Resolutions of Noteholders. The Trustee shall not be responsible for having acted in good faith on a resolution purporting to have been passed at a meeting of Noteholders in respect of which minutes have been made and signed even if it is later found that there was a defect in the constitution of the meeting or the passing of the resolution or that the resolution was not valid or binding on the Noteholders or Couponholders.
Resolutions of Noteholders. 18.1 The Noteholders of any Class of Notes may agree by majority resolution to amend these Conditions, provided that no obligation to make any payment or render any other performance shall be imposed on any Noteholder by majority resolution.
18.2 Majority resolutions shall be binding on all Noteholders of the relevant Class of Notes. Resolutions which do not provide for identical conditions for all Noteholders of the relevant Class of Notes are void, unless the Noteholders of such Class of Notes who are disadvantaged have expressly consented to their being treated disadvantageously.
18.3 Noteholders of any Class of Notes may in particular agree by majority resolution in relation to such Class of Notes to the following:
(a) the change of the due date for payment of interest, the reduction, or the cancellation, of interest;
(b) the change of the due date for payment of principal;
(c) the reduction of principal;
(d) the subordination of claims arising from the Notes of such Class of Notes in insolvency proceedings of the Issuer;
(e) the conversion of the Notes of such Class of Notes into, or the exchange of the Notes of such Class of Notes for, shares, other securities or obligations;
(f) the exchange or release of security;
(g) the change of the currency of the Notes of such Class of Notes;
(h) the waiver or restriction of Noteholders' rights to terminate the Notes of such Class of Notes;
(i) the substitution of the Issuer;
(j) the appointment or removal of a common representative for the Noteholders of such Class of Notes; and
(k) the amendment or rescission of ancillary provisions of the Notes.
18.4 Resolutions shall be passed by simple majority of the votes cast. Resolutions relating to material amendments to these Conditions, in particular to provisions relating to the matters specified in clause 18.3(a) through 18.3(k) above, require a majority of not less than 75 per cent. of the votes cast (qualifizierte Mehrheit (qualified majority)).
18.5 Noteholders of the relevant Class of Notes shall pass resolutions by vote taken without a meeting.
18.6 Each Noteholder participating in any vote shall cast votes in accordance with the nominal amount or the notional share of its entitlement to the outstanding Notes of the relevant Class of Notes. As long as the entitlement to the Notes of the relevant Class lies with, or the Notes of the relevant Class of Notes are held for the account of, the Issuer or any of its affiliates (section 271(2) HGB), the right to vote...
Resolutions of Noteholders. The Trustee shall not be liable to any person by reason of having acted upon any Extraordinary Resolution in writing or any Extraordinary or other resolution purporting to have been passed at any meeting of Noteholders in respect whereof minutes have been made and signed or any direction or request of Noteholders even though subsequent to its acting it may be found that there was some defect in the constitution of the meeting or the passing of the resolution or (in the case of an Extraordinary Resolution in writing) that not all Noteholders had signed the Extraordinary Resolution or (in the case of a direction or request) it was not signed by the requisite number of Noteholders or that for any reason the resolution, direction or request was not valid or binding upon such Noteholders.
