Successor Voting Trustee Sample Clauses

Successor Voting Trustee. (a) The Voting Trustee may, at any time, resign by giving written notice to the registered holders of the Voting Trust Certificates to take effect 30 days thereafter or upon prior acceptance thereof by the registered holders of the Voting Trust Certificates.
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Successor Voting Trustee. The Voting Trustee may resign at any time by giving written notice 30 days prior to the date of such resignation to the holders of the Voting Trust Certificates. The resigning Voting Trustee is hereby authorized to appoint a successor Voting Trustee, which shall be a direct or indirect wholly owned subsidiary of the resigning Voting Trustee with assets of not less than $500,000,000. Upon the acceptance in writing by a successor Voting Trustee of any appointment as Voting Trustee hereunder and the agreement in writing of such successor Voting Trustee to be bound by the obligations contained in this Agreement, (i) the retiring Voting Trustee shall give written notice to (a) the Corporation of its retirement, and direct that all notices due to it by virtue of its position as Voting Trustee should be sent to the successor Voting Trustee and (b) to the holders of the Voting Trust Certificates providing the name, address and contact person at the successor Voting Trustee, and (ii) such successor Voting Trustee shall succeed to and become vested with all the rights, powers, privileges and duties of the retiring Voting Trustee and such successor Voting Trustee shall deliver to the Corporation written notice of its acceptance of the position of Voting Trustee, and (iii) upon (but only upon) such acceptance, the retiring Voting Trustee shall be discharged from further responsibilities under this Agreement provided that the retiring Voting Trustee shall not be relieved of any liability incurred hereunder prior to such acceptance by its successor.
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Successor Voting Trustee. If, for any reason the Voting Trustee ceases to be Voting Trustee, a successor Voting Trustee shall be designated within 45 days of notice of the resignation of the Voting Trustee. Saratoga Lighting Holdings LLC, its successors or assigns, may designate the successor Voting Trustee. If Saratoga Lighting Holdings LLC, its successors or assigns, fails to so designate a successor Voting Trustee within 60 days following notice of the resignation of the Voting Trustee, any Shareholder may petition any court of competent jurisdiction in the County of Cuyahoga, State of Ohio for appointment of a successor Voting Trustee. Upon acceptance of designation as successor Voting Trustee, the successor Voting Trustee shall have all of the rights and duties of the Voting Trustee hereunder.
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Successor Voting Trustee. If, for any reason, the Voting ------------------------ Trustee ceases to be Voting Trustee, a successor Voting Trustee shall be designated by GE. If GE fails to designate a successor Voting Trustee, of if such successor fails to accept the rights and duties of the Voting Trustee, within 45 days of notice of the death, disability, or resignation of the Voting Trustee, the Shareholders owning a majority of the Shares may designate the successor Voting Trustee. If the Shareholders fail to so designate a successor Voting Trustee within 60 days following notice of death, disability or resignation of the Voting Trustee, any Shareholder may petition any court of competent jurisdiction in the County of Cuyahoga, State of Ohio for appointment of a successor Voting Trustee. Upon acceptance of designation as successor Voting Trustee, the successor Voting Trustee shall have all of the rights and duties of the Voting Trustee hereunder.
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Successor Voting Trustee. If a Voting Trustee shall cease to qualify as the Voting Trustee, the Voting Trust Committee will appoint a successor Voting Trustee. The successor Voting Trustee may be the Chief Executive Officer, the President, the Chief Financial Officer, or one of the Corporation’s independent directors. An officer of the Corporation will qualify to serve as Voting Trustee so long as such person continues to serve as an officer of the Corporation and provided that such person is not a family member of Xxxxxxxxx and does not have a business relationship with Xxxxxxxxx outside the Corporation. An independent director of the Corporation will qualify to serve as Voting Trustee so long as such person continues to be an independent director of the Corporation. The right, powers, and obligations of the Voting Trustee shall be possessed by any successor Voting Trustee as though such successor had originally been a party to this Agreement.
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Successor Voting Trustee. The Trustee (and any successor trustee) may at any time resign by mailing to the registered holders of Voting Trust Certificates a written resignation, to take effect ten days thereafter, or upon the prior acceptance thereof. Upon the death, incapacity or unwillingness to act of Jean X. Xxxxxxx, xx upon her resignation as Voting Trustee, Caroxxx X. Xxxxxx xxxll become successor Voting Trustee for Jean X. Xxxxxxx. Xxon the death, incapacity or unwillingness to act of Caroxxx X. Xxxxxx, xx upon her resignation as Voting Trustee, Charxxx X. Xxxxxxx xxxll become successor Voting Trustee for Caroxxx X. Xxxxxx.
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Successor Voting Trustee. Any successor trustee appointed as provided under this Agreement shall execute, acknowledge and deliver to the Parent and Exchangeco and to its predecessor trustee an instrument accepting such appointment. Thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become vested with all the rights, powers, duties and obligations of its predecessor under this Agreement, with the like effect as if originally named as trustee in this Agreement. However, on the written request of the Parent and Exchangeco or of the successor trustee, the trustee ceasing to act shall, upon payment of any amounts then due it pursuant to the provisions of this Agreement, execute and deliver an instrument transferring to such successor trustee all the rights and powers of the trustee so ceasing to act. Upon the request of any successor trustee, the Parent, Exchangeco and such predecessor trustee shall execute any and all instruments in writing for more fully and certainly vesting in and confirming to such successor trustee all such rights and powers.
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Successor Voting Trustee. If XXXXXX X. XXXXXX shall resign or for any other reason cease or be unable to serve as the Voting Trustee, and no successor is appointed as provided below, then XXXXX X. XXXXXX shall, upon acceptance of the trust, serve as the Voting Trustee.
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Successor Voting Trustee. (i) Subject to the approval of the other Voting Trustees as provided herein, each Voting Trustee shall have the right to name one or more potential successors to serve as Voting Trustee if, for any reason, such Voting Trustee ceases be a Voting Trustee under this Voting Trust; provided however, that any successor appointed by a Voting Trustee must meet the following requirements (an "Eligible Successor"): [a] an individual at least 21 years of age, and [b] a Permitted Transferee under the Stockholders Agreement. If a Voting Trustee names more than one potential successor, he or she shall also indicate the order in which such potential successors shall be eligible to serve as successor Voting Trustee. At the time this Voting Trust is executed, each of the Voting Trustees shall submit to one another a list of their initial potential successors, in the order in which such initial potential successors shall be eligible to serve as Voting Trustee. The other Voting Trustees shall have a 60 day period after the list of initial potential successors is provided in which to provide written notice of objection to one or more of the initial potential successors. If the remaining Voting Trustees fail to provide written notice of objection to the initial potential successors, such initial potential successors (the "Approved Successors") shall be deemed approved by the Voting Trustees and no other opportunity for objection shall be provided at the time such successor is appointed pursuant to Section 6(b)(iii) below. An objection notice is only effective if both remaining Voting Trustees provide such written notice.
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Related to Successor Voting Trustee

  • Successor Owner Trustee Any successor Owner Trustee appointed pursuant to Section 10.02 shall execute, acknowledge and deliver to the Administrator and to its predecessor Owner Trustee an instrument accepting such appointment under this Agreement, and thereupon the resignation or removal of the predecessor Owner Trustee shall become effective, and such successor Owner Trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor under this Agreement, with like effect as if originally named as Owner Trustee. The predecessor Owner Trustee shall upon payment of its fees and expenses deliver to the successor Owner Trustee all documents and statements and monies held by it under this Agreement, and the Administrator and the predecessor Owner Trustee shall execute and deliver such instruments and do such other things as may reasonably be required for fully and certainly vesting and confirming in the successor Owner Trustee all such rights, powers, duties and obligations. No successor Owner Trustee shall accept appointment as provided in this Section unless at the time of such acceptance such successor Owner Trustee shall be eligible pursuant to Section 10.01. Upon written acceptance of appointment by a successor Owner Trustee pursuant to this Section, the Administrator shall mail notice thereof to all Certificateholders, the Indenture Trustee, the Noteholders and the Rating Agencies. If the Administrator shall fail to mail such notice within 10 Business Days after acceptance of such appointment by the successor Owner Trustee, the successor Owner Trustee shall cause such notice to be mailed at the expense of the Administrator. Any successor Owner Trustee appointed hereunder shall promptly file an amendment to the Certificate of Trust with the Secretary of State of the State of Delaware as required by the Statutory Trust Act.

  • Voting Trust Certificates The Trustee shall issue to each of the Shareholders a Voting Trust Certificate for the number of shares represented by the certificates of Common Stock by such Shareholder transferred to the Trustee. Each such Voting Trust Certificate shall state that it is issued under the Agreement, and shall set forth the nature and proportional amount of the beneficial interest thereunder of the person to whom it is issued, and shall be assignable, subject to the provisions of the Shareholders' Agreement, in the manner of certificates of stock on books to be kept by the Trustee. The Trustee shall keep a list of the shares of the Trust transferred to them, and shall also keep a record of all Voting Trust Certificates issued or transferred on its books, which records shall contain the names of the Voting Trust Certificate holders and the number of shares of Common Stock represented by each such certificate. Such list and record shall be open at all reasonable times to the inspection upon the books of the Trustee by any Voting Trust Certificate holder. The Voting Trust Certificate shall be substantially in the following form: VOTING TRUST CERTIFICATE This is to certify that the undersigned Trustee has received a certificate or certificates issued in the name of _______________________, evidencing the ownership of _______ shares of Class A Common Stock of Eagle-Picher Holdings, Inc., a Delaware corporation (the "Company"), and that such shares are held subject to all the terms and conditions of the Voting Trust Agreement, dated as of November 16, 1998, by and between Granaria Industries B.V., as Trustee, and certain shareholders of the Company. During the term of the voting trust, the Trustee, or its successors, shall, as provided in said agreement, possess and be entitled to exercise the voting power and otherwise represent all of the said shares for all purposes, being agreed that no voting right shall pass to the holder hereof by virtue of the ownership of this certificate. Upon the termination of said voting trust, this certificate shall be surrendered to the Trustee by the holder hereof upon delivery to such holder of a stock certificate representing a like number of shares. The undersigned Trustee has executed this certificate as of the ___ day of __________________, ____. GRANARIA HOLDINGS, B.V., Trustee By: ________________________________

  • 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.

  • Voting Trust The voting trust hereby created shall commence on the date hereof and continue through and including December 31, 2005. Throughout such period the Trustee shall have the exclusive right to vote upon such shares or to give written consents in lieu of voting thereon, subject to any limitation on the right to vote contained in the Articles of Incorporation or other certificate filed pursuant to law, in person or by proxy at all meetings of the shareholders of the Corporation, and in all proceedings wherein the vote or written consent of shareholders may be required or authorized by law.

  • Voting Trusts, etc To join with other holders of any securities or debt instruments in acting through a committee, depository, voting trustee or otherwise, and in that connection to deposit any security or debt instrument with, or transfer any security or debt instrument to, any such committee, depository or trustee, and to delegate to them such power and authority with relation to any security or debt instrument (whether or not so deposited or transferred) as the Trustees shall deem proper, and to agree to pay, and to pay, such portion of the expenses and compensation of such committee, depository or trustee as the Trustees shall deem proper;

  • No Voting Trusts Shareholder agrees that Shareholder will not, nor will Shareholder permit any entity under Shareholder's control to, deposit any Shares in a voting trust or subject the Shares to any agreement, arrangement or understanding with respect to the voting of the Shares inconsistent with this Agreement.

  • Successor Trustee Any successor trustee appointed as provided in Section 8.07 hereof shall execute, acknowledge and deliver to the Depositor and to its predecessor trustee and the Master Servicer an instrument accepting such appointment hereunder and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as trustee herein. The Depositor, the Master Servicer and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties, and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such acceptance such successor trustee shall be eligible under the provisions of Section 8.06 hereof and its appointment shall not adversely affect the then current rating of the Certificates. Upon acceptance of appointment by a successor trustee as provided in this Section 8.08, the Depositor shall mail notice of the succession of such trustee hereunder to all Holders of Certificates. If the Depositor fails to mail such notice within 10 days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailed at the expense of the Depositor.

  • Successor Owner Trustee or Delaware Trustee Any successor Owner Trustee or Delaware Trustee, as applicable, appointed pursuant to Section 10.02 shall execute, acknowledge and deliver to the Administrator and to its predecessor Owner Trustee or Delaware Trustee, as applicable, an instrument accepting such appointment under this Agreement, and thereupon the resignation or removal of the predecessor Owner Trustee or Delaware Trustee, as applicable, shall become effective, and such successor Owner Trustee or Delaware Trustee, as applicable, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor under this Agreement, with like effect as if originally named as Owner Trustee or Delaware Trustee, as applicable. The predecessor Owner Trustee or Delaware Trustee, as applicable, shall upon payment of its fees and expenses deliver to the successor Owner Trustee or Delaware Trustee, as applicable, all documents and statements and monies held by it under this Agreement and the Administrator and the predecessor Owner Trustee or Delaware Trustee, as applicable, shall execute and deliver such instruments and do such other things as may reasonably be required for fully and certainly vesting and confirming in the successor Owner Trustee or Delaware Trustee, as applicable, all such rights, powers, duties and obligations. No successor Owner Trustee or Delaware Trustee, as applicable, shall accept appointment as provided in this Section unless at the time of such acceptance such successor Owner Trustee or Delaware Trustee, as applicable, shall be eligible pursuant to Section 10.01. Upon acceptance of appointment by a successor Owner Trustee or Delaware Trustee, as applicable, pursuant to this Section, the Administrator shall mail notice thereof to all Certificateholders, the Indenture Trustee and the Noteholders; and, in the case of each Rating Agency, shall make such notice available pursuant to Section 1.02(c) of the Administration Agreement. If the Administrator shall fail to mail such notice within ten (10) days after acceptance of such appointment by the successor Owner Trustee or Delaware Trustee, as applicable, the successor Owner Trustee or Delaware Trustee, as applicable, shall cause such notice to be mailed at the expense of the Administrator.

  • Appointment of Successor 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 thirty (30) 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.

  • Appointment of Successor Rights Agent The Rights 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 Rights Agent becomes vacant by resignation or incapacity to act or otherwise, the Company shall appoint in writing a successor Rights Agent in place of the Rights Agent. If the Company shall fail to make such appointment within a period of 30 days after it has been notified in writing of such resignation or incapacity by the Rights Agent or by the holder of the Right (who shall, with such notice, submit his, her or its Right for inspection by the Company), then the holder of any Right may apply to the Supreme Court of the State of New York for the County of New York for the appointment of a successor Rights Agent at the Company’s cost. Any successor Rights 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 Rights Agent shall be vested with all the authority, powers, rights, immunities, duties, and obligations of its predecessor Rights Agent with like effect as if originally named as Rights Agent hereunder, without any further act or deed; but if for any reason it becomes necessary or appropriate, the predecessor Rights Agent shall execute and deliver, at the expense of the Company, an instrument transferring to such successor Rights Agent all the authority, powers, and rights of such predecessor Rights Agent hereunder; and upon request of any successor Rights 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 Rights Agent all such authority, powers, rights, immunities, duties, and obligations.

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