Quorum; Action. The persons entitled to vote at least a majority in principal amount of the outstanding Notes shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorum. In the absence of a quorum within 30 minutes after the time appointed for any such meeting, the meeting shall, if convened at the request of Holders, be dissolved. In any other case the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.2, except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, of the principal amount of the outstanding Notes which shall constitute a quorum. Except as limited by the proviso to Section 8.2, any resolution presented at a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority in principal amount of the outstanding Notes; provided, however, that, except as limited by the proviso to Section 8.2, any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is less than a majority, in principal amount of the outstanding Notes may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid by the affirmative vote of the Holders of such specified percentage in principal amount of the outstanding Notes. Any such resolution passed or decision taken at any meeting of Holders duly held in accordance with this Section 9.4 shall be binding on all the Holders, whether or not such Holders were present or represented at the meeting.
Appears in 7 contracts
Samples: Seventh Supplemental Indenture (Invitation Homes Inc.), Fifth Supplemental Indenture (Invitation Homes Inc.), Supplemental Indenture (Invitation Homes Inc.)
Quorum; Action. The persons Persons entitled to vote at least a majority in principal amount of the outstanding Notes shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorum. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Notes, be dissolved. In any other case the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.212.02, except that such notice need be given only once and not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, percentage of the principal amount of the outstanding Notes which shall constitute a quorum. Except as limited by Subject to the proviso to Section 8.2foregoing, at the reconvening of any resolution presented at meeting adjourned for a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority in principal amount of the outstanding Notes; provided, however, that, except as limited by the proviso to Section 8.2, any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the Indenture expressly provides may be made, given or taken by the Holders lack of a specified percentagequorum, which is less than a majority, the Persons entitled to vote 25% in principal amount of the outstanding Notes may be adopted at the time shall constitute a quorum for the taking of any action set forth in the notice of the original meeting. At a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid aforesaid, any action or matter, except as otherwise specified herein, shall be effectively passed and decided if passed or decided by the affirmative Persons entitled to vote of the Holders of such specified percentage not less than a majority in principal amount of the outstanding NotesNotes represented and voting at such meeting. Any such resolution action or matter passed or decision taken at any meeting of Holders of Notes duly held in accordance with this Section 9.4 12.05 shall be binding on all the HoldersHolders of Notes, whether or not such Holders were present or represented at the meeting.
Appears in 5 contracts
Samples: Indenture (Acme Metals Inc /De/), Indenture (American Trans Air Execujet Inc), Indenture (American Trans Air Execujet Inc)
Quorum; Action. The persons Persons entitled to vote at least a majority in principal amount of the outstanding Notes Outstanding Securities shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorum. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Securities, be dissolved. In any other case case, the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.28.2(a), except that such notice need be given only once and not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, percentage of the principal amount of the outstanding Notes Outstanding Securities which shall constitute a quorum. Except as limited by Subject to the proviso foregoing, at the reconvening of any meeting adjourned for a lack of a quorum, the Persons entitled to Section 8.2, any resolution presented at a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority 25% in principal amount of the outstanding Notes; provided, however, that, except as limited by Outstanding Securities at the proviso to Section 8.2, time shall constitute a quorum for the taking of any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which set forth in the Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is less than a majority, in principal amount notice of the outstanding Notes may be adopted at original meeting. At a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid aforesaid, any resolution and all matters (except as limited by the affirmative proviso to Section 7.2) shall be effectively passed and decided if passed or decided by the Persons entitled to vote of the Holders of such specified percentage not less than a majority in principal amount of the outstanding NotesOutstanding Securities represented and voting at such meeting. Any such resolution passed or decision decisions taken at any meeting of Holders of Securities duly held in accordance with this Section 9.4 shall be binding on all the HoldersHolders of Securities, whether or not such Holders were present or represented at the meeting.
Appears in 4 contracts
Samples: Indenture (Foster Wheeler LTD), Indenture (Curagen Corp), Indenture (Teva Pharmaceutical Finance Bv)
Quorum; Action. The persons Persons entitled to vote at least a majority in principal amount of the outstanding Notes Outstanding Securities shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorum. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Securities, be dissolved. In any other case case, the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.28.2(a) hereof, except that such notice need be given only once and not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, percentage of the principal amount of the outstanding Notes Outstanding Securities which shall constitute a quorum. Except as limited by Subject to the proviso foregoing, at the reconvening of any meeting adjourned for a lack of a quorum, the Persons entitled to Section 8.2, any resolution presented at a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority 25% in principal amount of the outstanding Notes; provided, however, that, except as limited by Outstanding Securities at the proviso to Section 8.2, time shall constitute a quorum for the taking of any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which set forth in the Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is less than a majority, in principal amount notice of the outstanding Notes may be adopted at original meeting. At a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid aforesaid, any resolution and all matters (except as limited by the affirmative proviso to Section 7.2 hereof) shall be effectively passed and decided if passed or decided by the Persons entitled to vote of the Holders of such specified percentage not less than a majority in principal amount of the outstanding NotesOutstanding Securities represented and voting at such meeting. Any such resolution passed or decision decisions taken at any meeting of Holders of Securities duly held in accordance with this Section 9.4 shall be binding on all the HoldersHolders of Securities, whether or not such Holders were present or represented at the meeting.
Appears in 4 contracts
Samples: Indenture (Nektar Therapeutics), Indenture (Nektar Therapeutics), Indenture (Nektar Therapeutics)
Quorum; Action. The persons Persons entitled to vote at least a majority in principal amount of the outstanding Outstanding Notes shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorum. In the absence of a quorum within 30 60 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Notes, be dissolved. In any other case the meeting may be adjourned for a period of not less than 10 ten (10) days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 ten (10) days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.212.2, except that such notice need be given only once not less than five (5) days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, of the principal amount of the outstanding Outstanding Notes which that shall constitute a quorum. Except as limited by the proviso to the first paragraph of Section 8.29.2, any resolution presented at to a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Majority Holders of at least a majority in principal amount of the outstanding Notes; provided, however, PROVIDED that, except as limited by the proviso to the first paragraph of Section 8.29.2, any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the that this Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is less than a majority, in principal amount of the outstanding Outstanding Notes may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid by the affirmative vote of the Holders of such specified percentage in principal amount of the outstanding Outstanding Notes. Any such resolution passed or decision taken at any meeting of Holders of Notes duly held in accordance with this Section 9.4 shall be binding on all the HoldersHolders of such Notes, whether or not such Holders were present or represented at the meeting. Notwithstanding any provision of this Indenture or any other Security Document to the contrary, Servicer shall not be required to take any action or refrain from taking any action hereunder or thereunder at the direction of the Holders that would cause it to violate the Servicing Standards.
Appears in 4 contracts
Samples: Indenture and Servicing Agreement (Gotham Golf Corp), Indenture and Servicing Agreement (Gotham Golf Corp), Indenture and Servicing Agreement (Gotham Golf Corp)
Quorum; Action. The persons entitled to vote at least a majority in principal amount of the outstanding Notes shall will constitute a quorum for a meeting of HoldersHolders of Notes; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorum. In the absence of a quorum within 30 thirty (30) minutes after the time appointed for any such meeting, the meeting shallwill, if convened at the request of Holders, be dissolved. In any other case the meeting may be adjourned for a period of not less than 10 ten (10) days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 ten (10) days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any adjourned meeting shall will be given as provided in Section 9.214.2 hereof, except that such notice need be given only once not less than five (5) days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall will state expressly the percentage, as provided above, of the principal amount of the outstanding Notes which shall will constitute a quorum. Except as limited by the proviso to Section 8.212.2 hereof, any action to be taken or resolution presented at a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be taken or adopted only by the affirmative vote of the Holders of at least a majority in principal amount of the outstanding Notes; provided, however, that, except as limited by the proviso to Section 8.212.2 hereof, any action to be taken or resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is less than a majority, in principal amount of the outstanding Notes may be taken or adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid by the affirmative vote of the Holders of such specified percentage in principal amount of the outstanding Notes. Any such resolution passed or decision taken at any meeting of Holders duly held in accordance with this Section 9.4 shall 14.4 will be binding on all the Holders, whether or not such Holders were present or represented at the meeting.
Appears in 4 contracts
Samples: Supplemental Indenture (STORE CAPITAL Corp), Supplemental Indenture (STORE CAPITAL Corp), Supplemental Indenture (STORE CAPITAL Corp)
Quorum; Action. The persons Persons entitled to vote at least a majority in principal amount of the outstanding Notes shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorum. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Notes, be dissolved. In any other case case, the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meetingmeeting (subject to repeated applications of this sentence). Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.28.02(1), except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, percentage of the principal amount of the outstanding Notes which shall constitute a quorum. Except as limited by Subject to the proviso to Section 8.2foregoing, at the reconvening of any resolution presented at meeting adjourned for a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority in principal amount of the outstanding Notes; provided, however, that, except as limited by the proviso to Section 8.2, any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the Indenture expressly provides may be made, given or taken by the Holders lack of a specified percentagequorum, which is less than a majority, the Persons entitled to vote 25% in principal amount of the outstanding Notes may be adopted at the time shall constitute a quorum for the taking of any action set forth in the notice of the original meeting. At a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid aforesaid, any resolution and all matters (other than a covenant or condition which under Section 9.02 cannot be modified or amended without the consent of the Holder of each outstanding Note affected) shall be effectively passed and decided if passed or decided by the affirmative vote lesser of (i) the Holders of such specified percentage not less than a majority in principal amount of outstanding Notes and (ii) the Persons entitled to vote not less than 66-2/3% in principal amount of outstanding NotesNotes represented and entitled to vote at such meeting. Any such resolution passed or decision decisions taken at any meeting of Holders of Notes duly held in accordance with this Section 9.4 shall be binding on all the Holders, Holders of Notes whether or not such Holders were present or represented at the meeting. The Trustee shall, in the name and at the expense of the Company, notify all the Holders of Notes of any such resolutions or decisions pursuant to Section 12.02.
Appears in 3 contracts
Samples: Indenture (Orion Power Holdings Inc), Indenture (Charter Communications Inc /Mo/), Indenture (Charter Communications Inc /Mo/)
Quorum; Action. The persons Persons entitled to vote at least a majority in principal amount of the outstanding Outstanding Notes shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the such meeting with respect to a consent or waiver which the Indenture expressly provides may be given by the Holders of not less than a specified percentage majority in principal amount of the outstanding Outstanding Notes, the persons holding or representing the specified percentage Persons entitled to vote a majority in principal amount of the outstanding Outstanding Notes will shall constitute a quorum. In the absence of a quorum within 30 thirty (30) minutes after the time appointed for any such meeting, the meeting shall, if convened at the request of Holders, be dissolved. In any other case the meeting may be adjourned for a period of not less than 10 ten (10) days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 ten (10) days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.210.02(a), except that such notice need be given only once not less than five (5) days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, of the principal amount of the outstanding Outstanding Notes which shall constitute a quorum. Except as limited by the proviso to Section 8.28.02(a) and Section 6.02, any resolution presented at to a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority in principal amount of the outstanding Outstanding Notes; provided, however, that, except as limited by Section 8.02(a) and Section 6.02, any resolution with respect to any consent or waiver which the proviso to Indenture expressly provides may be given by the Holders of a majority in principal amount of the Outstanding Notes may be adopted at a meeting or an adjourned meeting duly convened and at which a quorum is present as aforesaid only by the affirmative vote of the Holders of a majority in principal amount of the Outstanding Notes; and provided, further, that, except as limited by Section 8.28.02(a) and Section 6.02, any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is less than a majority, majority in principal amount of the outstanding Outstanding Notes may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid by the affirmative vote of the Holders of such specified percentage in principal amount of the outstanding Outstanding Notes. Notwithstanding the preceding two paragraphs, any request, demand, authorization, direction, notice, consent, waiver or other action of Holders under the Indenture or the Notes may be embodied in and evidenced by one or more instruments of substantially similar tenor signed by such Holders in person or by an agent duly appointed in writing; and, except as otherwise expressly provided in the Indenture, such action shall become effective when such instrument or instruments are delivered to the Indenture Trustee and, when it is expressly required, to the Trust. The percentage of principal amount of the Outstanding Notes held by the Holders delivering such instruments which is required to approve any such action shall be the same as the percentage required for approval at a duly convened meeting of Holders. Any such resolution passed or decision taken at any meeting of Holders duly held or by duly executed instrument in accordance with this Section 9.4 shall be binding on all Holders of the HoldersNotes, whether or not such Holders were present or represented at the meeting.
Appears in 3 contracts
Samples: Omnibus Instrument (Principal Life Insurance Co), Omnibus Instrument (Principal Life Insurance Co), Omnibus Instrument (Principal Life Insurance Co)
Quorum; Action. The persons Persons entitled to vote at least a majority in principal amount of the outstanding Notes Outstanding Securities of a series shall constitute a quorum for a meeting of HoldersHolders of Securities of such series; provided, however, that if any action is to be taken at the such meeting with respect to a consent or waiver which may is required to be given by the Holders of not less than a greater percentage in such principal amount as this Indenture expressly specifies or as shall have been specified with respect to the Securities of such series pursuant to Section 3.01, the Persons entitled to vote such greater percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount Outstanding Securities of the outstanding Notes will such series shall constitute a quorum. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Securities of such series, be dissolved. In the absence of a quorum in any other case the meeting may be adjourned for a period of not less than 10 days as determined by the chairman chairperson of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman chairperson of the meeting prior to the adjournment of such adjourned meeting. Notice Subject to Section 13.05, notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.213.02(a), except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, of the principal amount of the outstanding Notes Outstanding Securities of such series which shall constitute a quorum. Except as limited by the proviso to Section 8.29.02, any resolution presented at to a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority in principal amount of the outstanding NotesOutstanding Securities of that series; provided, however, that, except as limited by the proviso to Section 8.29.02, any resolution with respect to any consent or waiver which is required to be given by the Holders of not less than a greater percentage in such principal amount as shall have been specified with respect to the Securities of such series pursuant to this Indenture or Section 3.01 may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid only by the affirmative vote of the Holders of such greater percentage in principal amount of the outstanding Securities of that series; and provided, further, that, except as limited by the proviso to Section 9.02, any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the this Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is less than a majority, majority in principal amount of the outstanding Notes Outstanding Securities of a series may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid by the affirmative vote of the Holders of such specified percentage in principal amount of the outstanding NotesOutstanding Securities of that series. Any such resolution passed or decision taken at any meeting of Holders of Securities of any series duly held in accordance with this Section 9.4 shall be binding on all the HoldersHolders of Securities of such series and the coupons, if any, appertaining thereto, whether or not such Holders were present or represented at the meeting.
Appears in 3 contracts
Samples: Indenture (Meritor, Inc. (Nev)), Indenture (Meritor Electric Vehicles, LLC), Indenture (Maremont Exhaust Products, Inc.)
Quorum; Action. The persons Persons entitled to vote at least a majority in principal amount of the outstanding Notes Outstanding Securities of a series shall constitute a quorum for a meeting of HoldersHolders of Securities of such series; provided, however, that if any action is to be taken at the such meeting with respect to a consent or waiver which this Indenture expressly provides may be given by the Holders of not a specified percentage in aggregate principal amount of the Outstanding Securities of a series that is less or greater than a specified majority in principal amount of the Outstanding Securities of such series, then, with respect to such action (and only such action) the Persons entitled to vote such lesser or greater percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount Outstanding Securities of the outstanding Notes will such series shall constitute a quorum. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Securities of such series, be dissolved. In any other case the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.21502(a), except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, of the principal amount of the outstanding Notes Outstanding Securities of such series which shall constitute a quorum. Except as limited by the proviso to Section 8.2902, any resolution presented at to a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority in principal amount of the outstanding NotesOutstanding Securities of that series; provided, however, that, except as limited by the proviso to Section 8.2902, any resolution with respect to any consent or waiver which this Indenture expressly provides may be given by the Holders of not less than 66-2/3% in principal amount of the Outstanding Securities of a series may be adopted at a meeting or an adjourned meeting duly convened and at which a quorum is present as aforesaid only by the affirmative vote of the Holders of 66-2/3% in principal amount of the Outstanding Securities of that series; and provided, further, that, except as limited by the proviso to Section 902, any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the this Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is less than a majority, in principal amount of the outstanding Notes Outstanding Securities of a series may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid by the affirmative vote of the Holders of such specified percentage in principal amount of the outstanding NotesOutstanding Securities of that series. Any such resolution passed or decision taken at any meeting of Holders of Securities of any series duly held in accordance with this Section 9.4 shall be binding on all the HoldersHolders of Securities of such series and the related coupons, whether or not such Holders were present or represented at the meeting.
Appears in 3 contracts
Samples: Subordinated Indenture (Valero Energy Corp/Tx), Subordinated Indenture (Valero Energy Corp/Tx), Indenture (Valero Energy Corp/Tx)
Quorum; Action. The persons entitled to vote at least a majority in principal amount Holders representing not less than 25% of the outstanding Notes aggregate Liquidation Amount of the applicable Senior Preferred Shares shall constitute a quorum for a meeting of such Holders; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorum. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of Holders, be dissolved. In any other case the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.211.2(a), except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of At the reconvening of an any meeting adjourned meeting shall state expressly for lack of a quorum, the percentage, as provided above, Holders of the principal amount of the outstanding Notes which applicable Senior Preferred Shares entitled to vote at such meeting present in person or by proxy shall constitute a quorumquorum for the taking of any action set forth in the notice of the original meeting. Except as limited by the proviso to Section 8.2, any resolution presented at to a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least representing not less than a majority in principal amount of the outstanding Notesaggregate Liquidation Amount of the applicable Senior Preferred Shares represented at such meeting in person or by proxy; provided, however, that, except as limited by the proviso to Section 8.2, any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the Indenture this Guarantee expressly provides may be made, given or taken by the Holders of a specified percentage, which is more or less than a majority, in principal amount majority of the aggregate Liquidation Amount of all of the then outstanding Notes shares of the applicable Senior Preferred Shares, may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid by the affirmative vote of the Holders of not less than such specified percentage in principal amount of the aggregate Liquidation Amount of all of the then outstanding Notesshares of the applicable Senior Preferred Shares present at such meeting. Any such resolution passed or decision taken at any meeting of Holders duly held in accordance with this Section 9.4 shall be binding on all the Holders, whether or not such Holders were present or represented at the meeting.
Appears in 3 contracts
Samples: Guarantee Indenture (Brookfield Renewable Corp), Guarantee Indenture (Brookfield Renewable Partners L.P.), Guarantee Indenture (Brookfield Renewable Partners L.P.)
Quorum; Action. The persons entitled to vote at least a majority in principal amount of the outstanding Notes shall constitute a quorum for a meeting of HoldersHolders ; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorum. In the absence of a quorum within 30 thirty (30) minutes after the time appointed for any such meeting, the meeting shall, if convened at the request of Holders, be dissolved. In any other case the meeting may be adjourned for a period of not less than 10 ten (10) days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 ten (10) days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.29.2 hereof, except that such notice need be given only once not less than five (5) days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, of the principal amount of the outstanding Notes which shall constitute a quorum. Except as limited by the proviso to Section 8.28.2 hereof, any resolution presented at a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority in principal amount of the outstanding Notes; provided, however, that, except as limited by the proviso to Section 8.28.2 hereof, any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is less than a majority, in principal amount of the outstanding Notes may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid by the affirmative vote of the Holders of such specified percentage in principal amount of the outstanding Notes. Any such resolution passed or decision taken at any meeting of Holders duly held in accordance with this Section 9.4 shall be binding on all the Holders, whether or not such Holders were present or represented at the meeting.
Appears in 3 contracts
Samples: Supplemental Indenture (Digital Realty Trust, L.P.), Supplemental Indenture (Digital Realty Trust, L.P.), Supplemental Indenture (Digital Realty Trust, L.P.)
Quorum; Action. The persons Persons entitled to vote at least a majority in principal amount of the outstanding Notes shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons Persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorum. In the absence of a quorum within 30 minutes after the time appointed for any such meeting, the meeting shall, if convened at the request of Holders, be dissolved. In any other case the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.2, except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, of the principal amount of the outstanding Notes which shall constitute a quorum. Except as limited by the proviso to Section 8.2, any resolution presented at a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority in principal amount of the outstanding Notes; provided, however, that, except as limited by the proviso to Section 8.2, any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is less than a majority, in principal amount of the outstanding Notes may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid by the affirmative vote of the Holders of such specified percentage in principal amount of the outstanding Notes. Any such resolution passed or decision taken at any meeting of Holders duly held in accordance with this Section 9.4 shall be binding on all the Holders, whether or not such Holders were present or represented at the meeting.
Appears in 3 contracts
Samples: Third Supplemental Indenture (Phillips Edison & Company, Inc.), Second Supplemental Indenture (Phillips Edison & Company, Inc.), First Supplemental Indenture (Phillips Edison Grocery Center Operating Partnership I, L.P.)
Quorum; Action. (1) The persons Persons entitled to vote at least a majority 25% in principal amount of the outstanding Outstanding Notes of the applicable Series shall constitute a quorum for a meeting of HoldersHolders of Notes of such Series; provided, however, that that, if any action is to be taken at the such meeting with respect to a consent or waiver which this Indenture expressly provides may be given by the Holders of not less than a specified percentage in principal amount of the outstanding NotesOutstanding Notes of a Series, the persons holding or representing the Persons entitled to vote such specified percentage in principal amount of the outstanding Outstanding Notes will of such Series shall constitute a quorum. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Notes of such Series, be dissolved. In any other case the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of At the reconvening of any adjourned meeting meeting, the Holders of the Outstanding Notes entitled to vote at such adjourned meeting, present in person or represented by proxy, shall be given as provided in Section 9.2, except that such notice need be given only once not less than five days prior to constitute a quorum and shall transact the date on business for which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentagewas originally convened, as provided above, of the notwithstanding that they may not represent at least 25% in principal amount of the outstanding Notes which shall constitute a quorum. Outstanding Notes.
(2) Except as limited by the proviso to Section 8.2, any resolution presented at to a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least not less than a majority in principal amount of the outstanding NotesOutstanding Notes of such Series as are entitled to vote at such meeting; provided, however, that, except as limited by the proviso to Section 8.2, any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the this Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is less than a majority, in principal amount of the outstanding Outstanding Notes of a Series may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid by the affirmative vote of the Holders of not less than such specified percentage in principal amount of the outstanding Notes. Outstanding Notes of such Series present at such meeting.
(3) Any such resolution passed or decision taken at any meeting of Holders of Notes of any Series duly held in accordance with this Section 9.4 shall be binding on all the HoldersHolders of Notes of such Series, whether or not such Holders were present or represented at the meeting.
(4) Notwithstanding the foregoing provisions of this Section 14.4, if any action is to be taken at a meeting of Holders of Notes of any Series with respect to any request, demand, authorization, direction, notice, consent, waiver or other action that this Indenture expressly provides may be made, given or taken by the Holders of a specified percentage in principal amount of all Outstanding Notes affected thereby, or of the Holders of such Series and one or more additional Series:
(a) there shall be no minimum quorum requirement for such meeting; and
(b) the principal amount of the Outstanding Notes of such Series that vote in favor of such request, demand, authorization, direction, notice, consent, waiver or other action shall be taken into account in determining whether such request, demand, authorization, direction, notice, consent, waiver or other action has been made, given or taken under this Indenture.
Appears in 3 contracts
Samples: Indenture (Brookfield Renewable Corp), Indenture (Brookfield Renewable Partners L.P.), Indenture (Brookfield Property Partners L.P.)
Quorum; Action. The persons entitled to vote at least a majority in principal amount of the outstanding Notes shall constitute a quorum for a meeting of HoldersHolders of Notes; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorum. In the absence of a quorum within 30 thirty (30) minutes after the time appointed for any such meeting, the meeting shall, if convened at the request of Holders, be dissolved. In any other case the meeting may be adjourned for a period of not less than 10 ten (10) days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 ten (10) days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.214.2 hereof, except that such notice need be given only once not less than five (5) days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, of the principal amount of the outstanding Notes which shall constitute a quorum. Except as limited by the proviso to Section 8.212.2 hereof, any action to be taken or resolution presented at a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be taken or adopted only by the affirmative vote of the Holders of at least a majority in principal amount of the outstanding Notes; provided, however, that, except as limited by the proviso to Section 8.212.2 hereof, any action to be taken or resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is less than a majority, in principal amount of the outstanding Notes may be taken or adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid by the affirmative vote of the Holders of such specified percentage in principal amount of the outstanding Notes. Any such resolution passed or decision taken at any meeting of Holders duly held in accordance with this Section 9.4 14.4 shall be binding on all the Holders, whether or not such Holders were present or represented at the meeting.
Appears in 3 contracts
Samples: Supplemental Indenture (Hudson Pacific Properties, L.P.), Supplemental Indenture (Hudson Pacific Properties, L.P.), Supplemental Indenture (Hudson Pacific Properties, L.P.)
Quorum; Action. The persons Persons entitled to vote at least a majority in principal amount of the outstanding Notes shall Outstanding Securities of a series constitute a quorum for a meeting of HoldersHolders of Securities of such series; provided, however, that if any action is to be taken at the such meeting with respect to a consent or waiver which this Indenture expressly provides may be given by the Holders of not a specified percentage in aggregate principal amount of Outstanding Securities of a series that is less or greater than a specified majority in principal amount of the Outstanding Securities of a series, then, with respect to such action (and only such action) the Persons entitled to vote such lesser or greater percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount Outstanding Securities of the outstanding Notes will such series shall constitute a quorum. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Securities of such series, be dissolved. In any other case the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.213.2(a), except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, of the principal amount of the outstanding Notes Securities of such series which shall constitute a quorum. Notwithstanding the foregoing, no meeting of Holders with respect to Securities of any Series which is represented in whole or in part by a Book-Entry Security, shall be adjourned to a date more than 90 days after the record date for such meeting unless the Trustee shall send out a new notice of meeting and establish, in accordance with Section 13.3, a new record date for Holders entitled to vote at such meeting. Except as limited by the proviso to Section 8.29.2, any resolution presented at to a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority in principal amount of the outstanding NotesOutstanding Securities of that series; provided, however, that, except as limited by the proviso to Section 8.2, 9.2 any resolution with respect to any request, demand, authorization, direction, notice, consent, consent or waiver or other action which the this Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which percentage in aggregate principal amount of Outstanding Securities of a series that is less or greater than a majority, majority in principal amount of the outstanding Notes Outstanding Securities of a series may be adopted at a meeting or an adjourned meeting duly reconvened convened and at which a quorum is present as aforesaid only by the affirmative vote of the Holders of such specified percentage in principal amount of the outstanding NotesOutstanding Securities of that series. Any such resolution passed or decision taken at any meeting of Holders of Securities of any series duly held in accordance with this Section 9.4 shall be binding on all the HoldersHolders of Securities of such series and the related coupons, whether or not such Holders were present or represented at the meeting.
Appears in 2 contracts
Samples: Indenture (United States Surgical Corp), Indenture (United States Surgical Corp)
Quorum; Action. The persons Persons entitled to vote at least a majority in principal amount of the outstanding Notes Outstanding Securities of a series shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount Securities of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorumsuch series. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Securities of such series, be dissolved. In any other case case, the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.2I 1.07(a), except that ,any such notice by publication need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, of the principal amount of the outstanding Notes Outstanding Securities of such series which shall constitute a quorum. Except as limited by the proviso to Section 8.2, any Any resolution presented at to a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority in principal amount of the outstanding NotesOutstanding Securities of that series; provided, however, that, except as limited by the proviso to Section 8.2, that any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the Indenture this Loan Agreement expressly provides may be made, given or taken by the Holders of a specified percentage, which is less than a majority, in principal amount of the outstanding Notes Outstanding Securities of a series may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid by the affirmative vote of the Holders of such specified percentage in principal amount of the outstanding NotesOutstanding Securities of that series. Any such resolution passed or decision taken at any meeting of Holders of Securities of any series duly held in accordance with this Section 9.4 shall be binding on all the HoldersHolders of Securities of such series and the related coupons, whether or not such Holders were present or represented at the meeting.
Appears in 2 contracts
Samples: Loan Agreement (Liberty Financial Companies Inc /Ma/), Loan Agreement (Liberty Mutual Insurance Co)
Quorum; Action. The persons entitled to vote at least a majority in principal amount of the outstanding Notes shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorum. In the absence of a quorum within 30 thirty (30) minutes after the time appointed for any such meeting, the meeting shall, if convened at the request of Holders, be dissolved. In any other case the meeting may be adjourned for a period of not less than 10 ten (10) days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 ten (10) days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.29.2 hereof, except that such notice need be given only once not less than five (5) days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, of the principal amount of the outstanding Notes which shall constitute a quorum. Except as limited by the proviso to Section 8.28.2 hereof, any resolution presented at to a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority in principal amount of the outstanding Notes; provided, however, that, except as limited by the proviso to Section 8.28.2 hereof, any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is less than a majority, in principal amount of the outstanding Notes may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid by the affirmative vote of the Holders of such specified percentage in principal amount of the outstanding Notes. Any such resolution passed or decision taken at any meeting of Holders duly held in accordance with this Section 9.4 shall be binding on all the Holders, whether or not such Holders were present or represented at the meeting.
Appears in 2 contracts
Samples: Supplemental Indenture (Digital Realty Trust, L.P.), Supplemental Indenture (Digital Realty Trust, L.P.)
Quorum; Action. The persons Persons entitled to vote at least a majority in principal amount (or principal amount at maturity, as applicable) of the outstanding Notes Outstanding Securities of a series shall constitute a quorum for a meeting of HoldersHolders of Securities of such series; provided, however, that that, if any action is to be taken at the such meeting with respect to a consent or waiver which this Indenture expressly provides may be given by the Holders of not less than a specified percentage in principal amount (or principal amount at maturity, as applicable) of the outstanding NotesOutstanding Securities of a series, the persons holding or representing the Persons entitled to vote such specified percentage in principal amount of the outstanding Notes will Outstanding Securities of such series shall constitute a quorum. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Securities of such series, be dissolved. In any other case the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.218.02(a), except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an any adjourned meeting shall state expressly the percentage, as provided above, of the principal amount of the outstanding Notes Outstanding Securities of such series which shall constitute a quorum. Subject to the foregoing, at the reconvening of any meeting adjourned for lack of a quorum the Persons entitled to vote 25% in principal amount (or principal amount at maturity, as applicable) of the Outstanding Securities at the time shall constitute a quorum for the taking of any action set forth in the notice of the original meeting. Except as limited by the proviso to Section 8.29.02, any resolution presented at to a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least not less than a majority in principal amount (or principal amount at maturity, as applicable) of the outstanding NotesOutstanding Securities of that series; provided, however, that, except as limited by the proviso to Section 8.29.02, any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the this Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is less than a majority, in principal amount (or principal amount at maturity, as applicable) of the outstanding Notes Outstanding Securities of a series may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid by the affirmative vote of the Holders of not less than such specified percentage in principal amount (or principal amount at maturity, as applicable) of the outstanding NotesOutstanding Securities of that series. Any such resolution passed or decision taken at any meeting of Holders of Securities of any series duly held in accordance with this Section 9.4 18.04 shall be binding on all the HoldersHolders of Securities of such series and the related coupons, whether or not such Holders were present or represented at the meeting. Notwithstanding the foregoing provisions of this Section 18.04, if any action is to be taken at a meeting of Holders of Securities of any series with respect to any request, demand, authorization, direction, notice, consent, waiver or other action that this Indenture expressly provides may be made, given or taken by the Holders of a specified percentage in principal amount (or principal amount at maturity, as applicable) of all Outstanding Securities affected thereby, or of the Holders of such series and one or more additional series:
(i) there shall be no minimum quorum requirement for such meeting; and
(ii) the principal amount (or principal amount at maturity, as applicable) of the Outstanding Securities of such series that vote in favor of such request, demand, authorization, direction, notice, consent, waiver or other action shall be taken into account in determining whether such request, demand, authorization, direction, notice, consent, waiver or other action has been made, given or taken under this Indenture.
Appears in 2 contracts
Samples: Indenture (Hughes Electronics Corp), Indenture (Estee Lauder Companies Inc)
Quorum; Action. The persons Persons entitled to vote at least a majority in principal amount of the outstanding Notes Outstanding Securities shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorum. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Securities, be dissolved. In any other case case, the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meetingmeeting (subject to repeated applications of this sentence). Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.210.2(a), except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, percentage of the principal amount of the outstanding Notes Outstanding Securities which shall constitute a quorum. Except as limited by Subject to the proviso foregoing, at the reconvening of any meeting adjourned for a lack of a quorum, the persons entitled to Section 8.2, any resolution presented at a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority 25% in aggregate principal amount of the outstanding Notes; provided, however, that, except as limited by Outstanding Securities at the proviso to Section 8.2, time shall constitute a quorum for the taking of any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which set forth in the Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is less than a majority, in principal amount notice of the outstanding Notes may be adopted at original meeting. At a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid aforesaid, any resolution and all matters (except as limited by the affirmative proviso to Section 9.2) shall be effectively passed and decided if passed or decided by the Persons entitled to vote of the Holders of such specified percentage not less than 66 2/3% in aggregate principal amount of the outstanding NotesOutstanding Securities represented and voting at such meeting. Any such resolution passed or decision decisions taken at any meeting of Holders of Securities duly held in accordance with this Section 9.4 shall be binding on all the HoldersHolders of Securities, whether or not such Holders were present or represented at the meeting.
Appears in 2 contracts
Samples: Indenture (Homebase Inc), Indenture (MRV Communications Inc)
Quorum; Action. The persons Persons entitled to vote at least a majority in aggregate principal amount of the outstanding Outstanding Notes with respect to which a meeting shall have been called as hereinbefore provided, considered as one class, shall constitute a quorum for a meeting of HoldersHolders of Notes; provided, however, that if any action is to be taken at the such meeting with respect to a consent or waiver which this Indenture expressly provides may be given taken by the Holders of not a specified percentage that is less than a majority in principal amount of the Outstanding Notes, considered as one class, the Persons entitled to vote such specified percentage in principal amount of the outstanding Outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will considered as one class, shall constitute a quorum. In the absence of a quorum within 30 minutes after the time appointed for any such meetingquorum, the meeting shall, if convened at the request of Holders, be dissolved. In any other case the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice Except as provided in Section 13.5(e), notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.213.2(a), except that such notice need be given only once not less than five 5 days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, of the principal amount of the outstanding Outstanding Notes which shall constitute a quorum. Except as limited by the proviso to Section 8.211.2, any resolution presented at to a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority in aggregate principal amount of the outstanding NotesOutstanding Notes with respect to which such meeting shall have been called, considered as one class; provided, however, that, except as limited by the proviso to Section 8.2so limited, any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the that this Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which percentage that is less than a majority, majority in principal amount of the outstanding Notes Outstanding Notes, considered as one class, may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid by the affirmative vote of the Holders of such specified percentage in principal amount of the outstanding Outstanding Notes, considered as one class. Any such resolution passed or decision taken at any meeting of Holders of Notes duly held in accordance with this Section 9.4 13.4 shall be binding on all the HoldersHolders of Notes with respect to which such meeting shall have been held, whether or not such Holders were present or represented at the meeting.
Appears in 2 contracts
Samples: Trust Indenture (TermoEmcali Leasing LTD), Trust Indenture (TermoEmcali Leasing LTD)
Quorum; Action. The persons entitled to vote at least a majority in principal amount of the outstanding Notes shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorum. In the absence of a quorum within 30 thirty (30) minutes after the time appointed for any such meeting, the meeting shall, if convened at the request of Holders, be dissolved. In any other case the meeting may be adjourned for a period of not less than 10 ten (10) days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 ten (10) days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.29.2 hereof, except that such notice need be given only once not less than five (5) days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, of the principal amount of the outstanding Notes which shall constitute a quorum. Except as limited by the proviso to Section 8.29.3 of the Base Indenture, any resolution presented at to a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority in principal amount of the outstanding Notes; provided, however, that, except as limited by the proviso to Section 8.29.3 of the Base Indenture, any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is less than a majority, in principal amount of the outstanding Notes may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid by the affirmative vote of the Holders of such specified percentage in principal amount of the outstanding Notes. Any such resolution passed or decision taken at any meeting of Holders duly held in accordance with this Section 9.4 shall be binding on all the Holders, whether or not such Holders were present or represented at the meeting.
Appears in 2 contracts
Samples: Supplemental Indenture (BioMed Realty L P), Supplemental Indenture (BioMed Realty L P)
Quorum; Action. The persons Persons entitled to vote at least a majority in principal amount (or principal amount at maturity, as applicable) of the outstanding Notes Outstanding Securities of a series shall constitute a quorum for a meeting of HoldersHolders of Securities of such series; provided, however, that that, if any action is to be taken at the such meeting with respect to a consent or waiver which this Indenture expressly provides may be given by the Holders of not less than a specified percentage in principal amount (or principal amount at maturity, as applicable) of the outstanding NotesOutstanding Securities of a series, the persons holding or representing the Persons entitled to vote such specified percentage in principal amount of the outstanding Notes will Outstanding Securities of such series shall constitute a quorum. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Securities of such series, be dissolved. In any other case the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.21502(a), except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an any adjourned meeting shall state expressly the percentage, as provided above, of the principal amount of the outstanding Notes Outstanding Securities of such series which shall constitute a quorum. Subject to the foregoing, at the reconvening of any meeting adjourned for lack of a quorum the Persons entitled to vote 25% in principal amount (or principal amount at maturity, as applicable) of the Outstanding Securities at the time shall constitute a quorum for the taking of any action set forth in the notice of the original meeting. Except as limited by the proviso to Section 8.2902, any resolution presented at to a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least not less than a majority in principal amount (or principal amount at maturity, as applicable) of the outstanding NotesOutstanding Securities of that series; provided, however, that, except as limited by the proviso to Section 8.2902, any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the this Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is less than a majority, in principal amount (or principal amount at maturity, as applicable) of the outstanding Notes Outstanding Securities of a series may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid by the affirmative vote of the Holders of not less than such specified percentage in principal amount (or principal amount at maturity, as applicable) of the outstanding NotesOutstanding Securities of that series. Any such resolution passed or decision taken at any meeting of Holders of Securities of any series duly held in accordance with this Section 9.4 1504 shall be binding on all the HoldersHolders of Securities of such series and the related coupons, whether or not such Holders were present or represented at the meeting. Notwithstanding the foregoing provisions of this Section 1504, if any action is to be taken at a meeting of Holders of Securities of any series with respect to any request, demand, authorization, direction, notice, consent, waiver or other action that this Indenture expressly provides may be made, given or taken by the Holders of a specified percentage in principal amount (or principal amount at maturity, as applicable) of all Outstanding Securities affected thereby, or of the Holders of such series and one or more additional series:
(i) there shall be no minimum quorum requirement for such meeting; and
(ii) the principal amount (or principal amount at maturity, as applicable) of the Outstanding Securities of such series that vote in favor of such request, demand, authorization, direction, notice, consent, waiver or other action shall be taken into account in determining whether such request, demand, authorization, direction, notice, consent, waiver or other action has been made, given or taken under this Indenture.
Appears in 2 contracts
Samples: Indenture (International Specialty Products Inc /New/), Indenture (Protection One Alarm Monitoring Inc)
Quorum; Action. The persons (1) Persons entitled to vote at least a majority 25% in principal amount of the outstanding Notes Outstanding Debentures shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorumDebentureholders. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersDebentureholders, be dissolved. In the absence of a quorum in any other case the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, the Debentureholders present or represented at such adjourned meeting shall constitute the quorum and the business for which the meeting was adjourned may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meetingtransacted. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.2(1), except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, of the principal amount of the outstanding Notes which shall constitute a quorum. .
(2) Except as limited by the proviso to Section 8.214.2, any resolution presented at to a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority in principal amount of the outstanding NotesDebentures present or represented by proxy at such meeting or adjourned meeting; provided, however, that, except as limited by the proviso to Section 8.214.2, any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the Act that this Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is less than a majority, in principal amount of the outstanding Notes Outstanding Debentures may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid by the affirmative vote of the Holders of such specified percentage in principal amount of the outstanding Notes. Outstanding Debentures.
(3) Any such resolution passed or decision taken at any meeting of Holders Debentureholders duly held in accordance with this Section 9.4 shall 11.5 will be binding on all the HoldersDebentureholders, whether or not such Holders were present or represented at the meeting.
Appears in 2 contracts
Quorum; Action. The persons Persons entitled to vote at least a majority in principal amount of the outstanding Notes Outstanding Securities shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorum. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Securities, be dissolved. In any other case case, the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meetingmeeting (subject to repeated applications of this sentence). Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.29.2(1), except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, percentage of the principal amount of the outstanding Notes which Outstanding Securities that shall constitute a quorum. Except as limited by Subject to the proviso foregoing, at the reconvening of any meeting adjourned for a lack of a quorum, the Persons entitled to Section 8.2, any resolution presented at a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority 25% in principal amount of the outstanding Notes; provided, however, that, except as limited by Outstanding Securities at the proviso to Section 8.2, time shall constitute a quorum for any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the Indenture expressly provides may be made, given or taken by the Holders subsequent adjournment of a specified percentage, which is less than a majority, in principal amount of the outstanding Notes may be adopted at such meeting. At a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid aforesaid, any resolution and all matters (except as limited by the affirmative vote proviso to Section 8.2 and except to the extent Section 10.12 requires a different vote) shall be effectively passed and decided if passed or decided by the lesser of (i) the Holders of such specified percentage not less than a majority in principal amount of the outstanding NotesOutstanding Securities and (ii) the Persons entitled to vote not less than 66 2/3% in principal amount of the Outstanding Securities represented and entitled to vote at such meeting. Any such resolution passed or decision decisions taken at any meeting of Holders of Securities duly held in accordance with this Section 9.4 shall be binding on all the Holders, Holders of Securities whether or not such Holders were present or represented at the meeting. The Trustee shall, in the name and at the expense of the Company, notify all the Holders of Securities of any such resolutions or decisions pursuant to Section 1.6.
Appears in 2 contracts
Samples: Indenture (Solectron Corp), Indenture (Solectron Corp)
Quorum; Action. The persons Persons entitled to vote at least a majority in principal amount of the outstanding Notes Outstanding Securities shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorum. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of Holders, be dissolved. In any other case case, the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meetingmeeting (subject to repeated applications of this sentence). Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.29.2(1), except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, percentage of the principal amount of the outstanding Notes Outstanding Securities which shall constitute a quorum. Except as limited by Subject to the proviso foregoing, at the reconvening of any meeting adjourned for a lack of a quorum, the Persons entitled to Section 8.2, any resolution presented at a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority 25% in principal amount of the outstanding Notes; provided, however, that, except as limited by Outstanding Securities at the proviso to Section 8.2, time shall constitute a quorum for the taking of any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which set forth in the Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is less than a majority, in principal amount notice of the outstanding Notes may be adopted at original meeting. At a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid aforesaid, any resolution and all matters (except as limited by the affirmative vote proviso to Section 8.2 and except to the extent Section 10.12 requires a different vote) shall be effectively passed and decided if passed or decided by the lesser of (i) the Holders of such specified percentage not less than a majority in principal amount of Outstanding Securities and (ii) the outstanding NotesPersons entitled to vote not less than 66 2/3% in aggregate principal amount of Outstanding Securities represented and entitled to vote at such meeting. Any such resolution passed or decision decisions taken at any meeting of Holders duly held in accordance with this Section 9.4 shall be binding on all the Holders, Holders whether or not such Holders were present or represented at the meeting. The Trustee shall, in the name and at the expense of the Company, notify all the Holders of any such resolutions or decisions pursuant to Section 1.6.
Appears in 2 contracts
Samples: Indenture (Sonus Networks Inc), Indenture (Sonus Networks Inc)
Quorum; Action. The persons Persons entitled to vote at least a majority in principal amount of the outstanding Notes Outstanding Securities shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorum. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Securities, be dissolved. In any other case case, the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meetingmeeting (subject to repeated applications of this sentence). Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.29.2(a), except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, percentage of the principal amount of the outstanding Notes Outstanding Securities which shall constitute a quorum. Except as limited by Subject to the proviso foregoing, at the reconvening of any meeting adjourned for a lack of a quorum, the Persons entitled to Section 8.2, any resolution presented at a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority 25% in principal amount of the outstanding Notes; provided, however, that, except as limited by Outstanding Securities at the proviso to Section 8.2, time shall constitute a quorum for the taking of any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which set forth in the Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is less than a majority, in principal amount notice of the outstanding Notes may be adopted at original meeting. At a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid aforesaid, any resolution and all matters (except as limited by the affirmative proviso to Section 8.2) shall be effectively passed and decided if passed or decided by the Persons entitled to vote of the Holders of such specified percentage not less than 66-2/3% in principal amount of the outstanding NotesOutstanding Securities represented and entitled to vote at such meeting. Any such resolution passed or decision decisions taken at any meeting of Holders of Securities duly held in accordance with this Section 9.4 shall be binding on all the HoldersHolders of Securities and coupons, whether or not such Holders were present or represented at the meeting. The Trustee shall, in the name and at the expense of the Company, notify all the Holders of Securities of any such resolutions or decisions pursuant to Section 1.6.
Appears in 2 contracts
Samples: Indenture (United Waste Systems Inc), Indenture (Staples Inc)
Quorum; Action. The persons 12.5.1 Persons entitled to vote at least a majority 25% in principal amount of the outstanding Notes Outstanding Debentures shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorum. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of Holders, be dissolved. In the absence of a quorum in any other case the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, the Holders present or represented at such adjourned meeting shall constitute the quorum and the business for which the meeting was adjourned may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meetingtransacted. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.2subsection 12.2.1, except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, of the principal amount of the outstanding Notes which shall constitute a quorum. .
12.5.2 Except as limited by the proviso to Section 8.2subsection 15.1.2, any resolution presented at to a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority in principal amount of the outstanding NotesHolders of Debentures present or represented by proxy at such meeting or adjourned meeting; provided, however, that, except as limited by the proviso to Section 8.2subsection 15.1.2, any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the Act that this Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is less than a majority, in principal amount of the outstanding Notes Outstanding Debentures may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid by the affirmative vote of the Holders of such specified percentage in principal amount of the outstanding Notes. Outstanding Debentures.
12.5.3 Any such resolution passed or decision taken at any meeting of Holders duly held in accordance with this Section 9.4 shall section 12.5 will be binding on all the Holders, whether or not such Holders were present or represented at the meeting.
Appears in 2 contracts
Samples: Indenture (Golden Star Resources LTD), Indenture (Golden Star Resources LTD)
Quorum; Action. The persons Persons entitled to vote at least a majority in principal amount of the outstanding Notes shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorum. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Notes, be dissolved. In any other case the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any such adjourned meeting shall be given as provided in Section 9.212.02(a), except that such notice need may be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice The quorum at such adjourned meeting shall be the Persons then present and entitled to vote thereat and such quorum shall be expressly stated in such notice of the reconvening of an such adjourned meeting shall state expressly the percentage, as provided above, of the principal amount of the outstanding Notes which shall constitute a quorummeeting. Except as limited by the proviso to Section 8.2, any resolution presented at At a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid may aforesaid, any resolution and all matters (except as provided in Section 9.02 and except as otherwise stated in this Indenture) shall be adopted only effectively passed and decided if passed or decided by the affirmative Persons entitled to vote of the Holders of at least a majority in principal amount of the outstanding Notes; provided, however, that, Notes represented and voting at such meeting. Any resolution passed or decision taken at any meeting of Holders of Notes duly held in accordance with this Article 12 shall (except as limited by Section 9.02) be binding on all the proviso to Section 8.2Holders of Notes, any resolution with whether or not present or represented at the meeting (except in respect to of any request, demand, authorization, direction, notice, consent, waiver or other action which required, under the Indenture expressly provides may terms of this Indenture, to be made, given or taken by the Holders of a specified percentage, which is less than a majority, in greater principal amount of the outstanding Notes may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid by the affirmative vote of the Holders of such specified percentage in principal amount of the outstanding Notes. Any such resolution passed or decision taken at any meeting of Holders duly held in accordance with this Section 9.4 shall be binding on all the Holders, whether or not such Holders were present or represented at the meeting).
Appears in 2 contracts
Samples: Indenture (Quebecor Media Inc), Indenture (Quebecor Media Inc)
Quorum; Action. The persons Persons entitled to vote at least a majority in principal amount of the outstanding Notes shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorum. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Notes, be dissolved. In any other case the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.211.02, except that such notice need be given only once and not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, percentage of the principal amount of the outstanding Notes which shall constitute a quorum. Except as limited by Subject to the proviso to Section 8.2foregoing, at the reconvening of any resolution presented at meeting adjourned for a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority in principal amount of the outstanding Notes; provided, however, that, except as limited by the proviso to Section 8.2, any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the Indenture expressly provides may be made, given or taken by the Holders lack of a specified percentagequorum, which is less than a majority, the Persons entitled to vote 25% in principal amount of the outstanding Notes may be adopted at the time shall constitute a quorum for the taking of any action set forth in the notice of the original meeting. At a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid aforesaid, any action or matter, except as otherwise specified herein, shall be effectively passed and decided if passed or decided by the affirmative Persons entitled to vote of the Holders of such specified percentage not less than a majority in principal amount of the outstanding NotesNotes represented and voting at such meeting. Any such resolution action or matter passed or decision taken at any meeting of Holders of Notes duly held in accordance with this Section 9.4 11.05 shall be binding on all the HoldersHolders of Notes, whether or not such Holders were present or represented at the meeting.
Appears in 2 contracts
Samples: Indenture (Knology Holdings Inc /Ga), Indenture (Knology Inc)
Quorum; Action. The persons Persons entitled to vote at least a majority in principal amount of the outstanding Notes Securities of a series shall constitute a quorum for a meeting of HoldersHolders of Securities of such series; providedPROVIDED, howeverHOWEVER, that if any action is to be taken at the such meeting with respect to a consent or waiver which this Indenture (or any Board Resolution or indenture supplemental hereto establishing a series of Securities hereunder) expressly provides may be given by the Holders of not more or less than a specified majority in principal amount of the outstanding Securities of a series, the Persons entitled to vote such percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount Securities of the outstanding Notes will such series shall constitute a quorum. In the absence of a quorum within 30 minutes after the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Securities of such series, be dissolved. In any other case the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any such adjourned meeting shall be given as provided in Section 9.210.02(a), except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, of the principal amount of the outstanding Notes Securities of such series which shall constitute a quorum. Except as limited by otherwise provided in Section 6.02 or 9.02 or the proviso to last paragraph of Section 8.26.01 (or in any Board Resolution or indenture supplemental hereto establishing a series of Securities hereunder), any resolution presented at to a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority in principal amount of the outstanding NotesSecurities of that series; providedPROVIDED, howeverHOWEVER, that, except as limited by the proviso to Section 8.2, any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the this Indenture or any supplemental indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is less than a majority, percentage in principal amount of the outstanding Notes Securities of a series may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid by the affirmative vote of the Holders of such specified percentage in principal amount of the outstanding NotesSecurities of such series. Any such resolution passed or decision taken at any meeting of Holders of Securities of any series duly held in accordance with this Section 9.4 shall be binding on all the HoldersHolders of Securities of such series, whether or not such Holders were present or represented at the meeting.
Appears in 2 contracts
Samples: Indenture (Navigators Group Inc), Indenture (Navigators Group Inc)
Quorum; Action. The persons Persons entitled to vote at least a majority in aggregate principal amount of the outstanding Outstanding Senior Notes shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the such meeting with respect to a consent or waiver which this Indenture expressly provides may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Outstanding Senior Notes, the persons holding or representing the Persons entitled to vote such specified percentage in principal amount of the outstanding Outstanding Senior Notes will shall constitute a quorum. In the absence of a quorum within 30 minutes after the time appointed for any such meeting, the meeting shall, if convened at the request of Holders, be dissolved. In any other case the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.212.2(a), except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, of the principal amount of the outstanding Outstanding Senior Notes which shall constitute a quorum. Except as limited by the proviso to Section 8.2, any resolution presented at to a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority in aggregate principal amount of the outstanding NotesSenior Notes Outstanding; provided, however, that, except as limited by the proviso to Section 8.2, any resolution with respect to any request, demand, authorization, direction, notice, consent, consent or waiver or other action which the this Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is not less than a majority, specified percentage in aggregate principal amount of the outstanding Outstanding Senior Notes may be adopted at a meeting or an adjourned meeting duly reconvened convened and at which a quorum is present as aforesaid only by the affirmative vote of the Holders of such specified percentage in principal amount of the outstanding Notespercentage. Any such resolution passed or decision taken at any meeting of Holders duly held in accordance with this Section 9.4 shall be binding on all the Holders, whether or not such Holders were present or represented at the meeting.
Appears in 2 contracts
Quorum; Action. The persons entitled to vote at least a majority in principal amount Holders representing not less than 25% of the aggregate Liquidation Amount of all of the then outstanding Notes Senior Preferred Shares shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorumSenior Preferred Shares. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Senior Preferred Shares, be dissolved. In any other case the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.211.2.1, except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of At the reconvening of an any meeting adjourned for lack of a quorum, the Holders of Senior Preferred Shares entitled to vote at such meeting shall state expressly the percentage, as provided above, of the principal amount of the outstanding Notes which present in person or by proxy shall constitute a quorumquorum for the taking of any action set forth in the notice of the original meeting. Except as limited by the proviso to Section 8.2, any resolution presented at to a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least representing not less than a majority in principal amount of the outstanding Notesaggregate Liquidation Amount of Senior Preferred Shares represented at such meeting in person or by proxy and voting at such meeting; provided, however, that, except as limited by the proviso to Section 8.2, that any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the Indenture this Guarantee expressly provides may be made, given or taken by the Holders of a specified percentage, percentage which is more or less than a majority, in principal amount majority of the aggregate Liquidation Amount of all of the then outstanding Notes Senior Preferred Shares, the same may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid by the affirmative vote of the Holders of not less than such specified percentage in principal amount of the aggregate Liquidation Amount of all of the then outstanding NotesSenior Preferred Shares represented at such meeting in person or by proxy and voting at such meeting. Any such resolution passed or decision taken at any meeting of Holders of Senior Preferred Shares duly held in accordance with this Section 9.4 shall be binding on all the HoldersHolders of Senior Preferred Shares, whether or not such Holders were present or represented at the meeting.
Appears in 1 contract
Samples: Guarantee Indenture (Brookfield Infrastructure Partners L.P.)
Quorum; Action. The persons Persons entitled to vote at least a majority in principal amount 51% of the outstanding Outstanding Principal Amount of the Notes shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorumNoteholders. In the absence of a quorum within 30 60 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersNoteholders, be dissolved. In any other case the meeting may be adjourned for a period of not less than 10 ten (10) calendar days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 ten (10) calendar days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.212.4, except that such notice need be given only once not less than five (5) calendar days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, of the principal amount Outstanding Principal Amount of the outstanding Notes which that shall constitute a quorum. Except as limited by the proviso to the first paragraph of Section 8.2, any resolution presented at to a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority in principal amount 51% of the outstanding Outstanding Principal Amount of the Notes; provided, however, that, except as limited by the proviso to the first paragraph of Section 8.2, any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the that this Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is less than a majority, in principal amount 51% of the outstanding Notes Outstanding Principal Amount of the Notes, may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid by the affirmative vote of the Holders of such specified percentage in principal amount of the outstanding Outstanding Principal Amount of the Notes. Any such resolution passed or decision taken at any meeting of Holders of Notes duly held in accordance with this Section 9.4 Article VI shall be binding on all the HoldersNoteholders, whether or not such Holders were present or represented at the meeting. Notwithstanding the foregoing provisions of this Article VI, if any action is to be taken at a meeting of Noteholders with respect to any request, demand, authorization, direction, notice, consent, waiver or other action that this Indenture expressly provides may be made, given or taken by the Holders of a specified percentage in aggregate Outstanding Principal Amount of the Notes affected thereby, or of the Noteholders:
(1) there shall be no minimum quorum requirement for such meeting; and
(2) the aggregate Outstanding Principal Amount of the Notes that vote in favor of such request, demand, authorization, direction, notice, consent, waiver or other action shall be taken into account in determining whether such request, demand, authorization, direction, notice, consent, waiver or other action has been made, given or taken under this Indenture.
Appears in 1 contract
Samples: Indenture Agreement (CNL Hospitality Properties Inc)
Quorum; Action. The persons Persons entitled to vote at least a majority in principal amount of the outstanding Notes Outstanding Debentures of any series shall constitute a quorum for a meeting of HoldersHolders of Debentures of such series; provided, however, that if any action is to be taken at the meeting such meet ing with respect to a consent or waiver which this Indenture expressly provides may be given by the Holders of not a specified percentage in aggregate principal amount of Outstanding Debentures of such series that is less or greater than a specified majority in principal amount of the Outstanding Debentures of such series, then, with respect to such 100 action (and only such action) the Persons entitled to vote such lesser or greater percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount Outstanding Debentures of the outstanding Notes will such series shall constitute a quorum. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Debentures of such series, be dissolved. In any other case the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.213.2 (a), except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, of the principal amount of the outstanding Notes Debentures of such series which shall constitute a quorum. Notwithstanding the foregoing, no meeting of Holders with respect to Debentures of any series which is represented in whole or in part by a Book-Entry Debenture, shall be adjourned to a date more than 90 days after the record date for such meeting unless the Trustee shall send out a new notice of meeting and establish, in accordance with Section 13.3, a new record date for Holders entitled to vote at such meeting. Except as limited by the proviso to Section 8.29.2, any resolution presented at to a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority in principal amount of the outstanding NotesOutstanding Debentures of such series; provided, however, that, except as limited by the proviso to Section 8.29.2, any resolution with respect to any request, demand, authorization, direction, notice, consent, consent or waiver or other action which the this Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which percentage in aggregate principal amount of Outstanding Debentures of such series that is less or greater than a majority, majority in principal amount of the outstanding Notes Outstanding Debentures of such series may be adopted at a meeting or an adjourned meeting duly reconvened convened and at which a quorum is present as aforesaid only by the affirmative vote of the Holders of such specified percentage in principal amount of the outstanding NotesOutstanding Debentures of such series. Any such resolution passed or decision taken at any meeting of Holders of Debentures of any series duly held in accordance with this Section 9.4 shall be binding on all the HoldersHolders of Debentures of such series and the Coupons appertaining thereto, whether or not such Holders were present or represented at the meeting.. 101
Appears in 1 contract
Quorum; Action. The persons Persons entitled to vote at least a majority in principal amount of the outstanding Notes shall Outstanding Securities of a series constitute a quorum for a meeting of HoldersHolders of Securities of such series; provided, however, that if any action is to be taken at the such meeting with respect to a consent or waiver which this Indenture expressly provides may be given by the Holders of not a specified percentage in aggregate principal amount of Outstanding Securities of a series that is less or greater than a specified majority in principal amount of the Outstanding Securities of a series, then, with respect to such action (and only such action), the Persons entitled to vote such lesser or greater percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount Outstanding Securities of the outstanding Notes will such series shall constitute a quorum. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Securities of such series, be dissolved. In any other case the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.213.2 (a), except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, of the principal amount of the outstanding Notes Securities of such series which shall constitute a quorum. Notwithstanding the foregoing, no meeting of Holders with respect to Securities of any Series which is represented in whole or in part by a Book-Entry Security, shall be adjourned to a date more than 90 days after the record date for such meeting unless the Trustee shall send out a new notice of meeting and establish, in accordance with Section 13.3, a new record date for Holders entitled to vote at such meeting. Except as limited by the proviso to Section 8.29.2, any resolution presented at to a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority in principal amount of the outstanding NotesOutstanding Securities of that series; provided, however, that, except as limited by the proviso to Section 8.2, 9.2 any resolution with respect to any request, demand, authorization, direction, notice, consent, consent or waiver or other action which the this Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which percentage in aggregate principal amount of Outstanding Securities of a series that is less or greater than a majority, majority in principal amount of the outstanding Notes Outstanding Securities of a series may be adopted at a meeting or an adjourned meeting duly reconvened convened and at which a quorum is present as aforesaid only by the affirmative vote of the Holders of such specified percentage in principal amount of the outstanding NotesOutstanding Securities of that series. Any such resolution passed or decision taken at any meeting of Holders of Securities of any series duly held in accordance with this Section 9.4 shall be binding on all the HoldersHolders of Securities of such series and the related coupons, whether or not such Holders were present or represented at the meeting.
Appears in 1 contract
Quorum; Action. The persons entitled to vote at least a majority in principal amount Holders representing not less than 25% of the aggregate Liquidation Amount of all of the then outstanding Notes Series 9 Preferred LP Units shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorumSeries 9 Preferred LP Units. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Series 9 Preferred LP Units, be dissolved. In any other case the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.211.2(a), except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of At the reconvening of an any meeting adjourned for lack of a quorum, the Holders of Series 9 Preferred LP Units entitled to vote at such meeting shall state expressly the percentage, as provided above, of the principal amount of the outstanding Notes which present in person or by proxy shall constitute a quorumquorum for the taking of any action set forth in the notice of the original meeting. Except as limited by the proviso to Section 8.2, any resolution presented at to a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least representing not less than a majority in principal amount of the outstanding Notesaggregate Liquidation Amount of Series 9 Preferred LP Units represented at such meeting in person or by proxy; provided, however, that, except as limited by the proviso to Section 8.2, that any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the Indenture this Guarantee expressly provides may be made, given or taken by the Holders of a specified percentage, percentage which is more or less than a majority, in principal amount majority of the aggregate Liquidation Amount of all of the then outstanding Notes Series 9 Preferred LP Units, the same may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid by the affirmative vote of the Holders of not less than such specified percentage in principal amount of the aggregate Liquidation Amount of all of the then outstanding NotesSeries 9 Preferred LP Units. Any such resolution passed or decision taken at any meeting of Holders of Series 9 Preferred LP Units duly held in accordance with this Section 9.4 shall be binding on all the HoldersHolders of Series 9 Preferred LP Units, whether or not such Holders were present or represented at the meeting.
Appears in 1 contract
Samples: Guarantee Indenture (Brookfield Renewable Partners L.P.)
Quorum; Action. The persons Persons entitled to vote at least a majority in principal amount of the outstanding Notes Outstanding Debentures shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorum. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Debentures, be dissolved. In any other case case, the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.28.2(a), except that such notice need be given only once and not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, percentage of the principal amount of the outstanding Notes Outstanding Debentures which shall constitute a quorum. Except as limited by Subject to the proviso foregoing, at the reconvening of any meeting adjourned for a lack of a quorum, the Persons entitled to Section 8.2, any resolution presented at a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority 25% in principal amount of the outstanding Notes; provided, however, that, except as limited by Outstanding Debentures at the proviso to Section 8.2, time shall constitute a quorum for the taking of any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which set forth in the Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is less than a majority, in principal amount notice of the outstanding Notes may be adopted at original meeting. At a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid aforesaid, any resolution and all matters (except as limited by the affirmative vote proviso to Section 7.02 of the Holders of such specified percentage Base Indenture) shall be effectively passed and decided if passed or decided by the Persons entitled to vote not less than a majority in principal amount of the outstanding NotesOutstanding Debentures represented and voting at such meeting. Any such resolution passed or decision decisions taken at any meeting of Holders of Debentures duly held in accordance with this Section 9.4 shall be binding on all the HoldersHolders of Debentures, whether or not such Holders were present or represented at the meeting.
Appears in 1 contract
Samples: First Supplemental Senior Indenture (Teva Pharmaceutical Industries LTD)
Quorum; Action. The persons Persons entitled to vote at least a majority in principal amount of the outstanding Outstanding Notes shall constitute a quorum for a meeting of HoldersHolders of Notes; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Outstanding Notes, the persons Persons holding or representing the specified percentage in principal amount of the outstanding Outstanding Notes will constitute a quorum. In the absence of a quorum within 30 minutes after the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Notes, be dissolved. In any other case the meeting may be adjourned for a period of not less than 10 ten (10) days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 ten (10) days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.214.02, except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, of the principal amount of the outstanding Outstanding Notes which shall constitute a quorum. Except as limited by the proviso to Section 8.29.02, any resolution presented at to a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority in principal amount of the outstanding Outstanding Notes; provided, however, that, except as limited by the proviso to Section 8.29.02, any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the this Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is less than a majority, in principal amount of the outstanding Outstanding Notes may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid by the affirmative vote of the Holders of such specified percentage in principal amount of the outstanding Outstanding Notes. Any such resolution passed or decision taken at any meeting of Holders of Notes duly held in accordance with this Section 9.4 14.04 shall be binding on all the HoldersHolders of Notes, whether or not such Holders were present or represented at the meeting.
Appears in 1 contract
Samples: Indenture (GLG Partners, Inc.)
Quorum; Action. The persons entitled to vote at least a majority in principal amount Holders representing not less than 25% of the aggregate Liquidation Amount of all of the then outstanding Notes Series 8 Preferred LP Units shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorumSeries 8 Preferred LP Units. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Series 8 Preferred LP Units, be dissolved. In any other case the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.211.2(a), except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of At the reconvening of an any meeting adjourned for lack of a quorum, the Holders of Series 8 Preferred LP Units entitled to vote at such meeting shall state expressly the percentage, as provided above, of the principal amount of the outstanding Notes which present in person or by proxy shall constitute a quorumquorum for the taking of any action set forth in the notice of the original meeting. Except as limited by the proviso to Section 8.2, any resolution presented at to a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least representing not less than a majority in principal amount of the outstanding Notesaggregate Liquidation Amount of Series 8 Preferred LP Units represented at such meeting in person or by proxy; provided, however, that, except as limited by the proviso to Section 8.2, that any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the Indenture this Guarantee expressly provides may be made, given or taken by the Holders of a specified percentage, percentage which is more or less than a majority, in principal amount majority of the aggregate Liquidation Amount of all of the then outstanding Notes Series 8 Preferred LP Units, the same may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid by the affirmative vote of the Holders of not less than such specified percentage in principal amount of the aggregate Liquidation Amount of all of the then outstanding NotesSeries 8 Preferred LP Units. Any such resolution passed or decision taken at any meeting of Holders of Series 8 Preferred LP Units duly held in accordance with this Section 9.4 shall be binding on all the HoldersHolders of Series 8 Preferred LP Units, whether or not such Holders were present or represented at the meeting.
Appears in 1 contract
Samples: Guarantee Indenture (Brookfield Renewable Energy Partners L.P.)
Quorum; Action. The persons entitled to vote at least a majority in principal amount Holders representing not less than 25% of the aggregate Liquidation Amount of all of the then outstanding Notes Series 16 Preferred LP Units shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorumSeries 16 Preferred LP Units. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Series 16 Preferred LP Units, be dissolved. In any other case the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.211.2(a), except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of At the reconvening of an any meeting adjourned for lack of a quorum, the Holders of Series 16 Preferred LP Units entitled to vote at such meeting shall state expressly the percentage, as provided above, of the principal amount of the outstanding Notes which present in person or by proxy shall constitute a quorumquorum for the taking of any action set forth in the notice of the original meeting. Except as limited by the proviso to Section 8.2, any resolution presented at to a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least representing not less than a majority in principal amount of the outstanding Notesaggregate Liquidation Amount of Series 16 Preferred LP Units represented at such meeting in person or by proxy; provided, however, that, except as limited by the proviso to Section 8.2, that any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the Indenture this Guarantee expressly provides may be made, given or taken by the Holders of a specified percentage, percentage which is more or less than a majority, in principal amount majority of the aggregate Liquidation Amount of all of the then outstanding Notes Series 16 Preferred LP Units, the same may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid by the affirmative vote of the Holders of not less than such specified percentage in principal amount of the aggregate Liquidation Amount of all of the then outstanding NotesSeries 16 Preferred LP Units. Any such resolution passed or decision taken at any meeting of Holders of Series 16 Preferred LP Units duly held in accordance with this Section 9.4 shall be binding on all the HoldersHolders of Series 16 Preferred LP Units, whether or not such Holders were present or represented at the meeting.
Appears in 1 contract
Samples: Guarantee Indenture (Brookfield Renewable Partners L.P.)
Quorum; Action. The persons Persons entitled to vote at least a majority in principal amount of the outstanding Notes Outstanding Securities shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorum. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Securities, be dissolved. In any other case case, the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meetingmeeting (subject to repeated applications of this sentence). Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.27.02(a), except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, percentage of the principal amount of the outstanding Notes Outstanding Securities which shall constitute a quorum. Except as limited by Subject to the proviso foregoing, at the reconvening of any meeting adjourned for a lack of a quorum, the Persons entitled to Section 8.2, any resolution presented at a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority in principal amount of the outstanding Notes; provided, however, that, except as limited by Outstanding Securities at the proviso to Section 8.2, time shall constitute a quorum for the taking of any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which set forth in the Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is less than a majority, in principal amount notice of the outstanding Notes may be adopted at original meeting. At a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid aforesaid, any resolution and all matters (except as limited by the affirmative proviso to Section 6.02) shall be effectively passed and decided if passed or decided by the Persons entitled to vote of the Holders of such specified percentage not less than a majority in aggregate principal amount of the outstanding NotesOutstanding Securities represented and entitled to vote at such meeting. Any such resolution passed or decision decisions taken at any meeting of Holders of Securities duly held in accordance with this Section 9.4 shall be binding on all the HoldersHolders of Securities, whether or not such Holders were present or represented at the meeting. The Trustee shall, in the name and at the expense of the Company, notify all the Holders of Securities of any such resolutions or decisions pursuant to Section 1.06.
Appears in 1 contract
Samples: Indenture (Noble International LTD)
Quorum; Action. The persons Persons entitled to vote at least a majority in principal amount of the outstanding Outstanding Notes shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorum. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Notes, be dissolved. In any other case case, the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meetingmeeting (subject to repeated applications of this sentence). Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.29.2(1), except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, percentage of the principal amount of the outstanding Outstanding Notes which shall constitute a quorum. Except as limited by Subject to the proviso foregoing, at the reconvening of any meeting adjourned for a lack of a quorum, the Persons entitled to Section 8.2, any resolution presented at a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority 25% in principal amount of the outstanding Notes; provided, however, that, except as limited by Outstanding Notes at the proviso to Section 8.2, time shall constitute a quorum for the taking of any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which set forth in the Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is less than a majority, in principal amount notice of the outstanding Notes may be adopted at original meeting. At a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid aforesaid, any resolution and all matters (except as limited by the affirmative vote proviso to Section 8.2 and except to the extent Section 10.12 requires a different vote) shall be effectively passed and decided if passed or decided by the lesser of (i) the Holders of such specified percentage not less than a majority in principal amount of Outstanding Notes and (ii) the outstanding NotesPersons entitled to vote not less than 66-2/3% in principal amount of Outstanding Notes represented and entitled to vote at such meeting. Any such resolution passed or decision decisions taken at any meeting of Holders of Notes duly held in accordance with this Section 9.4 shall be binding on all the Holders, Holders of Notes whether or not such Holders were present or represented at the meeting. The Trustee shall, in the name and at the expense of the Company, notify all the Holders of Notes of any such resolutions or decisions pursuant to Section 1.6.
Appears in 1 contract
Samples: Indenture (American Greetings Corp)
Quorum; Action. The persons Persons entitled to vote at least a majority in principal amount of the outstanding Notes Outstanding Securities of a series shall constitute a quorum for a meeting of HoldersHolders of Securities of such series; provided, however, that if any action is to be taken at the such meeting with respect to a consent or waiver which may is required to be given by the Holders of not less than a greater percentage in such principal amount as this Indenture expressly specifies or as shall have been specified with respect to the Securities of such series pursuant to Section 3.01, the Persons entitled to vote such greater percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount Outstanding Securities of the outstanding Notes will such series shall constitute a quorum. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Securities of such series, be dissolved. In the absence of a quorum in any other case the meeting may be adjourned for a period of not less than 10 days as determined by the chairman chairperson of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman chairperson of the meeting prior to the adjournment of such adjourned meeting. Notice Subject to Section 13.05, notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.213.02(a), except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, of the principal amount of the outstanding Notes Outstanding Securities of such series which shall constitute a quorum. 120 130 Except as limited by the proviso to Section 8.29.02, any resolution presented at to a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority in principal amount of the outstanding NotesSecurities of that series; provided, however, that, except as limited by the proviso to Section 8.29.02, any resolution with respect to any consent or waiver which is required to be given by the Holders of not less than a greater percentage in such principal amount as shall have been specified with respect to the Securities of such series pursuant to this Indenture or Section 3.01 may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid only by the affirmative vote of the Holders of such greater percentage in principal amount of the outstanding Securities of that series; and provided, further, that, except as limited by the proviso to Section 9.02, any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the this Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is less than a majority, majority in principal amount of the outstanding Notes Outstanding Securities of a series may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid by the affirmative vote of the Holders of such specified percentage in principal amount of the outstanding NotesOutstanding Securities of that series. Any such resolution passed or decision taken at any meeting of Holders of Securities of any series duly held in accordance with this Section 9.4 shall be binding on all the HoldersHolders of Securities of such series and the coupons, if any, appertaining thereto, whether or not such Holders were present or represented at the meeting.
Appears in 1 contract
Quorum; Action. The persons Persons entitled to vote at least a majority in principal amount of the outstanding Outstanding Notes shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorum. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Notes, be dissolved. In any other case case, the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.28.2(a) hereof, except that such notice need be given only once and not less than five days prior to the date on which the meeting is scheduled to be reconvened. Subject to the foregoing, at the reconvening of any meeting adjourned for a lack of a quorum, the Persons entitled to vote 25% in principal amount of the Outstanding Notes at the time shall constitute a quorum for the taking of any action set forth in the notice of the original meeting. Notice of the such reconvening of an adjourned meeting shall expressly state expressly the percentage, as provided above, such percentage of the principal amount of the outstanding Outstanding Notes which shall constitute a quorum. Except as limited by the proviso to Section 8.2, any resolution presented at a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority in principal amount of the outstanding Notes; provided, however, that, except as limited by the proviso to Section 8.2, any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is less than a majority, in principal amount of the outstanding Notes may be adopted at At a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid aforesaid, any resolution and all matters (except as limited by the affirmative proviso to Section 7.2 hereof) shall be effectively passed and decided if passed or decided by the Persons entitled to vote of the Holders of such specified percentage not less than a majority in principal amount of the outstanding NotesOutstanding Notes represented and voting at such meeting. Any such resolution passed or decision decisions taken at any meeting of Holders of Notes duly held in accordance with this Section 9.4 shall be binding on all the HoldersHolders of Notes, whether or not such Holders were present or represented at the meeting.
Appears in 1 contract
Samples: Indenture (Radisys Corp)
Quorum; Action. The persons Persons entitled to vote at least a majority in aggregate principal amount of the outstanding Notes Notes, shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the such meeting with respect to a consent or waiver which this Indenture expressly provides may be given taken by the Holders of not a specified percentage, which is less than a specified percentage majority, in principal amount of the outstanding Notes, the persons holding or representing the Persons entitled to vote such specified percentage in principal amount of the outstanding Notes will shall constitute a quorum. In the absence of a quorum within 30 minutes after one hour of the time appointed for any such meeting, the meeting shall, if convened at the request of Holders, Holders be dissolved. In any other case the meeting may be adjourned for a such period of not less than 10 days as may be determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a such period of not less than 10 days as may be determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice Except as provided by Section 14.05(e), notice of the reconvening of any meeting adjourned meeting for more than 76 30 days shall be given as provided in Section 9.2, except that such notice need be given only once 14.02(a) not less than five 10 days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, of the principal amount of the outstanding Notes which that shall constitute a quorum. Except as limited by the proviso to Section 8.212.02, any resolution presented at to a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority in aggregate principal amount of the outstanding Notes; provided, however, that, except as limited by the proviso to Section 8.2so limited, any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the this Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is less than a majority, in principal amount of the outstanding Notes may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid by the affirmative vote of the Holders of such specified percentage in principal amount of the outstanding Notes. Any such resolution passed or decision taken at any meeting of Holders duly held in accordance with this Section 9.4 shall be binding on all the Holders, whether or not such Holders were present or represented at the meeting.
Appears in 1 contract
Quorum; Action. The persons Persons entitled to vote at least a majority in principal amount of the outstanding Notes Outstanding Debentures of any series shall constitute a quorum for a meeting of HoldersHolders of Debentures of such series; provided, however, that if any action is to be taken at the such meeting with respect to a consent or waiver which this Indenture expressly provides may be given by the Holders of not a specified percentage in aggregate principal amount of Outstanding Debentures of such series that is less or greater than a specified majority in principal amount of the Outstanding Debentures of such series, then, with respect to such action (and only such action) the Persons entitled to vote such lesser or greater percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount Outstanding Debentures of the outstanding Notes will such series shall constitute a quorum. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Debentures of such series, be dissolved. In any other case the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.212.2(a), except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state 64 expressly the percentage, as provided above, of the principal amount of the outstanding Notes Debentures of such series which shall constitute a quorum. Notwithstanding the foregoing, no meeting of Holders with respect to Debentures of any series which is represented in whole or in part by a Global Debenture, shall be adjourned to a date more than 90 days after the record date for such meeting unless the Trustee shall send out a new notice of meeting and establish, in accordance with Section 12.3, a new record date for Holders entitled to vote at such meeting. Except as limited by the proviso to Section 8.2, any resolution presented at to a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority in principal amount of the outstanding NotesOutstanding Debentures of such series; provided, however, that, except as limited by the proviso to Section 8.2, any resolution with respect to any request, demand, authorization, direction, notice, consent, consent or waiver or other action which the this Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which percentage in aggregate principal amount of Outstanding Debentures of such series that is less or greater than a majority, majority in principal amount of the outstanding Notes Outstanding Debentures of such series may be adopted at a meeting or an adjourned meeting duly reconvened convened and at which a quorum is present as aforesaid only by the affirmative vote of the Holders of such specified percentage in principal amount of the outstanding NotesOutstanding Debentures of such series. Any such resolution passed or decision taken at any meeting of Holders of Debentures of any series duly held in accordance with this Section 9.4 shall be binding on all the HoldersHolders of Debentures of such series and the Coupons appertaining thereto, whether or not such Holders were present or represented at the meeting.
Appears in 1 contract
Samples: Indenture (K N Capital Trust Iii)
Quorum; Action. The persons entitled to vote at least a majority in principal amount of the outstanding Notes shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorum. In the absence of a quorum within 30 thirty (30) minutes after the time appointed for any such meeting, the meeting shall, if convened at the request of Holders, be dissolved. In any other case the meeting may be adjourned for a period of not less than 10 ten (10) days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 ten (10) days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.29.2 hereof, except that such notice need be given only once not less than five (5) days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, of the principal amount of the outstanding Notes which shall constitute a quorum. Except as limited by the proviso to Section 8.28.2 hereof, any resolution presented at a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority in principal amount of the outstanding Notes; provided, however, that, except as limited by the proviso to Section 8.28.2 hereof, any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is less than a majority, in principal amount of the outstanding Notes may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid by the affirmative vote of the Holders of such specified percentage in principal amount of the outstanding Notes. Any such resolution passed or decision taken at any meeting of Holders duly held in accordance with this Section 9.4 shall be binding on all the Holders, whether or not such Holders were present or represented at the meeting.
Appears in 1 contract
Samples: Supplemental Indenture (Digital Realty Trust, L.P.)
Quorum; Action. The persons Persons entitled to vote at least a majority in principal amount of the outstanding Outstanding Notes shall constitute a quorum for a meeting of HoldersHolders of Notes; provided, provided however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Outstanding Notes, the persons Persons holding or representing the specified percentage in principal amount of the outstanding Outstanding Notes will constitute a quorum. In the absence of a quorum within 30 minutes after the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Notes, be dissolved. In any other case the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.21502(1), except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, of the principal amount of the outstanding Outstanding Notes which shall constitute a quorum. Except as limited by the proviso to Section 8.2902, any resolution presented at to a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority in principal amount of the outstanding Outstanding Notes; provided, however, that, except as limited by the proviso to Section 8.2902, any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action Act which the this Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is less than a majority, in principal amount of the outstanding Outstanding Notes may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid by the affirmative vote of the Holders of such specified percentage in principal amount of the outstanding Outstanding Notes. Any such resolution passed or decision taken at any meeting of Holders of Notes duly held in accordance with this Section 9.4 shall be binding on all the HoldersHolders of Notes, whether or not such Holders were present or represented at the meeting.
Appears in 1 contract
Samples: Indenture (Sl Green Realty Corp)
Quorum; Action. The persons Persons entitled to vote at least a majority in principal amount of the outstanding Notes Outstanding Securities of a series shall constitute a quorum for a meeting of HoldersHolders of Securities of such series; provided, however, that if any action is to be taken at the such meeting with respect to a consent or waiver which this Indenture expressly provides may be given by the Holders of not a specified percentage in aggregate principal amount of Outstanding Securities of a series that is less or greater than a specified majority in principal amount of the Outstanding Securities of a series, then, with respect to such action (and only such action), the Persons entitled to vote such lesser or greater percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount Outstanding Securities of the outstanding Notes will such series shall constitute a quorum. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Securities of such series, be dissolved. In any other case the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.213.2 (a), except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, of the principal amount of the outstanding Notes Securities of such series which shall constitute a quorum. Notwithstanding the foregoing, no meeting of Holders with respect to Securities of any Series which is represented in whole or in part by a Book-Entry Security, shall be adjourned to a date more than 90 days after the record date for such meeting unless the Trustee shall send out a new notice of meeting and establish, in accordance with Section 13.3, a new record date for Holders entitled to vote at such meeting. Except as limited by the proviso to Section 8.29.2, any resolution presented at to a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority in principal amount of the outstanding NotesOutstanding Securities of that series; provided, however, that, except as limited by the proviso to Section 8.2, 9.2 any resolution with respect to any request, demand, authorization, direction, notice, consent, consent or waiver or other action which the this Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which percentage in aggregate principal amount of Outstanding Securities of a series that is less or greater than a majority, majority in principal amount of the outstanding Notes Outstanding Securities of a series may be adopted at a meeting or an adjourned meeting duly reconvened convened and at which a quorum is present as aforesaid only by the affirmative vote of the Holders of such specified percentage in principal amount of the outstanding NotesOutstanding Securities of that series. Any such resolution passed or decision taken at any meeting of Holders of Securities of any series duly held in accordance with this Section 9.4 shall be binding on all the HoldersHolders of Securities of such series and the related coupons, whether or not such Holders were present or represented at the meeting.
Appears in 1 contract
Quorum; Action. The persons Persons entitled to vote at least a majority in principal amount of the outstanding Notes Outstanding Debentures shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorum. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Debentures, be dissolved. In any other case case, the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.28.2(a) hereof, except that such notice need be given only once and not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, percentage of the principal amount of the outstanding Notes Outstanding Debentures which shall constitute a quorum. Except as limited by Subject to the proviso foregoing, at the reconvening of any meeting adjourned for a lack of a quorum, the Persons entitled to Section 8.2, any resolution presented at a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority 25% in principal amount of the outstanding Notes; provided, however, that, except as limited by Outstanding Debentures at the proviso to Section 8.2, time shall constitute a quorum for the taking of any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which set forth in the Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is less than a majority, in principal amount notice of the outstanding Notes may be adopted at original meeting. At a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid aforesaid, any resolution and all matters (except as limited by the affirmative proviso to Section 7.2 hereof) shall be effectively passed and decided if passed or decided by the Persons entitled to vote of the Holders of such specified percentage not less than a majority in principal amount of the outstanding NotesOutstanding Debentures represented and voting at such meeting. Any such resolution passed or decision decisions taken at any meeting of Holders of Debentures duly held in accordance with this Section 9.4 shall be binding on all the HoldersHolders of Debentures, whether or not such Holders were present or represented at the meeting.
Appears in 1 contract
Quorum; Action. The persons Persons entitled to vote at least a majority in principal amount of the outstanding Notes Outstanding Securities shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorum. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Securities, be dissolved. In any other case case, the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meetingmeeting (subject to repeated applications of this sentence). Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.29.2(1), except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, percentage of the principal amount of the outstanding Notes which Outstanding Securities that shall constitute a quorum. Except as limited by Subject to the proviso foregoing, at the reconvening of any meeting adjourned for a lack of a quorum, the Persons entitled to Section 8.2, any resolution presented at a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority 25% in principal amount of the outstanding Notes; provided, however, that, except as limited by Outstanding Securities at the proviso to Section 8.2, time shall constitute a quorum for any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the Indenture expressly provides may be made, given or taken by the Holders subsequent adjournment of a specified percentage, which is less than a majority, in principal amount of the outstanding Notes may be adopted at such meeting. At a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid aforesaid, any resolution and all matters (except as limited by the affirmative vote proviso to Section 8.2 and except to the extent Section 10.12 requires a different vote) shall be effectively passed and decided if passed or decided by the lesser of (i) the Holders of such specified percentage not less than a majority in principal amount of the outstanding NotesOutstanding Securities and (ii) the Persons entitled to vote not less than 66?% in principal amount of the Outstanding Securities represented and entitled to vote at such meeting. Any such resolution passed or decision decisions taken at any meeting of Holders of Securities duly held in accordance with this Section 9.4 shall be binding on all the Holders, Holders of Securities whether or not such Holders were present or represented at the meeting. The Trustee shall, in the name and at the expense of the Company, notify all the Holders of Securities of any such resolutions or decisions pursuant to Section 1.6.
Appears in 1 contract
Samples: Indenture (Solectron Corp)
Quorum; Action. The persons Persons entitled to vote at least a majority in principal amount of the outstanding Notes Securities shall constitute a quorum for a meeting of Holders; provided, however, that that, if any action is to be taken at the such meeting with respect to a consent or waiver which this Indenture expressly provides may be given by the Holders of not less than a specified percentage in principal amount of the outstanding NotesSecurities, the persons holding or representing the Persons entitled to vote such specified percentage in principal amount of the outstanding Notes will Securities shall constitute a quorum. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of the Holders, be dissolved. In any other case the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.215.02, except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an any adjourned meeting shall state expressly the percentage, as provided above, of the principal amount of the outstanding Notes Securities which shall constitute a quorum. Except as limited by the proviso to Section 8.29.02, any resolution presented at to a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least not less than a majority in principal amount of the outstanding NotesSecurities; provided, however, that, except as limited by the proviso to Section 8.29.02, any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the this Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is less than a majority, in principal amount of the outstanding Notes Securities of a series may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid by the affirmative vote of the Holders of not less than such specified percentage in principal amount of the outstanding NotesSecurities. Any such resolution passed or decision taken at any meeting of Holders duly held in accordance with this Section 9.4 shall be binding on all the HoldersHolders and the related coupons, whether or not such Holders were present or represented at the meeting. Notwithstanding the foregoing provisions of this Section 15.05, if any action is to be taken at a meeting of Holders with respect to any request, demand, authorization, direction, notice, consent, waiver or other action that this Indenture expressly provides may be made, given or taken by the Holders of a specified percentage in principal amount of all outstanding Securities affected thereby:
(i) there shall be no minimum quorum requirement for such meeting; and
(ii) the principal amount of the outstanding Securities that vote in favor of such request, demand, authorization, direction, notice, consent, waiver or other action shall be taken into account in determining whether such request, demand, authorization, direction, notice, consent, waiver or other action has been made, given or taken under this Indenture.
Appears in 1 contract
Samples: Indenture (Timco Engine Center Inc)
Quorum; Action. The persons entitled to vote at least a majority in principal amount Holders representing not less than 25% of the aggregate Liquidation Amount of all of the then outstanding Notes Series 11 Preferred LP Units shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorumSeries 11 Preferred LP Units. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Series 11 Preferred LP Units, be dissolved. In any other case the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.211.2(a), except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of At the reconvening of an any meeting adjourned for lack of a quorum, the Holders of Series 11 Preferred LP Units entitled to vote at such meeting shall state expressly the percentage, as provided above, of the principal amount of the outstanding Notes which present in person or by proxy shall constitute a quorumquorum for the taking of any action set forth in the notice of the original meeting. Except as limited by the proviso to Section 8.2, any resolution presented at to a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least representing not less than a majority in principal amount of the outstanding Notesaggregate Liquidation Amount of Series 11 Preferred LP Units represented at such meeting in person or by proxy; provided, however, that, except as limited by the proviso to Section 8.2, that any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the Indenture this Guarantee expressly provides may be made, given or taken by the Holders of a specified percentage, percentage which is more or less than a majority, in principal amount majority of the aggregate Liquidation Amount of all of the then outstanding Notes Series 11 Preferred LP Units, the same may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid by the affirmative vote of the Holders of not less than such specified percentage in principal amount of the aggregate Liquidation Amount of all of the then outstanding NotesSeries 11 Preferred LP Units. Any such resolution passed or decision taken at any meeting of Holders of Series 11 Preferred LP Units duly held in accordance with this Section 9.4 shall be binding on all the HoldersHolders of Series 11 Preferred LP Units, whether or not such Holders were present or represented at the meeting.
Appears in 1 contract
Samples: Guarantee Indenture (Brookfield Renewable Partners L.P.)
Quorum; Action. The persons Persons entitled to vote at least a majority in -------------- principal amount of the outstanding Notes Outstanding Debt Securities of a series shall constitute a quorum for a meeting of HoldersHolders of Debt Securities of such series; provided, however, that if any action is to be taken at the such meeting with respect to a consent or waiver which this Indenture expressly provides may be given by the Holders of not less than a specified percentage in principal amount of the outstanding NotesOutstanding Debt Securities of a series, the persons holding or representing the Persons entitled to vote such specified percentage which is less or more than a majority in principal amount of the outstanding Notes will Outstanding Debt Securities of such series shall constitute a quorum. In the absence of a quorum within 30 minutes after the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Debt Securities of such series, be dissolved. In any other case the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.21502(a), except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an any adjourned meeting shall state expressly the percentage, as provided above, of the principal amount of the outstanding Notes Outstanding Debt Securities of such series which shall constitute a quorum. Except as limited by the proviso to Section 8.2902, any resolution presented at to a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority in principal amount of the outstanding NotesOutstanding Debt Securities of that series; provided, however, that, except as limited by the proviso to Section 8.2902, any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the this Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is less or more than a majority, in principal amount of the outstanding Notes Outstanding Debt Securities of a series may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid by the affirmative vote of the Holders of such specified percentage in principal amount of the outstanding NotesOutstanding Debt Securities of that series. Any such resolution passed or decision taken at any meeting of Holders of Debt Securities of any series duly held in accordance with this Section 9.4 shall be binding on all the HoldersHolders of Debt Securities of such series and the related coupons, whether or not such Holders were present or represented at the meeting. Notwithstanding the foregoing provisions of this Section 1504, if any action is to be taken at a meeting of Holders of Debt Securities of any series with respect to any request, demand, authorization, direction, notice, consent, waiver or other action that this Indenture expressly provides may be made, given or taken by the Holders of a specified percentage in principal amount of all Outstanding Debt Securities affected thereby, or by the Holders of a specified percentage in principal amount of the Outstanding Debt Securities of such series and one or more additional series:
(i) there shall be no minimum quorum requirement for such meeting; and
(ii) the principal amount of the Outstanding Debt Securities of such series that are entitled to vote in favor of such request, demand, authorization, direction, notice, consent, waiver or other action shall be taken into account in determining whether such request, demand, authorization, direction, notice, consent, waiver or other action has been made, given or taken under this Indenture.
Appears in 1 contract
Samples: Indenture (Bre Properties Inc /Md/)
Quorum; Action. The persons Persons entitled to vote at least a majority in principal amount of the outstanding Notes Outstanding Securities shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorum. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Securities, be dissolved. In any other case case, the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meetingmeeting (subject to repeated applications of this sentence). Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.29.2(1), except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, percentage of the principal amount of the outstanding Notes which Outstanding Securities that shall constitute a quorum. Except as limited by Subject to the proviso foregoing, at the reconvening of any meeting adjourned for a lack of a quorum, the Persons entitled to Section 8.2, any resolution presented at a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority 25% in principal amount of the outstanding Notes; provided, however, that, except as limited by Outstanding Securities at the proviso to Section 8.2, time shall constitute a quorum for any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the Indenture expressly provides may be made, given or taken by the Holders subsequent adjournment of a specified percentage, which is less than a majority, in principal amount of the outstanding Notes may be adopted at such meeting. At a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid aforesaid, any resolution and all matters (except as limited by the affirmative vote of proviso to Section 8.2 and except to the extent Section 10.12 requires a different vote) shall be effectively passed and decided if passed or decided by the Holders of such specified percentage not less than a majority in principal amount of the outstanding NotesOutstanding Securities represented at such meeting. Any such resolution passed or decision decisions taken at any meeting of Holders of Securities duly held in accordance with this Section 9.4 shall be binding on all the Holders, Holders of Securities whether or not such Holders were present or represented at the meeting. The Trustee shall, in the name and at the expense of the Company, notify all the Holders of Securities of any such resolutions or decisions pursuant to Section 1.6.
Appears in 1 contract
Samples: Indenture (Epix Medical Inc)
Quorum; Action. The persons Persons entitled to vote at least a majority in principal amount of the outstanding Notes Outstanding Securities of a series shall constitute a quorum for a meeting of HoldersHolders of Securities of such series; provided, however, that if any action is to be taken at the such meeting with respect to a consent or waiver which this Indenture expressly provides may be given by the Holders of not a specified percentage in aggregate principal amount of the Outstanding Securities of a series that is less or greater than a specified majority in principal amount of the Outstanding Securities of such series, then, with respect to such action (and only such action) the Persons entitled to vote such lesser or greater percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount Outstanding Securities of the outstanding Notes will such series shall constitute a quorum. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Securities of such series, be dissolved. In any other case the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned reconvened meeting, such adjourned reconvened meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned reconvened meeting. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.21402(a), except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, of the principal amount of the outstanding Notes Outstanding Securities of such series which shall constitute a quorum. Except as limited by the proviso to Section 8.2902, any resolution presented at to a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority in principal amount of the outstanding NotesOutstanding Securities of that series; provided, however, that, except as limited by the proviso to Section 8.2902, any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the this Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is less or greater than a majority, majority in principal amount of the outstanding Notes Outstanding Securities of a series, may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid by the affirmative vote of the Holders of such specified percentage in principal amount of the outstanding NotesOutstanding Securities of that series. Any such resolution passed or decision taken at any meeting of Holders of Securities of any series duly held in accordance with this Section 9.4 shall be binding on all the HoldersHolders of Securities of such series and the related coupons, whether or not such Holders were present or represented at the meeting.
Appears in 1 contract
Quorum; Action. The persons entitled to vote at least a majority in principal amount Holders representing not less than 25% of the aggregate Liquidation Amount of all of the then outstanding Notes Series 12 Preferred LP Units shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorumSeries 12 Preferred LP Units. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Series 12 Preferred LP Units, be dissolved. In any other case the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.211.2(a), except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of At the reconvening of an any meeting adjourned for lack of a quorum, the Holders of Series 12 Preferred LP Units entitled to vote at such meeting shall state expressly the percentage, as provided above, of the principal amount of the outstanding Notes which present in person or by proxy shall constitute a quorumquorum for the taking of any action set forth in the notice of the original meeting. Except as limited by the proviso to Section 8.2, any resolution presented at to a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least representing not less than a majority in principal amount of the outstanding Notesaggregate Liquidation Amount of Series 12 Preferred LP Units represented at such meeting in person or by proxy; provided, however, that, except as limited by the proviso to Section 8.2, that any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the Indenture this Guarantee expressly provides may be made, given or taken by the Holders of a specified percentage, percentage which is more or less than a majority, in principal amount majority of the aggregate Liquidation Amount of all of the then outstanding Notes Series 12 Preferred LP Units, the same may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid by the affirmative vote of the Holders of not less than such specified percentage in principal amount of the aggregate Liquidation Amount of all of the then outstanding NotesSeries 12 Preferred LP Units. Any such resolution passed or decision taken at any meeting of Holders of Series 12 Preferred LP Units duly held in accordance with this Section 9.4 shall be binding on all the HoldersHolders of Series 12 Preferred LP Units, whether or not such Holders were present or represented at the meeting.
Appears in 1 contract
Samples: Guarantee Indenture (Brookfield Renewable Partners L.P.)
Quorum; Action. The persons Persons entitled to vote at least a majority in principal amount of the outstanding Notes Outstanding Securities shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorum. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Securities, be dissolved. In any other case case, the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meetingmeeting (subject to repeated applications of this sentence). Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.21302(a), except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, percentage of the principal amount of the outstanding Notes Outstanding Securities which shall constitute a quorum. Except as limited by Subject to the proviso foregoing, at the reconvening of any meeting adjourned for a lack of a quorum, the persons entitled to Section 8.2, any resolution presented at a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority 25% in aggregate principal amount of the outstanding Notes; provided, however, that, except as limited by Outstanding Securities at the proviso to Section 8.2, time shall constitute a quorum for the taking of any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which set forth in the Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is less than a majority, in principal amount notice of the outstanding Notes may be adopted at original meeting. At a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid aforesaid, any resolution and all matters (except as limited by the affirmative proviso to Section 902) shall be effectively passed and decided if passed or decided by the Persons entitled to vote of the Holders of such specified percentage not less than 66 2/3% in aggregate principal amount of the outstanding NotesOutstanding Securities represented and voting at such meeting. Any such resolution passed or decision decisions taken at any meeting of Holders of Securities duly held in accordance with this Section 9.4 shall be binding on all the HoldersHolders of Securities, whether or not such Holders were present or represented at the meeting.
Appears in 1 contract
Samples: Indenture (Staples Inc)
Quorum; Action. The persons entitled to vote at least a majority in principal amount of the outstanding Notes shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorum. In the absence of a quorum within 30 thirty (30) minutes after the time appointed for any such meeting, the meeting shall, if convened at the request of Holders, be dissolved. In any other case case, the meeting may be adjourned for a period of not less than 10 ten (10) days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 ten (10) days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.29.2 hereof, except that such notice need be given only once not less than five (5) days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, of the principal amount of the outstanding Notes which shall constitute a quorum. Except as limited by Section 9.3 of the proviso to Section 8.2Base Indenture, any resolution presented at to a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority in principal amount of the outstanding Notes; provided, however, that, except as limited by Section 9.3 of the proviso to Section 8.2Base Indenture, any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is less than a majority, in principal amount of the outstanding Notes may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid by the affirmative vote of the Holders of such specified percentage in principal amount of the outstanding Notes. Any such resolution passed or decision taken at any meeting of Holders duly held in accordance with this Section 9.4 shall be binding on all the Holders, whether or not such Holders were present or represented at the meeting.
Appears in 1 contract
Quorum; Action. The persons Persons entitled to vote at least a majority in principal amount of the outstanding Notes Securities of a series shall constitute a quorum for a meeting of HoldersHolders of Securities of such series; providedPROVIDED, howeverHOWEVER, that if any action is to be taken at the such meeting with respect to a consent or waiver which this Indenture (or any Board Resolution or indenture supplemental hereto establishing a series of Securities hereunder) expressly provides may be given by the Holders of not more or less than a specified majority in principal amount of the outstanding Securities of a series, the Persons entitled to vote such percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount Securities of the outstanding Notes will such series shall constitute a quorum. In the absence of a quorum within 30 minutes after the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Securities of such series, be dissolved. In any other case the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any such adjourned meeting shall be given as provided in Section 9.211.02(a), except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, of the principal amount of the outstanding Notes Securities of such series which shall constitute a quorum. Except as limited by otherwise provided in Section 6.02 or 9.02 or the proviso to last paragraph of Section 8.26.01 (or in any Board Resolution or indenture supplemental hereto establishing a series of Securities hereunder), any resolution presented at to a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority in principal amount of the outstanding NotesSecurities of that series; providedPROVIDED, howeverHOWEVER, that, except as limited by the proviso to Section 8.2, any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the this Indenture or any supplemental indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is less than a majority, percentage in principal amount of the outstanding Notes Securities of a series may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid by the affirmative vote of the Holders of such specified percentage in principal amount of the outstanding NotesSecurities of such series. Any such resolution passed or decision taken at any meeting of Holders of Securities of any series duly held in accordance with this Section 9.4 shall be binding on all the HoldersHolders of Securities of such series, whether or not such Holders were present or represented at the meeting.
Appears in 1 contract
Quorum; Action. The persons Persons entitled to vote at least a majority in principal amount of the outstanding Notes Outstanding Securities of a series shall constitute a quorum for a meeting of HoldersHolders of Securities of such series; provided, however, that if any action is to be taken at the such meeting with respect to a consent or waiver which may is required to be given by the Holders of not less than a greater percentage in such principal amount as this Indenture expressly specifies or as shall have been specified with respect to the Securities of such series pursuant to Section 3.01, the Persons entitled to vote such greater percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount Outstanding Securities of the outstanding Notes will such series shall constitute a quorum. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Securities of such series, be dissolved. In the absence of a quorum in any other case the meeting may be adjourned for a period of not less than 10 days as determined by the chairman chairperson of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman chairperson of the meeting prior to the adjournment of such adjourned meeting. Notice Subject to Section 13.05, notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.213.02(a), except that such notice need be given only once not less than five days prior to the date 120 130 on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, of the principal amount of the outstanding Notes Outstanding Securities of such series which shall constitute a quorum. Except as limited by the proviso to Section 8.29.02, any resolution presented at to a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority in principal amount of the outstanding NotesOutstanding Securities of that series; provided, however, that, except as limited by the proviso to Section 8.29.02, any resolution with respect to any consent or waiver which is required to be given by the Holders of not less than a greater percentage in such principal amount as shall have been specified with respect to the Securities of such series pursuant to this Indenture or Section 3.01 may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid only by the affirmative vote of the Holders of such greater percentage in principal amount of the outstanding Securities of that series; and provided, further, that, except as limited by the proviso to Section 9.02, any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the this Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is less than a majority, majority in principal amount of the outstanding Notes Outstanding Securities of a series may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid by the affirmative vote of the Holders of such specified percentage in principal amount of the outstanding NotesOutstanding Securities of that series. Any such resolution passed or decision taken at any meeting of Holders of Securities of any series duly held in accordance with this Section 9.4 shall be binding on all the HoldersHolders of Securities of such series and the coupons, if any, appertaining thereto, whether or not such Holders were present or represented at the meeting.
Appears in 1 contract
Samples: Indenture (Meritor Automotive Inc)
Quorum; Action. The persons Persons entitled to vote at least a majority in principal amount of the outstanding Notes shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorum. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Notes, be dissolved. In any other case the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.212.02, except that such notice need be given only once and not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, percentage of the principal amount of the outstanding Notes which shall constitute a quorum. Except as limited by 91 84 Subject to the proviso to Section 8.2foregoing, at the reconvening of any resolution presented at meeting adjourned for a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority in principal amount of the outstanding Notes; provided, however, that, except as limited by the proviso to Section 8.2, any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the Indenture expressly provides may be made, given or taken by the Holders lack of a specified percentagequorum, which is less than a majority, the Persons entitled to vote 25% in principal amount of the outstanding Notes may be adopted at the time shall constitute a quorum for the taking of any action set forth in the notice of the original meeting. At a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid aforesaid, any action or matter, except as otherwise specified herein, shall be effectively passed and decided if passed or decided by the affirmative Persons entitled to vote of the Holders of such specified percentage not less than a majority in principal amount of the outstanding NotesNotes represented and voting at such meeting. Any such resolution action or matter passed or decision taken at any meeting of Holders of Notes duly held in accordance with this Section 9.4 12.05 shall be binding on all the HoldersHolders of Notes, whether or not such Holders were present or represented at the meeting.
Appears in 1 contract
Samples: Indenture (Powertel Inc /De/)
Quorum; Action. The persons entitled to vote at least a majority in principal amount Holders representing not less than 25% of the aggregate Liquidation Amount of all of the then outstanding Notes Series 15 Preferred LP Units shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorumSeries 15 Preferred LP Units. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Series 15 Preferred LP Units, be dissolved. In any other case the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.211.2(a), except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of At the reconvening of an any meeting adjourned for lack of a quorum, the Holders of Series 15 Preferred LP Units entitled to vote at such meeting shall state expressly the percentage, as provided above, of the principal amount of the outstanding Notes which present in person or by proxy shall constitute a quorumquorum for the taking of any action set forth in the notice of the original meeting. Except as limited by the proviso to Section 8.2, any resolution presented at to a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least representing not less than a majority in principal amount of the outstanding Notesaggregate Liquidation Amount of Series 15 Preferred LP Units represented at such meeting in person or by proxy; provided, however, that, except as limited by the proviso to Section 8.2, that any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the Indenture this Guarantee expressly provides may be made, given or taken by the Holders of a specified percentage, percentage which is more or less than a majority, in principal amount majority of the aggregate Liquidation Amount of all of the then outstanding Notes Series 15 Preferred LP Units, the same may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid by the affirmative vote of the Holders of not less than such specified percentage in principal amount of the aggregate Liquidation Amount of all of the then outstanding NotesSeries 15 Preferred LP Units. Any such resolution passed or decision taken at any meeting of Holders of Series 15 Preferred LP Units duly held in accordance with this Section 9.4 shall be binding on all the HoldersHolders of Series 15 Preferred LP Units, whether or not such Holders were present or represented at the meeting.
Appears in 1 contract
Samples: Guarantee Indenture (Brookfield Renewable Partners L.P.)
Quorum; Action. The persons Persons entitled to vote at least a majority in principal amount of the outstanding Notes Outstanding Securities of a series shall constitute a quorum for a meeting of HoldersHolders of Securities of such series; provided, however, that if any action is to be taken at the such meeting with respect to a consent or waiver which may is required to be given by the Holders of not less than a greater percentage in such principal amount as this Indenture expressly specifies or as shall have been specified with respect to the Securities of such series pursuant to Section 3.01, the Persons entitled to vote such greater percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount Outstanding Securities of the outstanding Notes will such series shall constitute a quorum. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Securities of such series, be dissolved. In the absence of a quorum in any other case the meeting may be adjourned for a period of not less than 10 days as determined by the chairman chairperson of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman chairperson of the meeting prior to the adjournment of such adjourned meeting. Notice Subject to Section 13.05, notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.213.02(a), except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, of the principal amount of the outstanding Notes Outstanding Securities of such series which shall constitute a quorum. Except as limited by the proviso to Section 8.29.02, any resolution presented at to a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority in principal amount of the outstanding NotesOutstanding Securities of that series; provided, however, that, except as limited by the proviso to Section 8.29.02, any resolution with respect to any consent or waiver which is required to be given by the Holders of not less than a greater percentage in such principal amount as shall have been specified with respect to the Securities of such series pursuant to this Indenture or Section 3.01 may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid only by the affirmative vote of the Holders of such greater percentage in principal amount of the Outstanding Securities of that series; and provided, further, that, except as limited by the proviso to Section 9.02, any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the this Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is less than a majority, majority in principal amount of the outstanding Notes Outstanding Securities of a series may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid by the affirmative vote of the Holders of such specified percentage in principal amount of the outstanding NotesOutstanding Securities of that series. Any such resolution passed or decision taken at any meeting of Holders of Securities of any series duly held in accordance with this Section 9.4 shall be binding on all the HoldersHolders of Securities of such series and the coupons, if any, appertaining thereto, whether or not such Holders were present or represented at the meeting.
Appears in 1 contract
Samples: Indenture (Rockwell Collins Inc)
Quorum; Action. The persons Persons entitled to vote at least a majority in aggregate principal amount of the outstanding Notes Notes, shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the such meeting with respect to a consent or waiver which this Indenture expressly provides may be given taken by the Holders of not a specified percentage, which is less than a specified percentage majority, in principal amount of the outstanding Notes, the persons holding or representing the Persons entitled to vote such specified percentage in principal amount of the outstanding Notes will shall constitute a quorum. In the absence of a quorum within 30 minutes after one hour of the time appointed for any such meeting, the meeting shall, if convened at the request of Holders, be dissolved. In any other case the meeting may be adjourned for a such period of not less than 10 days as may be determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a such period of not less than 10 days as may be determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice Except as provided by Section 14.05(e), notice of the reconvening of any meeting adjourned meeting for more than 30 days shall be given as provided in Section 9.2, except that such notice need be given only once 14.02(a) not less than five 10 days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, of the principal amount of the outstanding Notes which that shall constitute a quorum. Except as limited by the proviso to Section 8.212.02, any resolution presented at to a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority in aggregate principal amount of the outstanding Notes; provided, however, that, except as limited by the proviso to Section 8.2so limited, any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the this Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is less than a majority, in principal amount of the outstanding Notes may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid by the affirmative vote of the Holders of such specified percentage in principal amount of the outstanding Notes. Any such resolution passed or decision taken at any meeting of Holders duly held in accordance with this Section 9.4 14.04 shall be binding on all the Holders, whether or not such Holders were present or represented at the meeting.
Appears in 1 contract
Samples: Indenture (Nextera Energy Inc)
Quorum; Action. The persons entitled to vote at least a majority in principal amount Holders representing not less than 25% of the aggregate Liquidation Amount of all of the then outstanding Notes Series 13 Preferred LP Units shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorumSeries 13 Preferred LP Units. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Series 13 Preferred LP Units, be dissolved. In any other case the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.211.2(a), except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of At the reconvening of an any meeting adjourned for lack of a quorum, the Holders of Series 13 Preferred LP Units entitled to vote at such meeting shall state expressly the percentage, as provided above, of the principal amount of the outstanding Notes which present in person or by proxy shall constitute a quorumquorum for the taking of any action set forth in the notice of the original meeting. Except as limited by the proviso to Section 8.2, any resolution presented at to a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least representing not less than a majority in principal amount of the outstanding Notesaggregate Liquidation Amount of Series 13 Preferred LP Units represented at such meeting in person or by proxy; provided, however, that, except as limited by the proviso to Section 8.2, that any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the Indenture this Guarantee expressly provides may be made, given or taken by the Holders of a specified percentage, percentage which is more or less than a majority, in principal amount majority of the aggregate Liquidation Amount of all of the then outstanding Notes Series 13 Preferred LP Units, the same may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid by the affirmative vote of the Holders of not less than such specified percentage in principal amount of the aggregate Liquidation Amount of all of the then outstanding NotesSeries 13 Preferred LP Units. Any such resolution passed or decision taken at any meeting of Holders of Series 13 Preferred LP Units duly held in accordance with this Section 9.4 shall be binding on all the HoldersHolders of Series 13 Preferred LP Units, whether or not such Holders were present or represented at the meeting.
Appears in 1 contract
Samples: Guarantee Indenture (Brookfield Renewable Partners L.P.)
Quorum; Action. The persons Persons entitled to vote at least a majority in principal amount of the outstanding Outstanding Principal Amount of the Notes shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorumNoteholders. In the absence of a quorum within 30 60 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersNoteholders, be dissolved. In any other case the meeting may be adjourned for a period of not less than 10 ten (10) calendar days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 ten (10) calendar days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.212.6, except that such notice need be given only once not less than five (5) calendar days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, of the principal amount Outstanding Principal Amount of the outstanding Notes which that shall constitute a quorum. 177 Except as limited by the proviso to the first paragraph of Section 8.217.2, any resolution presented at to a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority in principal amount of the outstanding Outstanding Principal Amount of the Notes; provided, however, that, except as limited by the proviso to the first paragraph of Section 8.217.2, any resolution with respect to any consent or waiver that this Indenture expressly provides may be given by the Holders of at least a majority of the Outstanding Principal Amount of the Notes may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid only by the affirmative vote of the Holders of at least a majority of the Outstanding Principal Amount of the Notes; and provided, further, that, except as limited by the proviso to the first paragraph of Section 17.2, any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the that this Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is less than a majority, in principal amount majority of the outstanding Outstanding Principal Amount of the Notes may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid by the affirmative vote of the Holders of such specified percentage in principal amount of the outstanding Outstanding Principal Amount of the Notes. Any such resolution passed or decision taken at any meeting of Holders of Notes duly held in accordance with this Section 9.4 16.7 shall be binding on all the HoldersNoteholders, whether or not such Holders were present or represented at the meeting. Notwithstanding the foregoing provisions of this Section 16.7, if any action is to be taken at a meeting of Noteholders with respect to any request, demand, authorization, direction, notice, consent, waiver or other action that this Indenture expressly provides may be made, given or taken by the Holders of a specified percentage in aggregate Outstanding Principal Amount of the Notes affected thereby, or of the Noteholders:
(i) there shall be no minimum quorum requirement for such meeting; and
(ii) the aggregate Outstanding Principal Amount of the Notes that vote in favor of such request, demand, authorization, direction, notice, consent, waiver or other action shall be taken into account in determining whether such request, demand, authorization, direction, notice, consent, waiver or other action has been made, given or taken under this Indenture.
Appears in 1 contract
Quorum; Action. The persons Persons entitled to vote at least a majority in -------------- principal amount of the outstanding Notes Outstanding Securities shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorum. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Securities, be dissolved. In any other case case, the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meetingmeeting (subject to repeated applications of this sentence). Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.29.2(1), except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, percentage of the principal amount of the outstanding Notes Outstanding Securities which shall constitute a quorum. Except as limited by Subject to the proviso foregoing, at the reconvening of any meeting adjourned for a lack of a quorum, the Persons entitled to Section 8.2, any resolution presented at a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority 25% in principal amount of the outstanding Notes; provided, however, that, except as limited by Outstanding Securities at the proviso to Section 8.2, time shall constitute a quorum for the taking of any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which set forth in the Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is less than a majority, in principal amount notice of the outstanding Notes may be adopted at original meeting. At a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid aforesaid, any resolution and all matters (except as limited by the affirmative vote proviso to Section 8.2 and except to the extent Section 10.13 requires a different vote) shall be effectively passed and decided if passed or decided by the lesser of (i) the Holders of such specified percentage not less than a majority in principal amount of Outstanding Securities and (ii) the outstanding NotesPersons entitled to vote not less than 66- 2/3% in principal amount of Outstanding Securities represented and entitled to vote at such meeting. Any such resolution passed or decision decisions taken at any meeting of Holders of Securities duly held in accordance with this Section 9.4 shall be binding on all the Holders, Holders of Securities whether or not such Holders were present or represented at the meeting. The Trustee shall, in the name and at the expense of the Company, notify all the Holders of Securities of any such resolutions or decisions pursuant to Section 1.6.
Appears in 1 contract
Quorum; Action. The persons Persons entitled to vote at least a majority in principal amount of the outstanding Notes Outstanding Securities shall constitute a quorum “quorum” for a meeting of Holders; providedHolders of Securities, however, that any modification postponing the date for payment of any interest, reducing or canceling any amount of principal or the rate of interest payable or altering the currency of payment in respect of the Securities will only be binding if any action is to be taken passed at the a meeting with respect to a consent or waiver which may be given by the of Holders of not less than a specified percentage in principal amount at least 66 2/3% of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute Securities (a “special quorum”). In the absence of a quorum or a special quorum, as the case may be, within 15 minutes (or such longer period not exceeding 30 minutes after as the chairman may decide) of the time appointed for any such meeting, the meeting shall, shall if convened at upon the request requisition of Holders, Holders be dissolved. In any other case it shall stand adjourned to the same day in the next week (or if such day is not a Letter of Credit Business Day the next succeeding Letter of Credit Business Day) at the same time and place. If within 15 minutes (or such longer period not exceeding 30 minutes as the chairman may decide) after the time appointed for any adjourned meeting a quorum or a special quorum, as the case may be adjourned be, is not present for the transaction of any particular business, then, subject and without prejudice to the transaction of the business (if any) for which a period quorum or a special quorum, as the case may be, is present, the chairman may either (with the approval of the Trustee) dissolve such meeting or adjourn the same for such period, being not less than 10 ten calendar days (but without any maximum number of calendar days), and to such place as determined may be appointed by the chairman of the meeting prior either at or subsequent to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be and approved by the Trustee, and the provisions of this sentence shall apply to all further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meetingmeetings. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.215.2(1), except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of the a reconvening of an adjourned meeting shall state expressly the percentage, as provided above, of the principal amount of the outstanding Notes Outstanding Securities of such series which shall constitute a quorum. Except as limited by the proviso to Section 8.2, any resolution presented at a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority in principal amount of the outstanding Notes; provided, however, that, except as limited by the proviso to Section 8.2, any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is less than a majority, in principal amount of the outstanding Notes may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid by the affirmative vote of the Holders of such specified percentage in principal amount of the outstanding Notes. Any such resolution passed or decision taken at any meeting of Holders of Securities of any series duly held in accordance with this Section 9.4 shall be binding on all the HoldersHolders of Securities of such series, whether or not such Holders were present presented or represented at the meeting. However, for the avoidance of doubt, no actions taken at such meeting shall be binding on all Holders of Securities unless such actions were approved by the minimum percentage in principal amount of the Outstanding Securities of the series as required elsewhere in this Indenture with respect to such actions.
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Quorum; Action. The persons entitled to vote at least a majority in principal amount of the outstanding Notes shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorum. In the absence of a quorum within 30 minutes after the time appointed for any such meeting, the meeting shall, if convened at the request of Holders, be dissolved. In any other case the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.210.2 of this First Supplemental Indenture, except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, of the principal amount of the outstanding Notes which shall constitute a quorum. Except as limited by the proviso to Section 8.29.2, any resolution presented at a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority in principal amount of the outstanding Notes; provided, however, that, except as limited by the proviso to Section 8.29.2, any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is less than a majority, in principal amount of the outstanding Notes may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid by the affirmative vote of the Holders of such specified percentage in principal amount of the outstanding Notes. Any such resolution passed or decision taken at any meeting of Holders duly held in accordance with this Section 9.4 10.4 shall be binding on all the Holders, whether or not such Holders were present or represented at the meeting.
Appears in 1 contract
Samples: First Supplemental Indenture (Angel Oak Mortgage REIT, Inc.)
Quorum; Action. The persons (1) Persons entitled to vote at least a majority 25% in principal amount of the outstanding Notes Outstanding Debentures shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorumDebentureholders. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersDebentureholders, be dissolved. In the absence of a quorum in any other case the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, the Debentureholders present or represented at such adjourned meeting shall constitute the quorum and the business for which the meeting was adjourned may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meetingtransacted. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.2(1), except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, of the principal amount of the outstanding Notes which shall constitute a quorum. .
(2) Except as limited by the proviso to Section 8.212.2, any resolution presented at to a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least holders of, collectively, a majority in principal amount of the outstanding NotesDebentures present or represented by proxy at such meeting or adjourned meeting; provided, however, that, except as limited by the proviso to Section 8.212.2, any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the Act that this Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is less than a majority, in principal amount of the outstanding Notes Outstanding Debentures may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid by the affirmative vote of the Holders holders of such specified percentage in principal amount of the outstanding Notes. Outstanding Debentures.
(3) Any such resolution passed or decision taken at any meeting of Holders Debentureholders duly held in accordance with this Section 9.4 shall 9.5 will be binding on all the HoldersDebentureholders, whether or not such Holders were present or represented at the meeting.
Appears in 1 contract
Samples: Indenture
Quorum; Action. The persons Persons entitled to vote at least a majority in principal amount of the outstanding Notes Outstanding Securities of a series shall constitute a quorum for a meeting of HoldersHolders of Securities of such series; provided, however, that if any action is to be taken at the such meeting with respect to a consent or waiver which this Indenture expressly provides may be given by the Holders of not a specified percentage in aggregate principal amount of Outstanding Securities of a series that is less or greater than a specified majority in principal amount of the Outstanding Securities of a series, then, with respect to such action (and only such action) the Persons entitled to vote such lesser or greater percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount Outstanding Securities of the outstanding Notes will such series shall constitute a quorum. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Securities of such series, be dissolved. In any other case the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.213.2(a), except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, of the principal amount of the outstanding Notes Securities of such series which shall constitute a quorum. Notwithstanding the foregoing, no meeting of Holders with respect to Securities of any Series which is represented in whole or in part by a Book-Entry Security, shall be adjourned to a date more than 90 days after the record date for such meeting unless the Trustee shall send out a new notice of meeting and establish, in accordance with Section 13.3, a new record date for Holders entitled to vote at such meeting. Except as limited by the proviso to Section 8.29.2, any resolution presented at to a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority in principal amount of the outstanding NotesOutstanding Securities of that series; provided, however, that, except as limited by the proviso to Section 8.2, 9.2 any resolution with respect to any request, demand, authorization, direction, notice, consent, consent or waiver or other action which the this Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which percentage in aggregate principal amount of Outstanding Securities of a series that is less or greater than a majority, majority in principal amount of the outstanding Notes Outstanding Securities of a series may be adopted at a meeting or an adjourned meeting duly reconvened convened and at which a quorum is present as aforesaid only by the affirmative vote of the Holders of such specified percentage in principal amount of the outstanding NotesOutstanding Securities of that series. Any such resolution passed or decision taken at any meeting of Holders of Securities of any series duly held in accordance with this Section 9.4 shall be binding on all the HoldersHolders of Securities of such series and the related coupons, whether or not such Holders were present or represented at the meeting.
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Quorum; Action. The persons Persons entitled to vote at least a majority in aggregate principal amount of the outstanding Notes Notes, shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the such meeting with respect to a consent or waiver which this Indenture expressly provides may be given taken by the Holders of not a specified percentage, which is less than a specified percentage majority, in principal amount of the outstanding Notes, the persons holding or representing the Persons entitled to vote such specified percentage in principal amount of the outstanding Notes will shall constitute a quorum. In the absence of a quorum within 30 minutes after one hour of the time appointed for any such meeting, the meeting shall, if convened at the request of Holders, Holders be dissolved. In any other case the meeting may be adjourned for a such period of not less than 10 days as may be determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a such period of not less than 10 days as may be determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice Except as 000-0000-0000/13/AMERICAS provided by Section 14.05(e), notice of the reconvening of any meeting adjourned meeting for more than 30 days shall be given as provided in Section 9.2, except that such notice need be given only once 14.02(a) not less than five 10 days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, of the principal amount of the outstanding Notes which that shall constitute a quorum. Except as limited by the proviso to Section 8.212.02, any resolution presented at to a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority in aggregate principal amount of the outstanding Notes; provided, however, that, except as limited by the proviso to Section 8.2so limited, any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the this Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is less than a majority, in principal amount of the outstanding Notes may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid by the affirmative vote of the Holders of such specified percentage in principal amount of the outstanding Notes. Any such resolution passed or decision taken at any meeting of Holders duly held in accordance with this Section 9.4 shall be binding on all the Holders, whether or not such Holders were present or represented at the meeting.
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Quorum; Action. The persons entitled to vote at least a majority in principal amount Holders representing not less than 25% of the aggregate Liquidation Amount of all of the then outstanding Notes Series 5 Preferred LP Units shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorumSeries 5 Preferred LP Units. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Series 5 Preferred LP Units, be dissolved. In any other case the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.211.2(a), except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of At the reconvening of an any meeting adjourned for lack of a quorum, the Holders of Series 5 Preferred LP Units entitled to vote at such meeting shall state expressly the percentage, as provided above, of the principal amount of the outstanding Notes which present in person or by proxy shall constitute a quorumquorum for the taking of any action set forth in the notice of the original meeting. Except as limited by the proviso to Section 8.2, any resolution presented at to a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least representing not less than a majority in principal amount of the outstanding Notesaggregate Liquidation Amount of Series 5 Preferred LP Units represented at such meeting in person or by proxy; provided, however, that, except as limited by the proviso to Section 8.2, that any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the Indenture this Guarantee expressly provides may be made, given or taken by the Holders of a specified percentage, percentage which is more or less than a majority, in principal amount majority of the aggregate Liquidation Amount of all of the then outstanding Notes Series 5 Preferred LP Units, the same may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid by the affirmative vote of the Holders of not less than such specified percentage in principal amount of the aggregate Liquidation Amount of all of the then outstanding NotesSeries 5 Preferred LP Units. Any such resolution passed or decision taken at any meeting of Holders of Series 5 Preferred LP Units duly held in accordance with this Section 9.4 shall be binding on all the HoldersHolders of Series 5 Preferred LP Units, whether or not such Holders were present or represented at the meeting.
Appears in 1 contract
Samples: Guarantee Indenture (Brookfield Renewable Energy Partners L.P.)
Quorum; Action. The persons Persons entitled to vote at least a majority in principal amount of the then outstanding Notes shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorum. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of Holders, be dissolved. In any other case case, the meeting 45 may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meetingmeeting (subject to repeated applications of this sentence). Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.28.02(1), except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, percentage of the principal amount of the then outstanding Notes which shall constitute a quorum. Except as limited by Subject to the proviso foregoing, at the reconvening of any meeting adjourned for a lack of a quorum, the Persons entitled to Section 8.2, any resolution presented at a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority 25% in principal amount of the then outstanding Notes; provided, however, that, except as limited by Notes at the proviso to Section 8.2, time shall constitute a quorum for the taking of any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which set forth in the Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is less than a majority, in principal amount notice of the outstanding Notes may be adopted at original meeting. At a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid aforesaid, any resolution and all matters (other than a covenant or condition which under Section 9.02 cannot be modified or amended without the consent of the Holder of each outstanding Note affected) shall be effectively passed and decided if passed or decided by the affirmative vote lesser of (i) the Holders of such specified percentage not less than a majority in principal amount of then outstanding Notes and (ii) the Persons entitled to vote not less than 66-?% in principal amount of then outstanding NotesNotes represented and entitled to vote at such meeting. Any such resolution passed or decision decisions taken at any meeting of Holders duly held in accordance with this Section 9.4 shall be binding on all the Holders, Holders whether or not such Holders were present or represented at the meeting. The Trustee shall, in the name and at the expense of the Company, notify all the Holders of any such resolutions or decisions in accordance with Section 12.02.
Appears in 1 contract
Quorum; Action. The persons entitled to vote at least a majority in principal amount Holders representing not less than 25% of the aggregate Liquidation Amount of all of the then outstanding Notes Series 14 Preferred LP Units shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorumSeries 14 Preferred LP Units. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Series 14 Preferred LP Units, be dissolved. In any other case the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.211.2(a), except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of At the reconvening of an any meeting adjourned for lack of a quorum, the Holders of Series 14 Preferred LP Units entitled to vote at such meeting shall state expressly the percentage, as provided above, of the principal amount of the outstanding Notes which present in person or by proxy shall constitute a quorumquorum for the taking of any action set forth in the notice of the original meeting. Except as limited by the proviso to Section 8.2, any resolution presented at to a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least representing not less than a majority in principal amount of the outstanding Notesaggregate Liquidation Amount of Series 14 Preferred LP Units represented at such meeting in person or by proxy; provided, however, that, except as limited by the proviso to Section 8.2, that any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the Indenture this Guarantee expressly provides may be made, given or taken by the Holders of a specified percentage, percentage which is more or less than a majority, in principal amount majority of the aggregate Liquidation Amount of all of the then outstanding Notes Series 14 Preferred LP Units, the same may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid by the affirmative vote of the Holders of not less than such specified percentage in principal amount of the aggregate Liquidation Amount of all of the then outstanding NotesSeries 14 Preferred LP Units. Any such resolution passed or decision taken at any meeting of Holders of Series 14 Preferred LP Units duly held in accordance with this Section 9.4 shall be binding on all the HoldersHolders of Series 14 Preferred LP Units, whether or not such Holders were present or represented at the meeting.
Appears in 1 contract
Samples: Guarantee Indenture (Brookfield Renewable Partners L.P.)
Quorum; Action. The persons Persons entitled to vote at least a majority in principal amount of the outstanding Notes Outstanding Debentures shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorum. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of the Holders, be dissolved. In any other case the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.212.0, except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, percentage of the principal amount of the outstanding Notes Outstanding Debentures which shall constitute a quorum. Except as limited by Subject to the proviso to Section 8.2foregoing, at the reconvening of any resolution presented at meeting adjourned for a meeting or adjourned meeting duly reconvened at which lack of a quorum is present as aforesaid may be adopted only by the affirmative Persons entitled to vote of the Holders of at least a majority 25% in principal amount of the outstanding Notes; provided, however, that, except as limited by Outstanding Debentures at the proviso to Section 8.2, time shall constitute a quorum for the taking of any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which set forth in the Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is less than a majority, in principal amount notice of the outstanding Notes may be adopted at original meeting. At a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid aforesaid, any resolution and all matters (except as limited by the affirmative proviso to Section 11.02), shall be effectively passed and decided if passed or decided by the Persons entitled to vote of the Holders of such specified percentage a majority in principal amount of the outstanding NotesOutstanding Debentures represented and voting at such meeting. Any such resolution passed or decision taken at any meeting of the Holders duly held in accordance with this Section 9.4 shall be binding on all the Holders, whether or not such Holders were present or represented at the meeting.
Appears in 1 contract
Quorum; Action. The persons entitled to vote at least a majority in principal amount of the outstanding Notes shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorum. In the absence of a quorum within 30 minutes after the time appointed for any such meeting, the meeting shall, if convened at the request of Holders, be dissolved. In any other case the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.2, except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, of the principal amount of the outstanding Notes which shall constitute a quorum. Except as limited by the proviso to Section 8.2, any resolution presented at a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may will be permitted to be adopted only by the affirmative vote of the Holders of at least a majority in principal amount of the outstanding Notes; provided, however, that, except as limited by the proviso to Section 8.2, any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is less than a majority, in principal amount of the outstanding Notes may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid by the affirmative vote of the Holders of such specified percentage in principal amount of the outstanding Notes. Any such resolution passed or decision taken at any meeting of Holders duly held in accordance with this Section 9.4 shall be binding on all the Holders, whether or not such Holders were present or represented at the meeting.
Appears in 1 contract
Samples: First Supplemental Indenture (Essential Properties Realty Trust, Inc.)
Quorum; Action. The persons Persons entitled to vote at least a majority in principal amount of the outstanding Notes Outstanding Debentures shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorum. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Debentures, be dissolved. In any other case case, the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.28.2(a), except that such notice need be given only once and not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, percentage of the principal amount of the outstanding Notes Outstanding Debentures which shall constitute a quorum. Except as limited by Subject to the proviso foregoing, at the reconvening of any meeting adjourned for a lack of a quorum, the Persons entitled to Section 8.2, any resolution presented at a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority 25% in principal amount of the outstanding Notes; provided, however, that, except as limited by Outstanding Debentures at the proviso to Section 8.2, time shall constitute a quorum for the taking of any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which set forth in the Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is less than a majority, in principal amount notice of the outstanding Notes may be adopted at original meeting. At a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid aforesaid, any resolution and all matters (except as limited by the affirmative vote proviso to Section 7.02 of the Holders of such specified percentage Base Indenture shall be effectively passed and decided if passed or decided by the Persons entitled to vote not less than a majority in principal amount of the outstanding NotesOutstanding Debentures represented and voting at such meeting. Any such resolution passed or decision decisions taken at any meeting of Holders of Debentures duly held in accordance with this Section 9.4 shall be binding on all the HoldersHolders of Debentures, whether or not such Holders were present or represented at the meeting.
Appears in 1 contract
Samples: First Supplemental Senior Indenture (Teva Pharmaceutical Industries LTD)
Quorum; Action. The persons Persons entitled to vote at least a majority in aggregate principal amount of the outstanding Notes Outstanding Securities shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorum. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Securities, be dissolved. In any other case case, the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned reconvened meeting, such adjourned reconvened meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meetingreconvened meeting (subject to repeated applications of this sentence). Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.29.02(a), except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, percentage of the principal amount of the outstanding Notes Outstanding Securities which shall constitute a quorum. Except as limited by Subject to the proviso foregoing, at the reconvening of any meeting adjourned for a lack of a quorum, the Persons entitled to Section 8.2, any resolution presented at a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority 25% in aggregate principal amount of the outstanding Notes; provided, however, that, except as limited by Outstanding Securities at the proviso to Section 8.2, time shall constitute a quorum for the taking of any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which set forth in the Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is less than a majority, in principal amount notice of the outstanding Notes may be adopted at original meeting. At a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid aforesaid, any resolution and all matters (except as limited by the affirmative vote of the Holders of such specified percentage proviso to Section 8.02) shall be effectively passed and decided if passed or decided by not less than a majority in aggregate principal amount of the outstanding NotesOutstanding Securities represented and entitled to vote at such meeting. Any such resolution passed or decision decisions taken at any meeting of Holders of Securities duly held in accordance with this Section 9.4 shall be binding on all the HoldersHolders of Securities, whether or not such Holders were present or represented at the meeting. The Trustee shall, in the name and at the expense of the Company, notify all the Holders of Securities of any such resolutions or decisions pursuant to Section 1.06.
Appears in 1 contract
Samples: Indenture (Ventro Corp)
Quorum; Action. The persons Persons entitled to vote at least a majority in principal amount of the outstanding Notes Securities shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorum. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Securities, be dissolved. In any other case the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.210.02, except that such notice need be given only once and not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, percentage of the principal amount of the outstanding Notes Securities which shall constitute a quorum. Except as limited by Subject to the proviso foregoing, at the reconvening of any meeting adjourned for a lack of a quorum, the Persons entitled to Section 8.2, any resolution presented at a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority 25% in principal amount of the outstanding Notes; provided, however, that, except as limited by Securities at the proviso to Section 8.2, time shall constitute a quorum for the taking of any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which set forth in the Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is less than a majority, in principal amount notice of the outstanding Notes may be adopted at original meeting. At a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid aforesaid, any action or matter, except as otherwise specified herein, shall be effectively passed and decided if passed or decided by the affirmative Persons entitled to vote of the Holders of such specified percentage not less than a majority in principal amount of the outstanding NotesSecurities represented and voting at such meeting. Any such resolution action or matter passed or decision taken at any meeting of Holders of Securities duly held in accordance with this Section 9.4 10.05 shall be binding on all the HoldersHolders of Securities, whether or not such Holders were present or represented at the meeting.
Appears in 1 contract
Quorum; Action. The persons Persons entitled to vote at least a majority in principal amount of the outstanding Notes Securities shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorum. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Securities, be dissolved. In any other case the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.210.02, except that such notice need be given only once and not less than five days prior to the date on which the meeting is 73 66 scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, percentage of the principal amount of the outstanding Notes Securities which shall constitute a quorum. Except as limited by Subject to the proviso foregoing, at the reconvening of any meeting adjourned for a lack of a quorum, the Persons entitled to Section 8.2, any resolution presented at a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority 25% in principal amount of the outstanding Notes; provided, however, that, except as limited by Securities at the proviso to Section 8.2, time shall constitute a quorum for the taking of any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which set forth in the Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is less than a majority, in principal amount notice of the outstanding Notes may be adopted at original meeting. At a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid aforesaid, any action or matter, except as otherwise specified herein, shall be effectively passed and decided if passed or decided by the affirmative Persons entitled to vote of the Holders of such specified percentage not less than a majority in principal amount of the outstanding NotesSecurities represented and voting at such meeting. Any such resolution action or matter passed or decision taken at any meeting of Holders of Securities duly held in accordance with this Section 9.4 10.05 shall be binding on all the HoldersHolders of Securities, whether or not such Holders were present or represented at the meeting.
Appears in 1 contract
Quorum; Action. The persons entitled to vote at least a majority in principal amount Holders representing not less than 25% of the aggregate Liquidation Amount of all of the then outstanding Notes Series 18 Preferred LP Units shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorumSeries 18 Preferred LP Units. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Series 18 Preferred LP Units, be dissolved. In any other case the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.211.2(a), except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of At the reconvening of an any meeting adjourned for lack of a quorum, the Holders of Series 18 Preferred LP Units entitled to vote at such meeting shall state expressly the percentage, as provided above, of the principal amount of the outstanding Notes which present in person or by proxy shall constitute a quorumquorum for the taking of any action set forth in the notice of the original meeting. Except as limited by the proviso to Section 8.2, any resolution presented at to a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least representing not less than a majority in principal amount of the outstanding Notesaggregate Liquidation Amount of Series 18 Preferred LP Units represented at such meeting in person or by proxy; provided, however, that, except as limited by the proviso to Section 8.2, that any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the Indenture this Guarantee expressly provides may be made, given or taken by the Holders of a specified percentage, percentage which is more or less than a majority, in principal amount majority of the aggregate Liquidation Amount of all of the then outstanding Notes Series 18 Preferred LP Units, the same may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid by the affirmative vote of the Holders of not less than such specified percentage in principal amount of the aggregate Liquidation Amount of all of the then outstanding NotesSeries 18 Preferred LP Units. Any such resolution passed or decision taken at any meeting of Holders of Series 18 Preferred LP Units duly held in accordance with this Section 9.4 shall be binding on all the HoldersHolders of Series 18 Preferred LP Units, whether or not such Holders were present or represented at the meeting.
Appears in 1 contract
Samples: Guarantee Indenture (Brookfield Renewable Partners L.P.)
Quorum; Action. The persons entitled to vote at least a majority in principal amount Holders representing not less than 25% of the aggregate Liquidation Amount of all of the then outstanding Notes Series 10 Preferred LP Units shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorumSeries 10 Preferred LP Units. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Series 10 Preferred LP Units, be dissolved. In any other case the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.211.2(a), except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of At the reconvening of an any meeting adjourned for lack of a quorum, the Holders of Series 10 Preferred LP Units entitled to vote at such meeting shall state expressly the percentage, as provided above, of the principal amount of the outstanding Notes which present in person or by proxy shall constitute a quorumquorum for the taking of any action set forth in the notice of the original meeting. Except as limited by the proviso to Section 8.2, any resolution presented at to a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least representing not less than a majority in principal amount of the outstanding Notesaggregate Liquidation Amount of Series 10 Preferred LP Units represented at such meeting in person or by proxy; provided, however, that, except as limited by the proviso to Section 8.2, that any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the Indenture this Guarantee expressly provides may be made, given or taken by the Holders of a specified percentage, percentage which is more or less than a majority, in principal amount majority of the aggregate Liquidation Amount of all of the then outstanding Notes Series 10 Preferred LP Units, the same may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid by the affirmative vote of the Holders of not less than such specified percentage in principal amount of the aggregate Liquidation Amount of all of the then outstanding NotesSeries 10 Preferred LP Units. Any such resolution passed or decision taken at any meeting of Holders of Series 10 Preferred LP Units duly held in accordance with this Section 9.4 shall be binding on all the HoldersHolders of Series 10 Preferred LP Units, whether or not such Holders were present or represented at the meeting.
Appears in 1 contract
Samples: Guarantee Indenture (Brookfield Renewable Partners L.P.)
Quorum; Action. The persons entitled to vote at least a majority in principal amount Holders representing not less than 25% of the aggregate Liquidation Amount of all of the then outstanding Notes Series 7 Preferred LP Units shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorumSeries 7 Preferred LP Units. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Series 7 Preferred LP Units, be dissolved. In any other case the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.211.2(a), except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of At the reconvening of an any meeting adjourned for lack of a quorum, the Holders of Series 7 Preferred LP Units entitled to vote at such meeting shall state expressly the percentage, as provided above, of the principal amount of the outstanding Notes which present in person or by proxy shall constitute a quorumquorum for the taking of any action set forth in the notice of the original meeting. Except as limited by the proviso to Section 8.2, any resolution presented at to a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least representing not less than a majority in principal amount of the outstanding Notesaggregate Liquidation Amount of Series 7 Preferred LP Units represented at such meeting in person or by proxy; provided, however, that, except as limited by the proviso to Section 8.2, that any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the Indenture this Guarantee expressly provides may be made, given or taken by the Holders of a specified percentage, percentage which is more or less than a majority, in principal amount majority of the aggregate Liquidation Amount of all of the then outstanding Notes Series 7 Preferred LP Units, the same may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid by the affirmative vote of the Holders of not less than such specified percentage in principal amount of the aggregate Liquidation Amount of all of the then outstanding NotesSeries 7 Preferred LP Units. Any such resolution passed or decision taken at any meeting of Holders of Series 7 Preferred LP Units duly held in accordance with this Section 9.4 shall be binding on all the HoldersHolders of Series 7 Preferred LP Units, whether or not such Holders were present or represented at the meeting.
Appears in 1 contract
Samples: Guarantee Indenture (Brookfield Renewable Energy Partners L.P.)
Quorum; Action. The persons Persons entitled to vote at least a majority in principal amount of the outstanding Notes Outstanding Securities shall constitute a quorum for a meeting of Holders; provided, however, that if any action is to be taken at the meeting with respect to a consent or waiver which may be given by the Holders of not less than a specified percentage in principal amount of the outstanding Notes, the persons holding or representing the specified percentage in principal amount of the outstanding Notes will constitute a quorum. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Securities, be dissolved. In any other case case, the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meetingmeeting (subject to repeated applications of this sentence). Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.27.02(a), except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an adjourned meeting shall state expressly the percentage, as provided above, percentage of the principal amount of the outstanding Notes Outstanding Securities which shall constitute a quorum. Except as limited by Subject to the proviso foregoing, at the reconvening of any meeting adjourned for a lack of a quorum, the Persons entitled to Section 8.2, any resolution presented at a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least a majority 25% in principal amount of the outstanding Notes; provided, however, that, except as limited by Outstanding Securities at the proviso to Section 8.2, time shall constitute a quorum for the taking of any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which set forth in the Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is less than a majority, in principal amount notice of the outstanding Notes may be adopted at original meeting. At a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid aforesaid, any resolution and all matters (except as limited by the affirmative proviso to Section 6.02) shall be effectively passed and decided if passed or decided by the Persons entitled to vote of the Holders of such specified percentage not less than a majority in aggregate principal amount of the outstanding NotesOutstanding Securities represented and entitled to vote at such meeting. Any such resolution passed or decision decisions taken at any meeting of Holders of Securities duly held in accordance with this Section 9.4 shall be binding on all the HoldersHolders of Securities and coupons, whether or not such Holders were present or represented at the meeting. The Trustee shall, in the name and at the expense of the Company, notify all the Holders of Securities of any such resolutions or decisions pursuant to Section 1.06.
Appears in 1 contract
Samples: Indenture (Macerich Co)
Quorum; Action. The persons Persons entitled to vote at least a majority in principal amount (or principal amount at maturity, as applicable) of the outstanding Notes Outstanding Securities of a series shall constitute a quorum for a meeting of HoldersHolders of Securities of such series; provided, however, that that, if any action is to be taken at the such meeting with respect to a consent or waiver which this Indenture expressly provides may be given by the Holders of not less than a specified percentage in principal amount (or principal amount at maturity, as applicable) of the outstanding NotesOutstanding Securities of a series, the persons holding or representing the Persons entitled to vote such specified percentage in principal amount (or principal amount at maturity, as applicable) of the outstanding Notes will Outstanding Securities of such series shall constitute a quorum. In the absence of a quorum within 30 minutes after of the time appointed for any such meeting, the meeting shall, if convened at the request of HoldersHolders of Securities of such series, be dissolved. In any other case the meeting may be adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such meeting. In the absence of a quorum at any such adjourned meeting, such adjourned meeting may be further adjourned for a period of not less than 10 days as determined by the chairman of the meeting prior to the adjournment of such adjourned meeting. Notice of the reconvening of any adjourned meeting shall be given as provided in Section 9.215.2(a), except that such notice need be given only once not less than five days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of an any adjourned meeting shall state expressly the percentage, as provided above, of the principal amount (or principal amount at maturity, as applicable) of the outstanding Notes Outstanding Securities of such series which shall constitute a quorum. Subject to the foregoing, at the reconvening of any meeting adjourned for lack of a quorum the Persons entitled to vote 25% in principal amount (or principal amount at maturity, as applicable) of the Outstanding Securities at the time shall constitute a quorum for the taking of any action set forth in the notice of the original meeting. Except as limited by the proviso to Section 8.29.2, any resolution presented at to a meeting or adjourned meeting duly reconvened at which a quorum is present as aforesaid may be adopted only by the affirmative vote of the Holders of at least not less than a majority in principal amount (or principal amount at maturity, as applicable) of the outstanding NotesOutstanding Securities of that series; provided, however, that, except as limited by the proviso to Section 8.29.2, any resolution with respect to any request, demand, authorization, direction, notice, consent, waiver or other action which the this Indenture expressly provides may be made, given or taken by the Holders of a specified percentage, which is less than a majority, in principal amount (or principal amount at maturity, as applicable) of the outstanding Notes Outstanding Securities of a series may be adopted at a meeting or an adjourned meeting duly reconvened and at which a quorum is present as aforesaid by the affirmative vote of the Holders of not less than such specified percentage in principal amount (or principal amount at maturity, as applicable) of the outstanding NotesOutstanding Securities of that series. Any such resolution passed or decision taken at any meeting of Holders of Securities of any series duly held in accordance with this Section 9.4 15.4 shall be binding on all the HoldersHolders of Securities of such series and the related coupons, whether or not such Holders were present or represented at the meeting. Notwithstanding the foregoing provisions of this Section 15.4, if any action is to be taken at a meeting of Holders of Securities of any series with respect to any request, demand, authorization, direction, notice, consent, waiver or other action that this Indenture expressly provides may be made, given or taken by the Holders of a specified percentage in principal amount (or principal amount at maturity, as applicable) of all Outstanding Securities affected thereby, or of the Holders of such series and one or more additional series:
(i) there shall be no minimum quorum requirement for such meeting; and
(ii) the principal amount (or principal amount at maturity, as applicable) of the Outstanding Securities of such series that vote in favor of such request, demand, authorization, direction, notice, consent, waiver or other action shall be taken into account in determining whether such request, demand, authorization, direction, notice, consent, waiver or other action has been made, given or taken under this Indenture.
Appears in 1 contract
Samples: Indenture Agreement (Protection One Alarm Monitoring Inc)