Majority Class B Members definition

Majority Class B Members means the Members holding a majority of the then outstanding Class B Units.
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Majority Class B Members or "Majority Members" without the consent of all of the Members of the applicable Class, (ii) change this Section 13.1 without the consent of each Member, or (iii) increase or accelerate the payment of any capital contribution obligation of, or decrease the amount or delay the payment of any Distribution payable to, any Member, or limit any Member's right to participate in the election of directors representing the Class of such Member, without, in any such case under this clause (iii), the consent of such Member; and provided further that no such amendment, waiver or consent prior to the Conversion of the Class A Note shall be effective unless consented to in writing by the Class A Noteholder. No such waiver of a provision or consent to a departure in any one instance shall be construed as a further or continuing waiver of or consent to subsequent occurrences, or a waiver of any other provision or consent to any other departure.
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Majority Class B Members means, at any time, Class B Members whose aggregate unpaid Total Tranche Payment Amounts constitute over 50% of the aggregate unpaid Total Tranche Payment Amounts with respect to all outstanding Class B Membership Interests.
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Examples of Majority Class B Members in a sentence

  • On and after the Conversion of the Class A Note, the Board of Directors shall be composed of four directors, two of which shall be appointed by the Initial Class A Member and shall act as representatives of the Class A Members on the Board of Directors, and the other two of which shall be appointed by the Majority Class B Members and shall act as representatives of the Class B Members on the Board of Directors.

  • The Majority Class A Members shall be entitled to name two persons to act as directors and representatives of the Class A Members on the Board of Directors and the Majority Class B Members shall be entitled to name one person to act as director and as representative of the Class B Members on the Board of Directors.

  • Except as required by law, this Agreement or the Certificate may be amended from time to time only upon the approval of the Managing Member and, so long as any Class B Units are outstanding, the Majority Class B Members; provided, that at any time after the Exchange Agreement is no longer in effect, any amendment to this Agreement or the Certificate shall only require the approval of the Managing Member.

  • Except in connection with a Transfer permitted under Article IX, no party to this Agreement may assign any of its rights or remedies or delegate any of its obligations under this Agreement without the prior written consent of the Managing Member and, so long as any Class B Units are outstanding, the Majority Class B Members.

  • Notwithstanding any other provision of this Agreement or the Management Services Agreement, during the Third Period and the Final Period, the Manager shall have no authority to do, and the Manager shall not do or permit the Company to do, any of the actions described in Section 7.3(b), (c), (d), (e), (g), (h),(i) or (j) or Section 7.3A(e), (f), (h) or (j) either directly or indirectly, without the prior written approval of the Majority Class B Members.

  • Without limiting the generality of the foregoing, each of the Class A Members and the Class B Members agree that the Company shall be permitted to enter into Hedge Agreements with respect to Vessel five (5) as contemplated by the Financial Model with an aggregate cost not to exceed $5 million so long as the terms of such Hedge Agreements are reasonably acceptable to the Majority Class A Members and Majority Class B Members.

  • Any action required or permitted to be taken at a meeting of Members may be taken without a meeting and without prior notice by the written consent of the Managing Member; provided, however, if any matter requires the approval of the Majority Class B Members, such action may only be taken without a meeting and without prior notice by the written consent of the Managing Member and the Majority Class B Members.


More Definitions of Majority Class B Members

Majority Class B Members means the Class B Members whose Class B Interests aggregate to more than fifty percent (50%) of the Class B Interests of all of the Class B Members entitled to vote on such matter.
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Majority Class B Members means the Class B Member or Class B Members whose Capital Account balances, in the aggregate, constitute greater than 50% of the aggregate Capital Account balances for all Class B Members.
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Related to Majority Class B Members

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

  • Class B Members means any Persons to whom Class B Membership Units are issued, and any assignee or transferee of such Persons permitted under the terms of this Agreement, and any other Person admitted to the Company in the future as a Class B Member pursuant to the terms hereof. The names of the Class B Members, and the Percentage Interests allocated to each such Class B Member, shall be reflected in the books and records of the Company.

  • Class A Members means those Members who have purchased Class A Interests.

  • 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 the Members means Members whose Percentage Interests aggregate to greater than fifty percent of the Percentage Interests of all Members.

  • Majority in Interest of the Partners means Partners holding in the aggregate Percentage Interests that are greater than fifty percent (50%) of the aggregate Percentage Interests of all Partners entitled to Consent to or withhold Consent from a proposed action.

  • Class B Member means a Member holding one or more Class B Ordinary Shares.

  • 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.

  • 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.

  • Class C Member means a Member holding the Class C Ordinary Share.

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

  • 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.

  • Supermajority Vote means the affirmative vote of at least seventy-five percent (75%) of the Members.

  • Voting Members has the meaning set forth in Section 4.07(b).

  • 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 Participants means the Holder(s) of more than 50% of the Outstanding VMTP Shares.

  • 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 in Interest of Note Holders Make-Whole Amount" or "Note Holder," or the percentage of Note Holders required to take or approve any action hereunder, (ii) reduce the amount, or change the time of payment or method of calculation of any amount, of Original Amount, Make-Whole Amount, if any, or interest with respect to any Equipment Note, or alter or modify the provisions of Article III hereof with respect to the order of priorities in which distribution thereunder shall be made as among the Note Holders, the Owner Trustee and Lessee, (iii) reduce, modify or amend any indemnities in favor of the Owner Trustee, the Mortgagee or the Note Holders (except that the Owner Trustee (in its individual capacity) or the Mortgagee, as the case may be, may consent to any waiver or reduction of an indemnity payable to it) or the other Indenture Indemnitees, (iv) consent to any change in the Trust Indenture or the Lease which would permit redemption of Equipment Notes earlier than permitted under Section 2.10 or 2.11 hereof or the purchase or exchange of the Equipment Notes other than as permitted by Section 2.13 hereof, (v) except as contemplated by the Lease or the Participation Agreement, reduce the amount or extend the time of payment of Basic Rent, Stipulated Loss Value, or Termination Value for the Aircraft in each case as set forth in the Lease, or modify, amend or supplement the Lease or consent to any assignment of the Lease, in either case releasing Lessee from its obligations in respect of the payment of Basic Rent, Stipulated Loss Value or Termination Value for the Aircraft or altering the absolute and unconditional character of the obligations of Lessee to pay Rent as set forth in Sections 3 and 16 of the Lease or (vi) permit the creation of any Lien on the Trust Indenture Estate or any part thereof other than Permitted Liens or deprive any Note Holder of the benefit of the Lien of this Trust Indenture on the Trust Indenture Estate, except as provided in connection with the exercise of remedies under Article IV hereof.

  • 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.

  • Class A Member means a Member holding one or more Class A Ordinary Shares.

  • Required Majority means a required majority, as defined in Section 57(o) of the Act.7

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

  • Founding Members means the collective reference to American Multi-Cinema, Inc., a Missouri corporation, Cinemark Media, Inc., a Delaware corporation, and Regal CineMedia Holdings, LLC, a Delaware limited liability company.

  • Majority in Interest of the Limited Partners means Limited Partners holding in the aggregate Percentage Interests that are greater than fifty percent (50%) of the aggregate Percentage Interests of all Limited Partners.

  • Majority in liquidation amount of the Capital Securities means Holder(s) of outstanding Capital Securities, voting together as a class, but separately from the holders of Common Securities, of more than 50% of the aggregate liquidation amount (including the stated amount that would be paid on redemption, liquidation or otherwise, plus accrued and unpaid Distributions to the date upon which the voting percentages are determined) of all Capital Securities then outstanding.

  • 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);