Common use of Observer Clause in Contracts

Observer. 10.1 Subject to Condition 10.4, the Noteholders may, by Special Resolution, appoint any person to be an observer (Observer) of the Guarantor and to remove any such person as an Observer and appoint someone in their place, and the Company shall procure that the Guarantor accepts such appointment and complies with the provisions of this Condition 10. 10.2 An Observer shall have the right to attend and be present at all meetings of the board of directors of the Guarantor as from time to time constituted (Board) or meetings of any committee of the Board (either in person, or by telephone conference or by such other means as the directors shall be entitled to participate at such meetings) and to speak at such meetings, but shall not have the right to vote, nor have any right to table formal Board resolutions or matters for discussion at any meeting and shall not be required to form a quorum. The Observer shall not be entitled to any remuneration, compensation or expenses. 10.3 An Observer shall have the right to receive notices and minutes of all Board meetings (and meetings of any committee of the Board) and all materials distributed to the Board (or committee) in the same manner and to the same extent as the directors, subject always to Condition 10.4. 10.4 Notwithstanding Condition 10.1 to 10.4 (inclusive), if the aggregate principal amount of Loan Notes outstanding under this Instrument is equal to or less than 20% of the aggregate principal amount issued by the Company on the date of this Instrument, the Observer shall no longer be entitled to receive notice of, and attend, meetings of the Board, and the provisions of Conditions