Resignation of Voting Trustee Sample Clauses

Resignation of Voting Trustee. 3.2.1 The Voting Trustee may resign at any time on 30 days written notice to the Corporation and each Shareholder. 3.2.2 The Voting Trustee will be deemed to have immediately resigned, without any notice being required: (a) upon his or her death; (b) in case of disability that prevents him or her from properly performing his or her functions hereunder; (c) where he, she, or it files a voluntary petition in bankruptcy or files a voluntary petition or files any proposal or notice of intent to file a proposal, or files any application or otherwise commences any action or proceeding seeking reorganization, arrangement, consolidation or readjustment of its debts or which seeks to stay or has the effect of staying any creditors, or for any other relief under the Bankruptcy and Insolvency Act (Canada) or the Companies Creditors Arrangement Act (Canada) or under any other bankruptcy, insolvency, liquidation, winding-up, corporate or similar statute or law, provincial, state or federal, now or hereafter existing, or consents to, approves of or acquiesces in any such petition, proposal, action or proceeding; or (d) where he or she is a director or officer of the Corporation, upon his or her ceasing to be a director or officer of the Corporation. 3.2.3 The resignation of the appointment of the Voting Trustee in accordance with Section 3.2.1 will not be effective until a successor Voting Trustee has been appointed by the Corporation, but in any case no later than 60 days from the date that the written notice as set out in Section 3.2.1 has been delivered in accordance with Article 5. Immediately upon resignation of the Voting Trustee in accordance with Section 3.2.1, the Corporation will provide notice thereof to the Shareholders.
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Resignation of Voting Trustee. The Voting Trustee may at any time resign by delivering to the owners of the Voting Trust Certificates and Pledged Shares, its resignation in writing, to take effect not less than ten (10) days after delivery. Promptly following the effectiveness of such resignation, the Voting Trustee shall transfer any property held by the Voting Trustee to the successor Voting Trustee.
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Resignation of Voting Trustee. In the case of the Voting Trustee’s resignation pursuant to Section 2.8(a), its only duty shall be to hold and dispose of the Escrow Shares in accordance with the original provisions of this Agreement until a successor Voting Trustee shall be appointed by WRAIR, subject to acceptance by Iomai, not to be unreasonably withheld, and a written notice of the name and address of such successor Voting Trustee shall be given to the Voting Trustee by an authorized representative or counsel for WRAIR, whereupon the Voting Trustee’s only duty shall be to turn over, in accordance with the written instructions of an authorized representative or counsel for WRAIR and Iomai, to the successor Voting Trustee the Escrow Shares. In the event that the Voting Trustee shall not have received instructions in accordance with the preceding sentence within thirty (30) days following its notice of resignation to WRAIR and Iomai, the Voting Trustee may deposit the Escrow Shares with any Federal court in the District of Columbia, United States of America with competent jurisdiction, at which time the Voting Trustee shall be released from any further obligation hereunder.
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Resignation of Voting Trustee. And Distribution Of Shares) shall not apply and shall not have any force and effect after such public offering; (iii) each Beneficiary may request that the Voting Trustee sell on the public market all or part of the shares of HMC attributable to such Beneficiary at the best execution price reasonably attainable by such Voting Trustee, subject to any lock-up provisions restricting the sale of such shares and federal or state securities restrictions in making such sales; and the Voting Trustee shall distribute the net proceeds from such sales to such Beneficiaries within a reasonable time after the receipt of the proceeds from such sale; (v) notwithstanding Section 3.2 (Voting Restrictions), the Voting Trustee has the authority to vote to amend the articles of HMC to permit the elimination of cumulative voting upon a public offering by HMC; and (vi) the provision of the last phrase of Paragraph 3.4 (Company Notices And Financial Information) requiring the Voting Trustee to forward a copy of the monthly internal financial statement package shall not apply and shall have no force an effect.
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Resignation of Voting Trustee. The Voting Trustee may resign its position as such by giving written notice to the Stockholder. Such resignation shall become effective on the day specified in such notice or upon the election or appointment of such Voting Trustee's successor and such successor's acceptance of such election or appointment, whichever is earlier.
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Resignation of Voting Trustee. The Voting Trustee may at ----------------------------- any time resign by delivering to (i) the owners of the Voting Trust Certificates and Pledged Shares and (ii) GE, his resignation in writing, to take effect not less than ten days after delivery. Such notice of resignation shall specify the time and manner of delivery of certificates representing Shares following the surrender and cancellation of the respective Voting Trust Certificates as described in Section 7(c) below. Promptly following the effectiveness of such resignation, the Voting Trustee shall transfer any property held by the Voting Trustee to the successor Voting Trustee.
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Related to Resignation of Voting Trustee

  • Resignation of Directors A director may resign at any time by delivering written notice to the Board, its Chairman (as hereinafter defined), if any, or the Company. A resignation shall be effective when the notice is delivered unless the notice specifies a later effective date.

  • Resignation of Trustee Any Trustee hereunder may resign by a notice in writing delivered to the Grantor, if the Grantor is then living, and, after the Grantor’s death, to all current Beneficiaries of the Trust.

  • Appointment as Proxy Voting Agent Subject to and in accordance with the provisions hereof, the Trustees hereby appoint Subadviser as the Fund’s proxy voting agent, and hereby delegate to Subadviser discretionary authority to vote all proxies solicited by or with respect to issuers of securities in which the assets of the Fund may be invested from time to time. Subadviser may act as the Fund’s proxy voting agent directly or Subadviser may (in whole or in part) employ a third-party to vote proxies on behalf of the Fund, provided, however, that in either case, Subadviser shall be responsible for voting all proxies on behalf of the Fund. Upon sixty (60) days written notice to Subadviser, the Trustees may at any time withdraw the authority granted to Subadviser pursuant to this Section 1.3 to perform any or all of the proxy voting services contemplated hereby.

  • Resignation of Agent The Agent may resign at any time on ten (10) days’ prior notice, so long as a successor Agent, reasonably satisfactory to the Note Holders (it being agreed that a Servicer, the Trustee or a Certificate Administrator in a Securitization is satisfactory to the Note Holders), has agreed to be bound by this Agreement and perform the duties of the Agent hereunder. The Initial Agent may transfer its rights and obligations to a Servicer, the Trustee or the Certificate Administrator, as successor Agent, at any time without the consent of any Note Holder. Notwithstanding the foregoing, the Note Holders hereby agree that, simultaneously with the closing of the Lead Securitization, the Master Servicer shall be deemed to have been automatically appointed as the successor Agent under this Agreement in place of the Initial Agent or any successor thereto prior to such Securitization without any further notice or other action. The termination or resignation of such Master Servicer, as Master Servicer under the Lead Securitization Servicing Agreement, shall be deemed a termination or resignation of such Master Servicer as Agent under this Agreement, and any successor master servicer shall be deemed to have been automatically appointed as the successor Agent under this Agreement in place thereof without any further notice or other action.

  • Resignation of NCPS NCPS may resign and be discharged from the performance of its duties hereunder at any time by giving fifteen (15) business days prior written notice to the Broker and the Issuer specifying a date when such resignation shall take effect. Upon any such notice of resignation, the Broker and Issuer jointly shall appoint a successor NCPS hereunder prior to the effective date of such resignation. The retiring NCPS shall transmit all records pertaining to the Escrow Funds and shall pay all Escrow Funds to the successor NCPS, after making copies of such records as the retiring NCPS deems advisable. After any retiring NCPS’s resignation, the provisions of this Escrow Agreement shall inure to its benefit as to any actions taken or omitted to be taken by it while it was escrow agent under this Escrow Agreement. Any corporation or association into which NCPS may be merged or converted or with which it may be consolidated shall be the escrow agent under this Escrow Agreement without further act.

  • Appointment of Director The Company, subject to the requisite prior-approval of the Board of Directors, hereby: (a) appoints the Director to perform the Services for the benefit of the Company as hereinafter set forth; (b) appoints the Director to the Board of Directors of the Company; and (c) authorizes the Director to exercise such powers as provided under this Agreement. The Director accepts such appointment on the terms and conditions herein set forth.

  • Resignation of Agents (a) Any Agent may resign its appointment hereunder at any time without the need to give any reason and without being responsible for any costs associated therewith by giving notice to the Issuer and the Trustee (and in the case of resignation of the Paying Agent the Paying Agent giving 30 days’ written notice) (waivable by the Issuer and the Trustee), provided that in the case of resignation of the Paying Agent no such resignation shall take effect until a new Paying Agent shall have been appointed by the Issuer to exercise the powers and undertake the duties hereby conferred and imposed upon the Paying Agent. Following receipt of a notice of resignation from any Agent, the Issuer shall promptly give notice thereof to the Holders in accordance with Section 12.01 Such notice shall expire at least 30 days before or after any due date for payment in respect of the Notes. (b) If any Agent gives notice of its resignation in accordance with this Section 7.12 and a replacement Agent is required and by the tenth day before the expiration of such notice such replacement has not been duly appointed, such Agent may itself appoint as its replacement any reputable and experienced financial institution or may petition a court of competent jurisdiction, with costs and expenses properly incurred by the Agent in relation to such petition to be paid by the Issuer. Immediately following such appointment, the Issuer shall give notice of such appointment to the Trustee, the remaining Agents and the Holders whereupon the Issuer, the Trustee, the remaining Agents and the replacement Agent shall acquire and become subject to the same rights and obligations between themselves as if they had entered into an agreement in the form mutatis mutandis of this Indenture. (c) Upon its resignation becoming effective the Paying Agent shall forthwith transfer all moneys held by it hereunder, if any, to the successor Paying Agent or, if none, the Trustee or to the Trustee’s order, but shall have no other duties or responsibilities hereunder, and shall be entitled to the payment by the Issuer of its remuneration for the services previously rendered hereunder and to the reimbursement of all reasonable expenses (including legal fees) incurred in connection therewith.

  • Resignation of Warrant Agent The Warrant Agent, or any successor to it hereafter appointed, may resign its duties and be discharged from all further duties and liabilities hereunder after giving sixty (60) days’ notice in writing to the Company. If the office of the Warrant Agent becomes vacant by resignation or incapacity to act or otherwise, the Company shall appoint in writing a successor Warrant Agent in place of the Warrant Agent. If the Company shall fail to make such appointment within a period of ninety (90) days after it has been notified in writing of such resignation or incapacity by the Warrant Agent or by the holder of a Warrant (who shall, with such notice, submit his, her or its Warrant for inspection by the Company), then the holder of any Warrant may apply to the Supreme Court of the State of New York for the County of New York for the appointment of a successor Warrant Agent at the Company’s cost. Any successor Warrant Agent, whether appointed by the Company or by such court, shall be a corporation organized and existing under the laws of the State of New York, in good standing and having its principal office in the Borough of Manhattan, City and State of New York, and authorized under such laws to exercise corporate trust powers and subject to supervision or examination by federal or state authority. After appointment, any successor Warrant Agent shall be vested with all the authority, powers, rights, immunities, duties, and obligations of its predecessor Warrant Agent with like effect as if originally named as Warrant Agent hereunder, without any further act or deed; but if for any reason it becomes necessary or appropriate, the predecessor Warrant Agent shall execute and deliver, at the expense of the Company, an instrument transferring to such successor Warrant Agent all the authority, powers, and rights of such predecessor Warrant Agent hereunder; and upon request of any successor Warrant Agent the Company shall make, execute, acknowledge, and deliver any and all instruments in writing for more fully and effectually vesting in and confirming to such successor Warrant Agent all such authority, powers, rights, immunities, duties, and obligations.

  • Resignation of Representative A Representative may resign at any time by giving notice to the Company and all of the Holders of the Notes at least thirty (30) days before such resignation is to become effective. Upon the resignation of a Representative, a replacement shall be selected by the affirmative vote of Holders holding a majority of the Notes, measured by outstanding principal amount. If such Holders have not selected a replacement Representative within sixty (60) days following the effective date of the resignation, then Portal may, at any time, by giving notice to the Company and all of the Holders, designate a replacement Representative who shall not be related to or affiliated with Portal or the Company.

  • Appointment of Administrative Trustees (a) There shall at all times be one or more Administrative Trustees hereunder with respect to the Trust Securities. Each Administrative Trustee shall be either a natural person who is at least 21 years of age or a legal entity that shall act through one or more persons authorized to bind that entity. Each of the individuals identified as an “Administrative Trustee” in the preamble of this Trust Agreement hereby accepts his or her appointment as such. (b) Except where a requirement for action by a specific number of Administrative Trustees is expressly set forth in this Trust Agreement, any act required or permitted to be taken by, and any power of the Administrative Trustees may be exercised by, or with the consent of, any one such Administrative Trustee. Whenever a vacancy in the number of Administrative Trustees shall occur, until such vacancy is filled by the appointment of an Administrative Trustee in accordance with Section 8.11, the Administrative Trustees in office, regardless of their number (and notwithstanding any other provision of this Trust Agreement), shall have all the powers granted to the Administrative Trustees and shall discharge all the duties imposed upon the Administrative Trustees by this Trust Agreement.

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