Extraordinary Meeting Sample Clauses

Extraordinary Meeting. Extraordinary meetings of the Members shall be held upon the request of the Chairman, the TPG Director or any two Directors (or as otherwise required pursuant to the provisions of the Statute) upon at least fourteen (14) days written notice (containing the agenda, date, time and place of the meeting) to all Members and shall be held at such time and place designated in such notice, with attendance in person or by telephone or by proxy or corporate representative; provided, however, that, subject to applicable law, such fourteen (14) day notice requirement may be waived by Members having an aggregate Shareholding Percentage of not less than ninety percent (90%) in a particular case. Any notice period referred to above shall exclude both the day on which the notice is served or deemed to be served and the day for which the notice is given.
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Extraordinary Meeting. In case of exceptional circumstances, in connection with the functions defined in article 2, significantly affecting the general operation or structure of the Group, a meeting of the liaison Office shall be convened within 8 days following the meeting of the Executive Management Committee. All relevant information relating to the situation shall be provided to the liaison Office by the Management of the Group. After consideration of the situation with the Liaison Office, and as may be required in the light of the circumstances then prevailing, a further extraordinary meeting of the Committee may be convened during the same year, either at the Liaison Office’s request, or at the request of a majority of the members, who address themselves directly to Management, or at the Management’s request. Such meeting may not take place prior to the commencement of consultations on a national level and may not have any bearing on such consultations. It may not constitute a precondition to the issuance of notices provided for under national procedures.
Sample 1
Extraordinary Meeting. The General Partner will call a meeting of Limited Partners holding Investor Units and Class B Units upon receipt of a written request from Limited Partners holding not less than 60% of the issued and outstanding Investor Units, or not less than 60% of the issued and outstanding Class B Units. If the General Partner fails to call such a meeting within twenty-one (21) days after receipt of any such request, any Limited Partner holding Investor Units or Class B Units may call such meeting in accordance with the terms hereof.
Sample 1
Extraordinary Meeting. AND for the purpose of agreeing and determining upon the expenses to be from time to time incurred in keeping the said roads promenade sea wall lodge and sewers in repair and for lighting the said roads with gas and also for making and determining upon the rules and regulations to be observed for the better more convenient and more advantageous enjoyment of the said several plots of land and the dwellinghouses erected and to be erected thereon and for securing all other objects of these presents it is hereby agreed and declared between and by the said persons parties to these presents as follows (that is to say) THAT there shall be one general meeting of the proprietors for the time being of the said plots of land and dwellinghouses in every year to be held on the first Monday in July at the Clarendon Rooms in South Xxxx Street in Liverpool or at such other place in Liverpool or Aigburth as may from time to time be agreed upon at any Meeting or otherwise. And an Extraordinary Meeting may also be held at any time when and so often as the Trustees for the time being of the said roads or the proprietors for the time being of twenty or more of the said plots of land shall convene the same Notice of every meeting. THAT of every Meeting General or Extraordinary seven clear days notice in writing specifying the time and place of Meeting and as to every extraordinary meeting specifying also the business for which the same is convened shall be sent by post or otherwise to the Proprietors of the said several plots of land Proprietors of THAT the presence of ten or more persons being proprietors of twenty twenty plots to attend.
Sample 1
Extraordinary Meeting. Acquiror shall, as promptly as practicable after the Form S-4 is declared effective under the Securities Act, establish a record date for, duly call and give notice of, and convene and hold an extraordinary general meeting of Acquiror’s shareholders (the “Extraordinary Meeting”), for the purpose of obtaining the approval of the Acquiror Shareholder Matters. Acquiror shall use its reasonable best efforts to obtain the approval of the Acquiror Shareholder Matters at the Extraordinary Meeting, including by soliciting proxies as promptly as practicable in accordance with Applicable Legal Requirements for the purpose of seeking the approval of the Acquiror Shareholder Matters. Acquiror shall include the Acquiror Recommendation in the Form S-4. Subject to the proviso in the following sentence, the board of directors of Acquiror shall not (and no committee or subgroup thereof shall) change, withdraw, withhold, qualify or modify, or publicly propose to change, withdraw, withhold, qualify or modify, the Acquiror Recommendation (a “Change in Recommendation”); provided, that, prior to obtaining the Acquiror Shareholder Approval, the board of directors may make a Change in Recommendation in response to an Intervening Event if it determines in good faith, after consultation with its outside legal counsel and financial advisors, that a failure to make a Change in Recommendation in response to such Intervening Event would reasonably be expected to constitute a breach by the board of directors of its fiduciary obligations under Applicable Legal Requirement; provided, further, that the board of directors of Acquiror may not make such Change in Recommendation unless (i) Acquiror provides the Company with written information describing such Intervening Event in reasonable detail as soon as reasonably practicable after becoming aware of it, (ii) Acquiror keeps the Company reasonably informed of developments with respect to such Intervening Event; (iii) Acquiror notifies the Company at least four (4) Business Days prior to making a Change in Recommendation of its intention to do so and specifies the reasons therefor; and (iv) if the Company makes a proposal during such four (4) Business Day period to adjust the terms and conditions of this Agreement, the board of directors of Acquiror, after taking into consideration the adjusted terms and conditions of this Agreement as proposed by the Company, continues to determine in good faith (after consultation with its outside legal co...
Sample 1
Extraordinary Meeting. Prior to the Closing Date, unless the Subscriber and Issuer agree otherwise, Issuer shall take all corporate actions necessary or appropriate to convene and hold an extraordinary meeting of shareholders of Issuer to approve the measures set forth in below (the "SHAREHOLDERS MEETING"). At the Shareholders Meeting, Issuer shall use its best efforts to obtain the approval by the shareholders of Issuer of the following measures:
Sample 1
Extraordinary Meeting. 22.1. All General Meetings other than Annual Meetings shall be called “Extraordinary Meetings.”
Sample 1
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Related to Extraordinary Meeting

  • Special Meeting Special meetings of the stockholders may be called only by such persons and only in such manner as set forth in the Certificate of Incorporation. No business may be transacted at any special meeting of stockholders other than the business specified in the notice of such meeting. The Board may postpone, reschedule or cancel any previously scheduled special meeting of stockholders.

  • Lender Meeting Company will, upon the request of Administrative Agent or Requisite Lenders, participate in a meeting of Administrative Agent and Lenders once during each Fiscal Year to be held at Company’s principal offices (or at such other location as may be agreed to by Company and Administrative Agent) at such time as may be agreed to by Company and Administrative Agent.

  • Extraordinary Actions Except as specifically provided in this Agreement, notwithstanding any provision of law permitting or requiring any action to be taken or authorized by the affirmative vote of the holders of a greater number of votes, any such action shall be effective and valid if taken or approved by the affirmative vote of holders of Interests entitled to cast a majority of all the votes entitled to be cast on the matter.

  • Meeting of Shareholders 33 5.3 Access to Information....................................................................... 33 5.4 Confidentiality............................................................................. 34 5.5 Public Disclosure........................................................................... 34 5.6

  • Quarterly Meetings At Landlord's request, Tenant shall make the Tenant's property management team and the executive officers of Tenant's general partner available to meet with Landlord on a quarterly basis to discuss the Reserve Estimate, the annual budgets and any other items related to the operation of the Facility, which Landlord wishes to discuss. Tenant agrees to give good faith consideration to any suggestions or requests that Landlord may have.

  • Merger Without Meeting of Shareholders Notwithstanding Section 2.10, in the event that Parent, the Purchaser or any other subsidiary of Parent shall acquire, in the aggregate, at least 90% of the outstanding Common Shares pursuant to the Offer or otherwise, the parties hereto agree to take all necessary and appropriate action to cause the Merger to become effective as soon as practicable after the Acceptance Date without a meeting of shareholders of the Company, in accordance with Section 60.491 of the OBCA. ARTICLE THREE

  • Lender Meetings Borrower will, within 90 days after the close of each fiscal year of Borrower, at the request of Agent or of the Required Lenders and upon reasonable prior notice, hold a meeting (at a mutually agreeable location and time or, at the option of Agent, by conference call) with all Lenders who choose to attend such meeting at which meeting shall be reviewed the financial results of the previous fiscal year and the financial condition of Borrower and its Subsidiaries and the projections presented for the current fiscal year of Borrower.

  • Shareholders Meeting (a) If required by applicable law in order to consummate the Merger, the Company, acting through its Board of Directors, shall, in accordance with applicable law:

  • JSC Meetings The JSC will meet at least [**], or more or less frequently as mutually agreed by the Parties, at such times as may be agreed to by the Parties. The JSC will determine its meeting locations, and whether to conduct a meeting in-person, by teleconference, or videoconference. Each Party is responsible for all costs and expenses incurred by it in connection with its participation in the meetings of the JSC. Each Party shall have the right to call a special meeting of the JSC at any time as necessary or desirable to address disputes or other matters within the scope of the JSC’s responsibilities by providing the other Parties with written notice to that effect. The JSC Chairs shall schedule and convene such special JSC meeting as soon as practicable following such notice. Each Party may, from time-to-time and with prior written notice to the JSC members of the other Parties, invite Project Team members and/or others of its employees, consultants or agents to attend relevant portions of a JSC meeting as necessary. The Sponsoring Party shall notify the other Parties in writing in the event that it wishes to invite a Third Party to attend a JSC meeting. Any such notice shall be provided at least [**] business days prior to the relevant JSC meeting and shall identify the relevant Third Party and briefly describe the reasons that the Sponsoring Party wishes to include the Third Party in the meeting. The attendance and participation of such Third Party shall be subject to the prior written consent of the Parties receiving such notice (such consent not to be unreasonably withheld). Any such consent granted by a Party shall be conditioned upon the consultant or contractor being bound by a written confidentiality and non-use agreement that is reasonably acceptable to the consenting Party. In the event the Sponsoring Party requires the attendance of such Third Party at subsequent JSC meetings, approval shall not be required for any Third Party who was previously approved by the other Parties and remains bound by an appropriate written confidentiality and non-use agreement at the time of the Project Team meeting, provided that the Sponsoring Party gives the other Parties prior notice of such attendance and the other Parties do not revoke their consent. The Parties’ respective JSC Chairs (as defined below) shall be responsible for ensuring compliance with the foregoing.

  • GENERAL MEETINGS 19. The Academy Trust shall hold an Annual General Meeting each year in addition to any other meetings in that year, and shall specify the meeting as such in the notices calling it; and not more than fifteen months shall elapse between the date of one Annual General Meeting of the Academy Trust and that of the next. Provided that so long as the Academy Trust holds its first Annual General Meeting within eighteen months of its incorporation, it need not hold it in the year of its incorporation or in the following year. The Annual General Meeting shall be held at such time and place as the Governors shall appoint. All meetings other than Annual General Meetings shall be called General Meetings.

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