Special Majority Consent definition

Special Majority Consent means the consent of Consenting Creditors representing more than 75% of the aggregate outstanding principal amount of the Indebtedness held by all Consenting Creditors, provided that, for the purposes of Clause 4.1(b) only, any Indebtedness held by HSBC-HK shall be disregarded.
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Special Majority Consent means the written consent or approval of more than 66 2/3% in interest, based on Percentage Interests held as Members, of those Members entitled to participate in giving such Special Majority Consent, and if more than one class of Members is so entitled then more than 66 2/3% shall be so required with respect to each such class. No later than 14 days prior to the Company's delivery of materials soliciting the Consent of the Members (or such longer period as applicable law may require), the Company shall deliver to each Member a written notice describing in reasonable detail the action for which consent will be sought. "ST. LAWRENCE" means The St. Lawrence Seaway Corporation, an Indiana corporation, or any suxxxxxxx thereto.
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Examples of Special Majority Consent in a sentence

  • Except as otherwise specifically provided herein, including, without limitation, in Rules 3.03 and 7.01(c)(iv), this Agreement may be amended or modified only with the approval of the Board and the Special Majority Consent of Members holding the majority of the issued and outstanding Units, voting as a single class.

  • For the avoidance of doubt, any changes to the terms of this Agreement and the Articles arising from any such review will require the approval of the Board and Joint Special Majority Consent.

  • The Company may enter into an agreement or series of agreements pursuant to which it sells all or substantially all of its assets or grants an exclusive perpetual license to all or substantially all of its material intellectual property to a Member, Manager or Affiliated Person thereof; provided, that the Company shall have first obtained a Special Majority Consent.

  • Additional Persons may be admitted to the Company as Members, and additional Interests may be created and assigned and/or issued to those additional Persons and/or to existing Members, all on the terms and conditions approved by the Board and the Consent of the Members, PROVIDED that if any additional Interests are proposed to be issued to any existing Members, Managers or Affiliates thereof , then such issuance shall require the approval of the Board and Special Majority Consent.

  • Even intermittent network discrep- ancy attacks can cause disruptions during sessions leading to cybersickness and unnecessary “false strikes.” Estimating the impact of these threats is complex and challenging in dynamic VRLEs because of the multi-modal distributed system and high volume of real-time data.

  • With the Special Majority Consent of the Members, the Board of Managers of the Company (the "BOARD") may execute and file any duly authorized amendments to the Certificate from time to time in a form prescribed by the Act.

  • Upon dissolution of the Company, the Board or if none, a liquidator elected by Special Majority Consent of the Members, shall liquidate the assets of the Company, apply and distribute the proceeds thereof under Rule 4.02 of this Agreement, and cause the cancellation of the Certificate.

  • If, exceptionally, this is proposed by the Board, the Members should be consulted ahead of appointment and a Joint Special Majority Consent will be required.

Related to Special Majority Consent

  • special majority means the majority of votes described in §11.2 which is required to pass a special resolution. Act and Interpretation Act Definitions Applicable

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

  • 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);

  • 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.

  • Supermajority Vote means the affirmative vote of at least two-thirds of all of the members of the Operating Committee or any Subcommittee, as applicable, authorized to cast a vote with respect to a matter presented for a vote (whether or not such a member is present at any meeting at which a vote is taken) by the Operating Committee or any Subcommittee, as applicable (excluding, for the avoidance of doubt, any member of the Operating Committee or any Subcommittee, as applicable, that is recused or subject to a vote to recuse from such matter pursuant to Section 4.3(d)); provided that if two-thirds of all of such members authorized to cast a vote is not a whole number then that number shall be rounded up to the nearest whole number.

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

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

  • Requisite Company Vote has the meaning set forth in Section 3.03(a).

  • Requisite Holders means at any time holders of Warrant Shares and Warrants representing at least a majority of the Warrant Shares outstanding or issuable upon the exercise of all the outstanding Warrants.

  • Majority Shareholder Vote means a vote of “a majority of the outstanding voting securities” (as such term is defined in the 0000 Xxx) of the Trust with each class and series of Shares voting together as a single class, except to the extent otherwise required by the 1940 Act or this Declaration with respect to any one or more classes or series of Shares, in which case the applicable proportion of such classes or series of Shares voting as a separate class or series, as the case may be, also will be required.

  • 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);

  • Supermajority With respect to any Class of Notes, the Holders of at least 66-2/3% of the Aggregate Outstanding Amount of the Notes of such Class.

  • Majority Vote means a vote made by more than half of the Members who are present at a Meeting and who are entitled to vote and voting at that Meeting upon a resolution put to that Meeting.

  • Majority in Interest of Note Holders means as of a particular date of determination, the holders of a majority in aggregate unpaid Original Amount of all Equipment Notes outstanding as of such date (excluding any Equipment Notes held by Owner or any of its Affiliates (unless all Equipment Notes then outstanding shall be held by Owner or any Affiliate of Owner); provided that for the purposes of directing any action or casting any vote or giving any consent, waiver or instruction hereunder, any Note Holder of an Equipment Note or Equipment Notes may allocate, in such Note Holder’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.

  • Super Majority Lenders means a Lender or Lenders whose Revolving Facility Commitments aggregate more than eighty five per cent. (85%) of the Total Facility Commitments (or, if the Total Facility Commitments have been reduced to zero, aggregated more than eighty five per cent. (85%) of the Total Facility Commitments immediately prior to that reduction).

  • Requisite Approval means the affirmative vote of the holders of at least a majority of the shares of outstanding Company Common Stock and outstanding Company Preferred Stock voting as a single class.

  • Requisite Shareholder Approval means the affirmative vote of a majority of the outstanding shares of the Preferred Stock and the Common Stock (voting together as a single class) and the affirmative vote of a majority of the outstanding shares of Common Stock (voting separately as a single class), in each case approving the Authorized Shares Amendment.

  • Majority of Holders Holders holding over 50% of the aggregate principal amount of Notes outstanding; provided that, for the purpose of this Agreement, a holder of shares of Common Stock which constitute Transfer Restricted Securities shall be deemed to hold an aggregate principal amount of the Notes (in addition to the principal amount of the Notes held by such holder) equal to the quotient of (x) the number of such shares of Common Stock held by such holder and (y) the conversion rate in effect at the time of their issuance upon conversion of the Notes as determined in accordance with the Indenture.

  • 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.

  • 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.

  • Unanimous Consent means the consent of Lenders (other than Delinquent Lenders) holding 100% of the Commitments (other than Commitments held by a Delinquent Lender).

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

  • Requisite Stockholder Approval means the affirmative vote of the holders of a majority of the Target Shares in favor of this Agreement and the Merger.

  • Age of majority means the age when the procedural safeguards and other rights afforded to the parent or parents of a student with a disability transfer to the student. In Virginia, the age of majority is 18.

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

  • Requisite Investors means those Investors who hold in the aggregate in excess of 50% of the Registrable Shares held by all Investors at the time in question.