Common use of Quorum and Voting Clause in Contracts

Quorum and Voting. The presence, in person or by proxy, of holders of a majority of the Voting Eligible Limited Partner Units of the class or classes for which a meeting has been called (including Voting Eligible Limited Partner Units deemed owned by the General Partner) shall constitute a quorum at a meeting of Limited Partners of such class or classes unless any such action by the Limited Partners requires approval by holders of a greater percentage of such Limited Partner Units, in which case the quorum shall be such greater percentage. At any meeting of the Limited Partners duly called and held in accordance with this Agreement at which a quorum is present, the act of Limited Partners holding Voting Eligible Limited Partner Units that in the aggregate represent a majority of the Voting Eligible Limited Partner Units entitled to vote at such meeting shall be deemed to constitute the act of all Limited Partners, unless a different percentage or class vote is required with respect to such action under the provisions of this Agreement, in which case the act of the Limited Partners holding Voting Eligible Limited Partner Units that in the aggregate represent at least such different percentage, or the act of the Limited Partners holding the requisite percentage of the necessary class, shall be required. The Limited Partners present at a duly called or held meeting at which a quorum is present may continue to transact business until adjournment, notwithstanding the exit of enough Limited Partners to leave less than a quorum, if any action taken (other than adjournment) is approved by the required percentage of Voting Eligible Limited Partner Units or class of Limited Partners specified in this Agreement.

Quorum and Voting. The presence, in person or by proxy, of holders of a majority 33 1⁄3% of the Voting Eligible Limited Partner Outstanding Units of the class class, classes or classes series for which a meeting has been called (including Voting Eligible Limited Partner Outstanding Units deemed owned by the General PartnerPartner and its Affiliates) represented in person or by proxy shall constitute a quorum at a meeting of Limited Partners of such class class, classes or classes series unless any such action by the Limited Partners requires approval by holders of a greater percentage of such Limited Partner Units, in which case the quorum shall be such greater percentage, provided, however, that the Series A Preferred Units shall not be considered for purposes of determining whether a quorum is present for purposes of electing directors. At any meeting of the Limited Partners duly called and held in accordance with this Agreement at which a quorum is present, the act of Limited Partners holding Voting Eligible Limited Partner Outstanding Units that in the aggregate represent a majority of the Voting Eligible Limited Partner Outstanding Units entitled to vote and present in person or by proxy at such meeting shall be deemed to constitute the act of all Limited Partners, unless a greater or different percentage or class vote is required with respect to such action under the provisions of this Agreement, in which case the act of the Limited Partners holding Voting Eligible Limited Partner Outstanding Units that in the aggregate represent at least such greater or different percentage, or the act of the Limited Partners holding the requisite percentage of the necessary class, shall be required. The Limited Partners present at a duly called or held meeting at which a quorum is present may continue to transact business until adjournment, notwithstanding the exit withdrawal of enough Limited Partners to leave less than a quorum, if any action taken (other than adjournment) is approved by the required percentage of Voting Eligible Limited Outstanding Units specified in this Agreement (including Outstanding Units deemed owned by the General Partner Units or class and its Affiliates). In the absence of a quorum, any meeting of Limited Partners specified may be adjourned from time to time by the affirmative vote of holders of at least a majority of the Outstanding Units entitled to vote at such meeting (including Outstanding Units deemed owned by the General Partner and its Affiliates) and represented either in this Agreementperson or by proxy, but no other business may be transacted, except as provided in Section 13.7.

Quorum and Voting. The presence, in person or by proxy, of holders of a majority of the Voting Eligible Limited Partner Units Interests of the class or classes for which a meeting has been called (including Voting Eligible Limited Partner Units deemed owned represented in person or by the General Partner) proxy shall constitute a quorum at a meeting of Limited Partners of such class or classes unless any such action by the Limited Partners requires approval by holders of a greater percentage of such Limited Partner UnitsInterests, in which case the quorum shall be such greater percentage. At any meeting of the Limited Partners duly called and held in accordance with this Agreement at which a quorum is present, the act of Limited Partners holding Voting Eligible Limited Partner Units Interests that in the aggregate represent a majority of the Voting Eligible Limited Partner Units Interests entitled to vote and be present in person or by proxy at such meeting shall be deemed to constitute the act of all Limited Partners, unless a greater or different percentage or class vote is required with respect to such action under the provisions of this Agreement, in which case the act of the Limited Partners holding Voting Eligible Limited Partner Units Interests that in the aggregate represent at least such greater or different percentage, or the act of the Limited Partners holding the requisite percentage of the necessary class, shall be required. The Limited Partners present at a duly called or held meeting at which a quorum is present may continue to transact business until adjournment, notwithstanding the exit withdrawal of enough Limited Partners to leave less than a quorum, if any action taken (other than adjournment) is approved by the required percentage of Voting Eligible Limited Partner Units or class of Limited Partners Interests specified in this Agreement. In the absence of a quorum, any meeting of Limited Partners may be adjourned from time to time by the affirmative vote of holders of at least a majority of the Limited Partner Interests entitled to vote at such meeting represented either in person or by proxy, but no other business may be transacted, except as provided in Section 13.7.

Quorum and Voting. The presence, in person or by proxy, of holders of a majority of the Voting Eligible Limited Partner Outstanding Units of the class or classes for which a meeting has been called (including Voting Eligible Limited Partner Outstanding Units deemed owned by the General PartnerManaging Member and its Affiliates) shall constitute a quorum at a meeting of Limited Partners Non-Managing Members of such class or classes unless any such action by the Limited Partners Non-Managing Members requires approval by holders of a greater percentage of such Limited Partner Units, in which case the quorum shall be such greater percentage. At any meeting of the Limited Partners Non-Managing Members duly called and held in accordance with this Agreement at which a quorum is present, the act of Limited Partners Non-Managing Members holding Voting Eligible Limited Partner Outstanding Units that in the aggregate represent a majority of the Voting Eligible Limited Partner Outstanding Units entitled to vote at such meeting shall be deemed to constitute the act of all Limited PartnersNon-Managing Members, unless a different percentage or class vote is required with respect to such action under the provisions of this Agreement, in which case the act of the Limited Partners Non-Managing Members holding Voting Eligible Limited Partner Outstanding Units that in the aggregate represent at least such different percentage, percentage or the act of the Limited Partners Members holding the requisite percentage of the necessary class, as applicable, shall be required. The Limited Partners Non-Managing Members present at a duly called or held meeting at which a quorum is present may continue to transact business until adjournment, notwithstanding the exit of enough Limited Partners Non-Managing Members to leave less than a quorum, if any action taken (other than adjournment) is approved by the required percentage of Voting Eligible Limited Partner Outstanding Units or class the act of Limited Partners the Members holdings the requisite percentage of the necessary class, as applicable, specified in this Agreement.

Quorum and Voting. The presence, in person or by proxy, of holders of a majority of the Voting Eligible Limited Partner Units Outstanding Shares of the class or classes for which a meeting has been called (including Voting Eligible Limited Partner Units Outstanding Shares deemed owned by the General PartnerPartner and its Affiliates) shall constitute a quorum at a meeting of Limited Partners Shareholders of such class or classes unless any such action by the Limited Partners Shareholders requires approval by holders of a greater different percentage of such Limited Partner UnitsShares, in which case the quorum shall be such greater different percentage. At any meeting of the Limited Partners Shareholders duly called and held in accordance with this Agreement at which a quorum is present, the act of Limited Partners Shareholders holding Voting Eligible Limited Partner Units Outstanding Shares that in the aggregate represent a majority of the Voting Eligible Limited Partner Units Outstanding Shares entitled to vote at such meeting shall be deemed to constitute the act of all Limited PartnersShareholders, unless a different percentage or class vote is required with respect to such action under the provisions of this Agreement, in which case the act of the Limited Partners Shareholders holding Voting Eligible Limited Partner Units Outstanding Shares that in the aggregate represent at least such different percentagepercentage shall be required; provided, however, that if, as a matter of law or the act provision of the Limited this Agreement, approval by plurality vote of Partners holding the requisite percentage of the necessary class(or any class thereof) is required to approve any action, no minimum quorum shall be required. The Limited Partners Shareholders present at a duly called or held meeting at which a quorum is present may continue to transact business until adjournment, notwithstanding the exit of enough Limited Partners Shareholders to leave less than a quorum, if any action taken (other than adjournment) is approved by the required percentage of Voting Eligible Limited Partner Units or class of Limited Partners Outstanding Shares specified in this Agreement.

Quorum and Voting. The presence, in person or by proxy, of holders of a majority 33⅓% of the Voting Eligible Limited Partner Outstanding Units of the class or classes for which a meeting has been called (including Voting Eligible Limited Partner Outstanding Units deemed owned by the General PartnerSeadrill Member) represented in person or by proxy shall constitute a quorum at a meeting of Limited Partners Non-Seadrill Members of such class or classes unless any such action by the Limited Partners Non- Seadrill Members requires approval by holders of a greater percentage of such Limited Partner Units, in which case the quorum shall be such greater percentage. At any meeting of the Limited Partners Non-Seadrill Members duly called and held in accordance with this Agreement at which a quorum is present, the act of Limited Partners Non-Seadrill Members holding Voting Eligible Limited Partner Outstanding Units that in the aggregate represent a majority of the Voting Eligible Limited Partner Outstanding Units entitled to vote and present in person or by proxy at such meeting shall be deemed to constitute the act of all Limited PartnersNon-Seadrill Members, unless a greater or different percentage or class vote is required with respect to such action under the provisions of this Agreement, in which case the act of the Limited Partners Non-Seadrill Members holding Voting Eligible Limited Partner Outstanding Units that in the aggregate represent at least such greater or different percentage, or the act of the Limited Partners holding the requisite percentage of the necessary class, shall be required. The Limited Partners Non-Seadrill Members present at a duly called or held meeting at which a quorum is present may continue to transact business until adjournment, notwithstanding the exit withdrawal of enough Limited Partners Non-Seadrill Members to leave less than a quorum, if any action taken (other than adjournment) is approved by the required percentage of Voting Eligible Limited Partner Outstanding Units or class of Limited Partners specified in this AgreementAgreement (including Outstanding Units deemed owned by the Seadrill Member). In the absence of a quorum, any meeting of Non-Seadrill Members may be adjourned from time to time by the affirmative vote of holders of at least a majority of the Outstanding Units entitled to vote at such meeting (including Outstanding Units deemed owned by the Seadrill Member) and represented either in person or by proxy, but no other business may be transacted, except as provided in Section 13.7.

Quorum and Voting. The presence, in person or by proxy, of holders of a majority of the Voting Eligible Limited Partner Outstanding Units of the class or classes for which a meeting has been called (including Voting Eligible Limited Partner the Outstanding Units owned or deemed owned by the General PartnerPartner or any of its Affiliates) represented in person or by proxy shall constitute a quorum at a meeting of Limited Partners of such class or classes unless any such action by the Limited Partners requires approval by holders of a greater percentage of such Limited Partner Units, in which case the quorum shall be such greater percentage. At any meeting of the Limited Partners duly called and held in accordance with this Agreement at which a quorum is present, the act of Limited Partners holding Voting Eligible Limited Outstanding Units, including Outstanding Units deemed owned by the General Partner Units or its Affiliates, that in the aggregate represent a majority of the Voting Eligible Limited Partner Units entitled to vote votes cast (whether in person or by proxy) at such meeting shall be deemed to constitute the act of all Limited Partners, unless a greater or different percentage or class vote is required with respect to such action under the provisions of this Agreement, in which case the act of the Limited Partners holding Voting Eligible Limited Partner Outstanding Units that in the aggregate represent at least such greater or different percentage, or the act of the Limited Partners holding the requisite percentage of the necessary class, shall be required. The Limited Partners present at a duly called or held meeting at which a quorum is present may continue to transact business until adjournment, notwithstanding the exit withdrawal of enough Limited Partners to leave less than a quorum, if any action taken (other than adjournment) is approved by the required percentage of Voting Eligible Limited Outstanding Units specified in this Agreement (including Outstanding Units deemed owned by the General Partner Units or class any of its Affiliates). In the absence of a quorum, any meeting of Limited Partners specified may be adjourned from time to time by the affirmative vote of Limited Partners holding Outstanding Units, including Outstanding Units deemed owned by the General Partner or its Affiliates, that in this Agreementthe aggregate represent a majority of the votes cast (whether in person or by proxy) at such meeting, but no other business may be transacted, except as provided in Section 13.7.

Quorum and Voting. The presence, in person or by proxy, of holders of a majority 33 1∕3% of the Voting Eligible Limited Partner Outstanding Units of the class class, classes or classes series for which a meeting has been called (including Voting Eligible Limited Partner Outstanding Units deemed owned by the General PartnerPartner and its Affiliates) represented in person or by proxy shall constitute a quorum at a meeting of Limited Partners of such class class, classes or classes series unless any such action by the Limited Partners requires approval by holders of a greater percentage of such Limited Partner Units, in which case the quorum shall be such greater percentage, provided, however, that the Series A Preferred Units shall not be considered for purposes of determining whether a quorum is present for purposes of electing directors. At any meeting of the Limited Partners duly called and held in accordance with this Agreement at which a quorum is present, the act of Limited Partners holding Voting Eligible Limited Partner Outstanding Units that in the aggregate represent a majority of the Voting Eligible Limited Partner Outstanding Units entitled to vote and present in person or by proxy at such meeting shall be deemed to constitute the act of all Limited Partners, unless a greater or different percentage or class vote is required with respect to such action under the provisions of this Agreement, in which case the act of the Limited Partners holding Voting Eligible Limited Partner Outstanding Units that in the aggregate represent at least such greater or different percentage, or the act of the Limited Partners holding the requisite percentage of the necessary class, shall be required. The Limited Partners present at a duly called or held meeting at which a quorum is present may continue to transact business until adjournment, notwithstanding the exit withdrawal of enough Limited Partners to leave less than a quorum, if any action taken (other than adjournment) is approved by the required percentage of Voting Eligible Limited Outstanding Units specified in this Agreement (including Outstanding Units deemed owned by the General Partner Units or class and its Affiliates). In the absence of a quorum, any meeting of Limited Partners specified may be adjourned from time to time by the affirmative vote of holders of at least a majority of the Outstanding Units entitled to vote at such meeting (including Outstanding Units deemed owned by the General Partner and its Affiliates) and represented either in this Agreementperson or by proxy, but no other business may be transacted, except as provided in Section 13.7.

Quorum and Voting. The presence, in person or by proxy, of holders of a majority 33 1/3% of the Voting Eligible Limited Partner Outstanding Units of the class or classes for which a meeting has been called (including Voting Eligible Limited Partner Outstanding Units deemed owned by the General PartnerSeadrill Member) represented in person or by proxy shall constitute a quorum at a meeting of Limited Partners Non-Seadrill Members of such class or classes unless any such action by the Limited Partners Non-Seadrill Members requires approval by holders of a greater percentage of such Limited Partner Units, in which case the quorum shall be such greater percentage. At any meeting of the Limited Partners Non-Seadrill Members duly called and held in accordance with this Agreement at which a quorum is present, the act of Limited Partners Non-Seadrill Members holding Voting Eligible Limited Partner Outstanding Units that in the aggregate represent a majority of the Voting Eligible Limited Partner Outstanding Units entitled to vote and present in person or by proxy at such meeting shall be deemed to constitute the act of all Limited PartnersNon-Seadrill Members, unless a greater or different percentage or class vote is required with respect to such action under the provisions of this Agreement, in which case the act of the Limited Partners Non-Seadrill Members holding Voting Eligible Limited Partner Outstanding Units that in the aggregate represent at least such greater or different percentage, or the act of the Limited Partners holding the requisite percentage of the necessary class, shall be required. The Limited Partners Non-Seadrill Members present at a duly called or held meeting at which a quorum is present may continue to transact business until adjournment, notwithstanding the exit withdrawal of enough Limited Partners Non-Seadrill Members to leave less than a quorum, if any action taken (other than adjournment) is approved by the required percentage of Voting Eligible Limited Partner Outstanding Units or class of Limited Partners specified in this AgreementAgreement (including Outstanding Units deemed owned by the Seadrill Member). In the absence of a quorum, any meeting of Non-Seadrill Members may be adjourned from time to time by the affirmative vote of holders of at least a majority of the Outstanding Units entitled to vote at such meeting (including Outstanding Units deemed owned by the Seadrill Member) and represented either in person or by proxy, but no other business may be transacted, except as provided in Section 13.7.