instructions set forth in such requests, the maximum number of Pledged Notes as to which any particular voting instructions are received. In the absence of specific instructions from the Holder of an Equity a Corporate Unit, the Agent shall abstain from voting the Pledged Note underlying such Equity UnitsCorporate Unit. The Company hereby agrees, if applicable, to solicit Holders of Equity Corporate Units to timely instruct the Agent in order to enable the Agent to vote such Pledged Notes.

Appears in 1 contract

Samples: Purchase Contract Agreement (National Fuel Gas Co)

Notice and Voting. (a) Under the terms of the Pledge Agreement, the SQUARZ Agent will be entitled to exercise the voting and any other consensual rights pertaining to the Pledged Notes Notes, but only to the extent instructed by the Holders Holders, as described below. Upon receipt of notice of any meeting at which holders of Notes are entitled to vote or upon any solicitation of consents, waivers or proxies of holders of Notes, the SQUARZ Agent shall, as soon as practicable thereafter, mail to the Holders of Equity Units SQUARZ a notice notice: (ai) containing such information as is contained in the notice or solicitation, , (bii) stating that each Holder on the record date set by the SQUARZ Agent therefor (which, to the extent possible, shall be the same date as the record date for determining the holders of Notes entitled to vote) shall be entitled to instruct the SQUARZ Agent as to the exercise of the voting rights pertaining to the Pledged Notes underlying their Equity Units and SQUARZ, and (ciii) stating the manner in which such instructions may be given. . (b) Upon the written request of the Holders of Equity Units SQUARZ on such record date, the SQUARZ Agent shall endeavor insofar as practicable to vote or cause to be voted, in accordance with the instructions set forth in such requests, the maximum number of Pledged Notes as to which any particular voting instructions are received. In the absence of specific instructions from the Holder of an Equity Unita SQUARZ, the SQUARZ Agent shall abstain from voting the Pledged Note underlying such Equity Units. The Company hereby agrees, if applicable, to solicit Holders of Equity Units to timely instruct the Agent in order to enable the Agent to vote such Pledged NotesSQUARZ.

Appears in 1 contract

Samples: Squarz Agreement (Berkshire Hathaway Inc)

Notice and Voting. Under the terms of the Pledge Agreement, the Purchase Contract Agent will be entitled to exercise the voting and any other consensual rights pertaining to the Pledged Notes Notes, but only to the extent instructed in writing by the Holders as described below. Upon receipt of notice of any meeting at which holders of Notes are entitled to vote or upon any solicitation of consents, waivers or proxies of holders of Notes, the Purchase Contract Agent shall, as soon as practicable thereafter, mail mail, first class, postage pre-paid, to the Holders of Equity Units Corporate MEDS a notice notice: (ai) containing such information as is contained in the notice or solicitation, ; (bii) stating that each Holder on the record date set by the Purchase Contract Agent therefor (which, to the extent possible, shall be the same date as the record date for determining the holders of Notes Notes, as the case may be, entitled to vote) shall be entitled to instruct the Purchase Contract Agent as to the exercise of the voting rights pertaining to the Pledged such Notes underlying their Equity Units and Corporate MEDS; and (ciii) stating the manner in which such instructions may be given. Upon the written request of the Holders of Equity Units Corporate MEDS on such record datedate received by the Purchase Contract Agent at least six days prior to such meeting, the Purchase Contract Agent shall endeavor insofar as practicable to vote or cause to be voted, in accordance with the instructions set forth in such requests, the maximum number of Pledged Notes Notes, as the case may be, as to which any particular voting instructions are received. In the absence of specific instructions from the Holder of an Equity Unita Corporate MEDS, the Purchase Contract Agent shall abstain from voting the Pledged Note Notes underlying such Equity UnitsCorporate MEDS. The Company hereby agrees, if applicable, to solicit Holders of Equity Units Corporate MEDS to timely instruct the Purchase Contract Agent in order to enable the Purchase Contract Agent to vote such Pledged Notes.

Appears in 1 contract

Samples: Purchase Contract Agreement (Keyspan Corp)

Notice and Voting. Under the terms of the Pledge Agreement, the Agent will be entitled to exercise the voting and any other consensual rights pertaining to the Pledged Notes pledged with the Collateral Agent but only to the extent instructed by the Holders as described below. Upon receipt of notice of any meeting at which holders of Notes are entitled to vote or upon any solicitation of consents, waivers or proxies of holders of Notes, the Agent shall, as soon as practicable thereafter, mail to the Holders of Equity Units Upper DECS a notice (a) containing such information as is contained in the notice or solicitation, (b) stating that each Holder on the record date set by the Agent therefor (which, to the extent possible, shall be the same date as the record date for determining the holders of Notes entitled to vote) shall be entitled to instruct the Agent as to the exercise of the voting rights pertaining to the Pledged Notes underlying their Equity Units Upper DECS and (c) stating the manner in which such instructions may be given. Upon the written request of the Holders of Equity Units Upper DECS on such record date, the Agent shall endeavor insofar as practicable to vote or cause to be voted, in accordance with the instructions set forth in such requests, the maximum number of Pledged Notes as to which any particular voting instructions are received. In the absence of specific instructions from the Holder of an Equity UnitUpper DECS, the Agent shall abstain from voting the Pledged Note Notes underlying such Equity UnitsUpper DECS. The Company hereby agrees, if applicable, to solicit Holders of Equity Units Upper DECS to timely instruct the Agent in order to enable the Agent to vote such Pledged Notes.

Appears in 1 contract

Samples: Forward Purchase Contract Agreement (Cendant Corp)

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