Supermajority Investors definition

Supermajority Investors means Investors representing in the aggregate 66 2/3% or more of the Backstop Commitment at such time.
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Supermajority Investors means any combination of Investors and purchasers in the US Trust Purchase that have agreed to invest at least 66-2/3% of the amount to be invested at the Closing under this Agreement, as set forth in Attachment 1 and the US Trust Purchase, taken collectively.
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Supermajority Investors means the holders of Notes and/or Preferred Shares representing at least two-thirds of the total voting power of the Notes and Preferred Shares, determined on an As-If Converted Basis.
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Examples of Supermajority Investors in a sentence

  • Each Investor acknowledges the provisions of Sections 1(l) and 1(m) and represents that it does not have any arrangements, agreements, contracts (in each case written, unwritten or otherwise) with respect to voting on amendments, waivers and consents to this Commitment Agreement requiring approval of Majority Investors or Supermajority Investors.

  • This Agreement shall terminate upon the written consent of the Supermajority Investors.

  • Each Investor acknowledges that by the operation of this paragraph (and subject to the limitations set forth herein), the Supermajority Investors will have the right and power to diminish or eliminate all rights of such Investor under this Agreement.

  • No adjustment in the Conversion Prices shall be made as the result of the issuance or deemed issuance of Additional Shares of Common Stock if the Corporation receives written notice fromthe Supermajority Investors agreeing that no such adjustment shall be made as the result of the issuance or deemed issuance of such Additional Shares of Common Stock.

  • This Warrant may be modified, amended or terminated, and any provision hereof waived, either generally or in a particular instance and either retroactively or prospectively, only by the written consent of the Company and the Supermajority Investors, provided, however, that any party may by written consent waive performance of any obligation owing to it hereunder, or agree to accept alternatives to such performance, without the consent of any other party.

  • Holder acknowledges the covenant set for in Section 5.1 of the Purchase Agreement whereby, following the Maturity Date (as defined in the Note), the Company undertakes to amend the Charter, upon request of the Supermajority Investors, to authorize such additional shares of Series C Preferred Stock as would be sufficient to effect the exercise of this Warrant hereunder.

  • Except for holding the interest in the applicable Subsidiaries, none of the Company, the BVI Subsidiary or the HK Subsidiary shall engage in any business or operations without the consent of the Supermajority Investors.

  • As a condition to the issuance of any shares issued under the ESOP or the exercise, conversion or exchange of any Equity Security issued under the ESOP, the grantee shall be required to enter into the Right of First Refusal & Co-Sale Agreement as a Principal (as defined in the Right of First Refusal & Co-Sale Agreement), unless otherwise agreed by the Supermajority Investors.

  • To secure the obligations of the Investors to vote the Securities in accordance with the provisions of this Agreement, each Investor hereby appoints a designee of the Supermajority Investors (the “Proxy Designee”) as its true and lawful proxy and attorney-in-fact, with full power of substitution, to vote all of its Securities in accordance with and to give effect to the provisions of Section 2, but only to the extent provided therein.

  • The registration rights agreement (whether as a separate agreement or an agreement that is included directly into the Amended LLC Agreement) shall be in form and substance consistent with this term sheet and otherwise reasonably satisfactory to the Supermajority Investors.


More Definitions of Supermajority Investors

Supermajority Investors means, at the time of determination, Initial Investors holding at least 66 2/3% of the aggregate Commitments (if such time of determination is on or prior to the Effective Date) or Units (if such time of determination is after the Effective Date) committed to or held by all Initial Investors (taken together as a single class) at such time. CLASS B LIQUIDATION VALUE In the event of (i) any voluntary or involuntary bankruptcy, liquidation, dissolution, Corporate Conversion (as defined below) or winding up of the Company or (ii) a Sale of the Company (as defined herein) (each, a “Liquidation Event”), each of the Class B Unitholders will be entitled to receive, prior to and in preference to the Class A Unitholders (but after payment in full of any other liquidation preference in respect of any other series or class of Units subsequently approved by the Board (as defined below) in accordance with the terms of the Amended LLC Agreement that have a preference in liquidation to the Class B Units), an amount in cash equal to the greater of (i) the aggregate capital contributions made by such Class B Unitholder with respect to the Class B Units of such Class B Unitholder (the “Liquidation Value”) and (ii) the amount payable with respect to each Class B Unit of such Class B Unitholder assuming the Class A Units and the Class B Units share in the aggregate proceeds payable to the holders thereof on a pro rata basis. Distributions made to Class B Unitholders in connection with a Liquidation Event shall be made on a pro rata basis (based on the aggregate Liquidation Value of the Class B Units held by the Class B Unitholders). OTHER DISTRIBUTIONS Except in the event of a distribution in connection with a Liquidation Event, distributions shall be made, if at all, at such times and in such amounts as determined by the Board of Managers of the Company (the “Board”), and all such distributions shall be made with respect to the Class B Units and the Class A Units on a pro rata basis. Notwithstanding the foregoing, to the extent of available cash and to the extent not prohibited by the Company’s or its Subsidiaries’ financing agreements with lenders that are not Unitholders, the Company shall make pro rata quarterly distributions to its Unitholders with respect to the taxable income generated by the Company and its Subsidiaries allocable to the Unitholders in a manner to be set forth in the Amended LLC Agreement, assuming the highest applicable tax rates. CLASS B COMPANY SALE ...
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Supermajority Investors means (i) so long as any Class A notes of any Shared Collateral Series are outstanding, the holders of more than 66 2/3% of the aggregate Note Principal Amount of such Class A notes, (ii) after such Class A notes have been paid in full, the holders of more than 66 2/3% of the aggregate Note Principal Amount of all Class B notes of any Shared Collateral Series, and (iii) after such Class B notes have been paid in full, if any Class of Notes of any Shared Collateral Series is outstanding which is subordinate to such Class B notes, the holders of more than 66 2/3% of the aggregate Note Principal Amount of the most senior of such Classes.
Sample 1

Related to Supermajority Investors

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

  • Supermajority means, 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.

  • Supermajority Banks means Banks having more than 75% of the sum of the Aggregate Commitments or, after the Revolving Credit Termination Date, more than 75% of the aggregate Revolving Loans outstanding (including funded participating interests in Swingline Loans).

  • Super-Majority Banks means, at any time, Banks holding Loans representing at least 66-2/3% of the aggregate principal amount of the Loans outstanding, or if no Loans are outstanding, Banks having Commitments representing at least 66-2/3% of the Total Commitment.

  • Supermajority Lenders means, at any time, Lenders having or holding more than 66 2/3% of the aggregate Revolving Loan Exposure of all Lenders; provided, that (i) the Revolving Loan Exposure of any Defaulting Lender shall be disregarded in the determination of the Supermajority Lenders, and (ii) at any time there are two or more Lenders (who are not Affiliates of one another), “Supermajority Lenders” must include at least two Lenders (who are not Affiliates of one another or Defaulting Lenders).

  • Super Majority Lenders means at any time a Lender or group of Lenders whose Commitments aggregate more than 80% of the Total Commitments (or, if the Total Commitments have been reduced to zero, aggregated more than 80% of the Total Commitments immediately prior to that reduction).

  • Lead Investors means collectively, BlackRock, GSO, Magnetar and, solely for purposes of Section 2.02(b), Investment Partners V (II), LLC.

  • 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.

  • 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.

  • Supermajority Revolving Lenders means Lenders having (a) 80% or more of the Revolving Loan Commitments of all Lenders, or (b) if the Revolving Loan Commitments have been terminated, 80% or more of the aggregate outstanding amount of the Revolving Loan (with the Swing Line Loan being attributed to the Lender making such Loan) and Letter of Credit Obligations.

  • Equity Investors means the Sponsors and the Management Stockholders.

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

  • Majority in Interest As to any Class of Regular Certificates, the Holders of Certificates of such Class evidencing, in the aggregate, at least 51% of the Percentage Interests evidenced by all Certificates of such Class.

  • Majority Term Lenders at any time, (a) if only one Term Lender holds the Term Loan, such Term Lender; and (b) if more than one Term Lender holds the Term Loan, at least two Term Lenders who hold more than 50% of the principal sum of all Term Loans outstanding; provided that the portion of the Term Loans held or deemed held by, any Defaulting Lender shall be excluded for purposes of making a determination of Majority Term Lenders; provided further that a Lender and its Affiliates shall be deemed one Lender.

  • PIPE Investors means those certain investors participating in the PIPE Investment pursuant to the Subscription Agreements.

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

  • Majority Interests Vote means the vote, at a meeting of Holders, of (A) 67% or more of the Interests present or represented at such meeting, if Holders of more than 50% of all Interests are present or represented by proxy, or (B) more than 50% of all Interests, whichever is less.

  • Majority Revolving Lenders at any time, (a) if only one Revolving Lender holds the Total Revolving Commitments at such time, such Revolving Lender, both before and after the termination of such Revolving Commitment; and (b) if more than one Revolving Lender holds the Total Revolving Commitment, at least two Revolving Lenders who hold more than 50% of the Total Revolving Commitments (including, without duplication, the L/C Commitments) or, at any time after the termination of the Revolving Commitments when such Revolving Commitments were held by more than one Revolving Lender, at least two Revolving Lenders who hold more than 50% of the Total Revolving Extensions of Credit then outstanding (including, without duplication, any L/C Disbursements that have not yet been reimbursed or converted into Revolving Loans at such time)); provided that the Revolving Commitments of, and the portion of the Revolving Loans and participations in L/C Exposure and Swingline Loans held or deemed held by, any Defaulting Lender shall be excluded for purposes of making a determination of Majority Revolving Lenders; provided further that a Lender and its Affiliates shall be deemed one Lender.

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

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

  • 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.

  • Majority Banks means at any time Banks holding more than 50% of the Commitments, or if the Commitments have been terminated, Banks holding more than 50% of the then aggregate unpaid principal amount of the Advances.

  • 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.

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

  • Requisite Term Loan Lenders shall in no event mean less than two Term Loan Lenders.