Holder Consent definition

Holder Consent means (i) as to a proposed transfer to another Holder, approval by both (A) Partners owning a majority of the Partnership Ownership Interest (measured by Partnership Ownership Percentage) and (B) Members owning a majority of the Company Ownership Interest (measured by Company Ownership Percentage) and (ii) as to a proposed transfer to a Person other than another Holder, approval by both (A) Partners owning a majority of the Partnership Ownership Interest (measured by Partnership Ownership Percentage) owned by Partners not involved in the proposed transfer and (B) Members owning a majority of the Company Ownership Interest (measured by Company Ownership Percentage) owned by Members not involved in the proposed transfer. Holder Consent may be given or withheld in the sole discretion of the Members and Partners.
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Holder Consent means (a) for so long as the Holder Ownership Percentage of Blue Mountain equals or exceeds 150% of the Holder Ownership Percentage of each of Axar and ▇▇▇▇▇▇▇, the prior written approval of (i) Blue Mountain and (ii) at least one of Axar or ▇▇▇▇▇▇▇; (b) if the Holder Ownership Percentage of Axar or ▇▇▇▇▇▇▇ equals or exceeds 150% of the Holder Ownership Percentage of each of the other Holders then party to this Agreement, the prior written approval of (i) such Holder whose Holder Ownership Percentage equals or exceeds 150% of the Holder Ownership Percentage of each of the other Holders then party to this Agreement and (ii) at least one of the other Holders then party to this Agreement or (c) if (a) and
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Holder Consent is defined in Section 15.1.
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Examples of Holder Consent in a sentence

  • Pursuant to the Class B Holder Consent, the Majority Class B Holders have also agreed to the matters described in this Section 2.1.

  • If Holder Consent is obtained by the Corporation, to the extent that the registration or qualification or other similar rights granted to such third party or parties are more favourable than the entitlements of the Holders under this Agreement, the Holders will be given the benefit of such more favourable rights with respect to all of their Registrable Securities.

  • The fiscal year of the Company (the “Fiscal Year”) for financial statement purposes shall be determined by the Board from time to time, and shall initially be the fiscal year ending December 31; provided that any change to the Fiscal Year shall require the Requisite Holder Consent.

  • Voting Rights 61 14.1(1) Transferor, Affiliates and Agents 61 14.1(2) Reserved 61 14.1(3) Guarantor as Holder 61 14.1(4) Successor Trustee as Holder 62 Section 14.2 Amendments to Trust Documents 62 Section 14.3 Permissible without Action by Holders 62 Section 14.4 Waivers and Amendments with Consent of Holders 63 14.4(1) With 51% Holder Consent 63 14.4(2) With 100% Holder Consent 63 Section 14.5 Documentation of Amendment.

  • Subject to Section 6.3(b), the Company shall be dissolved upon the affirmative vote or consent of Members owning Voting Units representing at least a Majority Interest, and the Requisite Holder Consent (each, an “Event of Dissolution”).

  • If the Selling Holder desires to effect a Sale, as hereinafter defined, of all or a part of its Ownership Interest to any Person other than pursuant to Sections 3.1 or 3.2 hereof, then, in addition to obtaining Holder Consent pursuant to Section 2.1, the Selling Holder shall comply with the provisions of this Article IV.

  • A Secured Note Holder Consent Company shall have received all necessary Consents, if necessary, from those holders of Company Warrants.

  • In connection therewith, WCA Waste and Waste Corp shall obtain, prior to consummation of the Merger, a written consent of each holder of Waste Corp Options in form and substance reasonably acceptable to the Parties (each an "Option Holder Consent" and collectively, the "Option Holder Consents"), pursuant to which such holder consents to such exchange.

  • State Franchising Authority Franchise Holder Consent to Security Interest Required II.

  • Except for the Parent Stockholder Consent and the Consent Right Holder Consent, no vote of the holders of any class or series of Parent capital stock or indebtedness is necessary to approve the Share Issuance and Parent Charter Amendment and the Transactions (including the Merger).


More Definitions of Holder Consent

Holder Consent means, at any particular date, the consent, approval or vote of the Holder.
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Holder Consent means, at any particular date, the consent, approval or vote of the Majority Holders.
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Holder Consent means, collectively, Villa Tuscany Holder Consent, Deerwood Holder Consent, and Vista Grande Holder Consent, as such terms are defined in Sections 15.1., 15.2 and 15.3, respectively.
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Holder Consent means the certain Consent to (1) Proposed Indenture Amendment, (2) proposed Issuer Sale and Contribution Agreement Amendment, and (3) the proposed Issuance of Additional Notes, dated March 12, 2021, entered into by the sole Holder.
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Holder Consent. (as defined in the Transfer Restriction Agreement) of such assignment, sale or other transfer has been obtained. If such a transferee is not admitted as a substituted Member under this Article XV, it shall have none of the powers of a Member hereunder but shall, subject to the further provisions hereof, have only such rights of an assignee under the Act as are consistent with this Agreement. Such assignee shall have no voting rights or consent rights (and shall have no power to remove or replace Managers pursuant to Section 8.3(c)) or any other power to participate in the management of the Company, but shall be subject to the provisions of the Transfer Restriction Agreement including, without limitation, the obligations under Articles II, IV and V thereof, but shall not be entitled to exercise the rights of a party thereto, including, without limitation, under Article III or VI thereof. In the event of any permitted transfer of an interest in the Company pursuant to this Article XV and the Transfer Restriction Agreement, the interest so transferred shall remain subject to all terms and provisions of this Agreement and the Transfer Restriction Agreement, and the transferee shall be deemed, by accepting the interest so transferred, to have assumed all the liabilities and unperformed obligations, under this Agreement, the Transfer Restriction Agreement or otherwise, which are appurtenant to the interest so transferred; shall hold such interest subject to all unperformed obligations of the transferor Member hereunder and under the Transfer Restriction Agreement; and shall agree in writing to the foregoing if requested by the Board of Managers or the Members and shall join in and be bound by the terms of this Agreement. No assignment shall relieve the assignor from its obligations prior to this Agreement or the Transfer Restriction Agreement, except that if the transferee is admitted as a Member, the assignor shall be relieved of obligations hereunder and under the Transfer Restriction Agreement accruing after the admission of the transferee as a Member.
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Related to Holder Consent

  • Lender Consent means any lender consent delivered by a Lender on the Closing Date in the form of Exhibit 4.1(a).

  • Required Consent has the meaning set forth in Section 4.4.

  • Required Consenting Noteholders means, as of the relevant date, Consenting Noteholders holding at least 50.01% of the aggregate outstanding principal amount of Senior Notes that are held by Consenting Noteholders at the relevant time.

  • Requisite Stockholder Approval means the approval by the holders of Common Stock of the Company for the issuance of shares of Common Stock in excess of the Share Cap in accordance with the rules of The Nasdaq Stock Market LLC.

  • Stockholder Agreement means the Stockholder Agreement, dated as of August 29, 2003, among the Company and its stockholders, as amended and in effect from time to time.