Rational Consent definition

Rational Consent has the meaning given to that term in section 4.2. "Rational Control Transaction" has the meaning given to that term in the Share Provisions. "Rational Meeting" has the meaning given to that term in section 4.2. "Rational Successor" has the meaning given to that term in section 10.1(a). "Redemption Call Right" has the meaning given to that term in the Plan of Arrangement. "Retracted Shares" has the meaning given to that term in section 5.7. "Retraction Call Right" has the meaning given to that term in the Share Provisions. "Share Provisions" means the rights, privileges, restrictions and conditions attaching to the Exchangeable Shares. "Support Agreement" means that exchangeable share support agreement made as of January 13, 2000 between Acquisition Sub, Holding ULC and Rational. "Transfer Agent" means Montreal Trust Company of Canada or any other person as may from time to time be appointed by Acquisition Sub as the registrar and transfer agent for the Exchangeable Shares. "Trust" means the trust created by this trust agreement. "Trust Estate" means the Deposited Shares, any other securities, the Exchange Right, the Automatic Exchange Rights and any money or other property which may be held by the Trustee from time to time pursuant to this trust agreement. "Trustee" means The Bank of Nova Scotia Trust Company of New York and, subject to the provisions of Article 9, includes any successor trustee. "Voting Rights" means the voting rights attached to the Deposited Shares.

Examples of Rational Consent in a sentence

  • The Trustee, as the holder of record of the Deposited Shares, will be entitled to all of the Voting Rights, including the right to vote in person or by proxy the Deposited Shares on any matters, questions, proposals or propositions that may properly come before the shareholders of Rational at a Rational Meeting or in connection with a Rational Consent.

  • Any Beneficiary named in a List prepared in connection with any Rational Meeting or Rational Consent will be entitled (a) to instruct the Trustee in the manner described in section 4.3 with respect to the exercise of the Beneficiary Votes to which that Beneficiary is entitled or (b) to attend the meeting and personally exercise at the meeting, as the proxy of the Trustee, the Beneficiary Votes to which the Beneficiary is entitled.

  • Rational agrees to give Acquisition Sub written notice (with a copy to the Trustee) of the calling of any Rational Meeting or the seeking of any Rational Consent, together with the record dates, sufficiently prior to the date of the calling of the meeting or seeking of the consent so as to enable Acquisition Sub to perform its obligations under this section 4.6.

  • For the purpose of determining Beneficiary Votes to which a Beneficiary is entitled in respect of any Rational Meeting or Rational Consent, the number of Exchangeable Shares owned of record by the Beneficiary will be determined at the close of business on the record date established by Rational or by applicable law for purposes of determining shareholders entitled to vote at the Rational Meeting.