Joint Majority Holders definition

Joint Majority Holders means at least two Members who collectively have more than 50% of the Outstanding Membership Interests.
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Joint Majority Holders means (i) for so long as each of the Initial Class A Holders and the Initial Class B Holders each hold in excess of twenty percent (20%) of the Voting Power, each of (A) the Majority Initial Class A Holders and (B) the Majority Initial Class B Holders, voting separately, (ii) at any time that the Initial Class A Holders hold in excess of twenty percent (20%) of the Voting Power and the Initial Class B Holders do not hold in excess of twenty percent (20%) of the Voting Power, the Majority Initial Class A Holders, voting separately, and (iii) at any time that the Initial Class B Holders hold in excess of twenty percent (20%) of the Voting Power and the Initial Class A Holders do not hold in excess of twenty percent (20%) of the Voting Power, the Majority Initial Class B Holders, voting separately. For the avoidance of doubt, (1) for so long as the Initial Class A Holders and the Initial Class B Holders each hold in excess of twenty percent (20%) of the Voting Power, any approval, consent or other determination hereunder required to be made by the Joint Majority Holders shall require the mutual and joint approval, consent or determination of (x) the Majority Initial Class A Holders, independently voting together as a separate class, and (y) the Majority Initial Class B Holders, independently voting together as a separate class, and (2) Voting Power means the combined Voting Power of the Class A Membership Interests and the Class B Membership Interests.
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Joint Majority Holders as defined in the GMAC LLC Agreement, as in effect on the date hereof.
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Examples of Joint Majority Holders in a sentence

  • GM Holdco and FIM constitute the Joint Majority Holders under the LLC Agreement and in such capacity have the authority under the LLC Agreement to amend certain terms of the LLC Agreement as set forth in this Amendment.

  • A Member may not (a) be removed as a Member of the Company without such Member’s prior written consent or (b) resign from the Company without the written consent of the Joint Majority Holders, unless otherwise provided in this Agreement.

  • Each of the Members shall consult with the Joint Majority Holders before issuing any press releases or otherwise making any public statements with respect to this Agreement or the transactions contemplated hereby, and no Member shall issue any press release or make any public statement without the prior written consent of the Joint Majority Holders, except as may be required by Law and then only with such prior consultation with the Joint Majority Holders to the extent practicable.

  • The Tax Matters Member agrees to consult with the Joint Majority Holders in good faith with respect to any written notice of any inquiries, claims, assessments, audits, controversies or similar events received from any taxing authority, and the Tax Matters Member will not settle or otherwise compromise any material tax issue with respect to the Company without the prior written consent of the Joint Majority Holders, which consent shall not be unreasonably withheld or delayed.

  • The size of the Board of Managers shall initially be thirteen and may from time to time be increased by the Board of Managers with the prior written consent of the Joint Majority Holders.

  • Unless otherwise agreed by the Board of Managers and the Joint Majority Holders, the Company shall maintain, at its expense, insurance (a) to indemnify Company for any obligations which it incurs as a result of the indemnification of Indemnified Persons under the provisions of this Article XI, and (ii) to indemnify Indemnified Persons in instances in which they may not otherwise be indemnified by the Company under the provisions of this Article XI.

  • The Company shall continue to use the trade name and trademark “GMAC” in connection with GM-directed automotive consumer and dealer finance incentive, and other promotional programs involving GM products for which GM compensates GMAC, except as provided for in the License Agreement or as otherwise may be agreed by the Company and the Joint Majority Holders; provided that such requirement shall terminate at such time as the GM Control Assignee constitutes the Majority Initial Class B Holder.

  • In the event that any transaction that the Joint Majority Holders elect to consummate or cause to be consummated pursuant to this Section 12.4 is not consummated for any reason, the Company shall reimburse the Joint Majority Holders for all actual, reasonable and documented out-of-pocket expenses paid or incurred by the Joint Majority Holders in connection therewith and shall reimburse each other Member for any expenses it previously paid pursuant to the first sentence of this Section 12.4(b).

  • The President, Auto Finance shall be appointed by the Joint Majority Holders; provided, however, that, following such time as the GM Control Assignee constitutes the Majority Initial Class B Holder, the President, Auto Finance shall be appointed by a majority of the members of the Board of Managers in accordance with the following sentence.

  • No rights, interests or obligations of any Member herein may be assigned without the prior written consent of the Joint Majority Holders except for Transfers in compliance with the terms of Article IX.

Related to Joint Majority Holders

  • Majority Holders means the Holders of a majority of the aggregate principal amount of Securities registered under a Registration Statement.

  • Majority Holder as used in Section 7.4 hereof shall mean any holder or any combination of holders of Registrable Securities, if included in such holders' Registrable Securities are that aggregate number of shares of Common Stock (including Shares already issued and Shares issuable pursuant to the exercise of outstanding Warrants) as would constitute a majority of the aggregate number of Shares (including Shares already issued and Shares issuable pursuant to the exercise of outstanding Warrants) included in all the Registrable Securities.

  • Unit Majority means (i) during the Subordination Period, at least a majority of the Outstanding Common Units (excluding Common Units owned by the General Partner and its Affiliates), voting as a class, and at least a majority of the Outstanding Subordinated Units, voting as a class, and (ii) after the end of the Subordination Period, at least a majority of the Outstanding Common Units.

  • Investor Majority means [the holders of at least [ ] per cent of Series A Shares from time to time] [Note: amend as appropriate];

  • Majority Members means Members holding a majority of the Units owned by all Members or if there is only one Member, such Member.

  • Majority Shareholders means Xxxxxxx X. Xxx and Xxxxxxx X. Xxxxxxx.

  • Initial Holders has the meaning set forth in the preamble.

  • Super Majority Vote means, the affirmative vote of the holders of Outstanding Interests of all Series representing at least two thirds of the total votes that may be cast by all such Outstanding Interests, voting together as a single class.

  • Super Majority has the meaning set forth in paragraph 5(b) of Annex I.

  • Equity Holders means the Stockholders and the Option Holders.

  • Majority Stockholders means any Stockholder or combination of Stockholders who at the date of this Agreement own shares of Company Common Stock representing more than two-thirds of the total number of shares of Company Common Stock outstanding at the date of this Agreement.

  • Majority Investors means, as of any date, the holders of a majority of the Investor Shares outstanding on such date.

  • special majority means the majority of votes described in §11.2 which is required to pass a special resolution.

  • Required Majority means a required majority, as defined in Section 57(o) of the Act.8

  • Majority Noteholders means the Holders of a majority by principal amount of the most senior then outstanding class of Notes.

  • Initiating Holders means, collectively, Holders who properly initiate a registration request under this Agreement.

  • Majority Participating Holders means Participating Holders holding more than 50% of the Registrable Securities proposed to be included in any offering of Registrable Securities by such Participating Holders pursuant to Section 2.1 or Section 2.2.

  • Preferred Holders means the record owners of outstanding Preferred Securities.

  • Note Majority means a majority by principal amount of the Noteholders.

  • Majority in Interest of Noteholders means, as of a particular date of determination and subject to Section 2.16 of the Indenture, the holders of at least a majority in aggregate unpaid principal amount of all Equipment Notes outstanding as of such date (excluding any Equipment Notes held by the Company or any Affiliate thereof, it being understood that a Pass Through Trustee shall be considered an Affiliate of the Company as long as more than 50% in the aggregate face amount of Pass Through Certificates issued by the corresponding Pass Through Trust are held by the Company or an Affiliate of the Company or a Pass Through Trustee is otherwise under the control of the Company or such Affiliate of the Company (unless all Equipment Notes then outstanding are held by the Company or any Affiliate thereof, including the Pass Through Trustees which are considered Affiliates of the Company pursuant hereto)); provided that for the purposes of directing any action or casting any vote or giving any consent, waiver or instruction hereunder, any Noteholder of an Equipment Note or Equipment Notes may allocate, in such Noteholder’s sole discretion, any fractional portion of the principal amount of such Equipment Note or Equipment Notes in favor of or in opposition to any such action, vote, consent, waiver or instruction.

  • absolute majority , of the Committee, means a majority of the committee members currently holding office and entitled to vote at the time (as distinct from a majority of committee members present at a committee meeting);

  • Required Holders means, at any time, the holders of at least 51% in principal amount of the Notes at the time outstanding (exclusive of Notes then owned by the Company or any of its Affiliates).

  • Acting Holders means, at the time of determination, Holders of at least 40% of the outstanding CVRs as set forth on the CVR Register.

  • vote of a majority of the outstanding voting securities" shall mean the vote of the lesser of (a) 67 per centum or more of the shares of the Fund present or represented by proxy at the meeting if the holders of more than 50 per centum of the outstanding shares of the Fund are present or represented by proxy at the meeting, or (b) more than 50 per centum of the outstanding shares of the Fund.

  • Consenting Noteholders has the meaning set forth in the preamble to this Agreement.

  • Requisite Majority means, as at any particular time, Passenger Operators whose Vehicle departures from the Station, expressed as a percentage of Total Departures, as at the relevant date, together are at least equal to the percentage specified in paragraph 4 of Annex 8 (or such other percentage as the ORR may specify by notice to the Station Facility Owner and to each Passenger Operator as the new percentage which is to apply for these purposes following the entry into, variation, amendment or termination of an access contract permitting a passenger service operator to use the Station, a Change in Control of any Passenger Operator or any event which results in a material change to the proportion of the Total Departures made by trains operated by or on behalf of any Passenger Operator);