Common use of Amendments with Consent of Holders Clause in Contracts

Amendments with Consent of Holders. With the consent of the Majority Holders, by Act of said Holders delivered to the Company and the Trustee, the Company (when authorized by a Board Resolution or the chief executive officer of the Company) and the Trustee may enter into one or more amendments hereto or to the Securities for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this CVR Agreement or to the Securities or of modifying in any manner the rights of the Holders under this CVR Agreement or to the Securities; provided, however, that no such amendment shall, without the consent of the Holder of each Outstanding Security affected thereby:

Appears in 6 contracts

Samples: Contingent Value Rights Agreement (Bristol Myers Squibb Co), Contingent Value Rights Agreement (Bristol Myers Squibb Co), Contingent Value Rights Agreement (Bristol Myers Squibb Co)

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Amendments with Consent of Holders. With the consent of the Majority Holders, by Act of said Holders delivered to the Company and or the Trustee, the Company Parent (when authorized by a Board Resolution or the chief executive officer of the Company) Resolution), at any time and the Trustee from time to time, may enter into one or more amendments hereto or to the Securities for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this CVR Agreement or to the Securities or of modifying in any manner the rights of the Holders under this CVR Agreement or to the Securities; provided, however, that no such amendment shall, without the consent of the Holder of each Outstanding Security affected thereby:

Appears in 4 contracts

Samples: Contingent Value Rights Agreement (Cubist Pharmaceuticals Inc), Contingent Value Rights Agreement (Cubist Pharmaceuticals Inc), Contingent Value Rights Agreement (Cubist Pharmaceuticals Inc)

Amendments with Consent of Holders. With the consent of the Majority HoldersHolders of at least a majority of the Outstanding CVRs, by Act of said Holders delivered to the Company and the TrusteeTrustee (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Securities), the Company (when authorized by a Board Resolution or the chief executive officer of the Companyand/or its Chief Executive Officer) and the Trustee may enter into one or more amendments hereto or to the Securities for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this CVR Agreement or to the Securities or of modifying in any manner the rights of the Holders under this CVR Agreement or to the Securities; provided, however, that no such amendment shall, without the consent of the Holder of each Outstanding Security affected thereby:

Appears in 4 contracts

Samples: Contingent Value Rights Agreement (Wright Medical Group Inc), Contingent Value Rights Agreement (Wright Medical Group Inc), Contingent Value Rights Agreement (Wright Medical Group Inc)

Amendments with Consent of Holders. With the consent of the Majority HoldersHolders of a majority of the Outstanding Securities, by Act of said Holders delivered to the Company and the Trustee, the Company (when authorized by a Board Resolution or the chief executive officer of the CompanyResolution) and the Trustee may enter into one or more amendments hereto or to the Securities for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this CVR Agreement or to the Securities or of modifying in any manner the rights of the Holders under this CVR Agreement or to the Securities; provided, however, that no such amendment shall, without the consent of the Holder of each Outstanding Security affected thereby:

Appears in 4 contracts

Samples: Rights Agreement (Mafco Consolidated Group Inc), Stock and VSR Purchase Agreement (Mafco Consolidated Group Inc), Contingent Payment Rights Agreement (Somatogen Inc)

Amendments with Consent of Holders. With the consent of the Majority Holders, by Act of said Holders delivered to the Company and the TrusteeTrustee (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Securities), the Company (when authorized by a Board Resolution or and/or the chief executive officer of the CompanyChief Executive Officer) and the Trustee may enter into one or more amendments hereto or to the Securities for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this CVR Agreement or to the Securities or of modifying in any manner the rights of the Holders under this CVR Agreement or to the Securities; provided, however, that no such amendment shall, without the consent of the Holder of each Outstanding Security affected thereby:

Appears in 4 contracts

Samples: Rights Agreement, Contingent Value Rights Agreement (Community Health Systems Inc), Contingent Value Rights Agreement (Community Health Systems Inc)

Amendments with Consent of Holders. With the consent of the Majority Holders, by Act of said Holders delivered to the Company and the Trustee, the Company (when authorized by a Board Resolution or the chief executive officer of the CompanyResolution) and the Trustee may enter into one or more amendments hereto or to the Securities for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this CVR Agreement or to the Securities or of modifying in any manner the rights of the Holders under this CVR Agreement or to the Securities; provided, however, that no such amendment shall, without the consent of the Holder of each Outstanding Security affected thereby:

Appears in 3 contracts

Samples: Contingent Value Rights Agreement (Celgene Corp /De/), Contingent Value Rights Agreement (Celgene Corp /De/), Contingent Value Rights Agreement (Abraxis BioScience, Inc.)

Amendments with Consent of Holders. With the consent of the Majority HoldersHolders of at least a majority of the Outstanding CVRs, by Act of said Holders delivered to the Company and the TrusteeTrustee (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for, the Securities), the Company (when authorized by a Board Resolution or and/or the chief executive officer of the CompanyChief Executive Officer) and the Trustee may enter into one or more amendments hereto or to the Securities for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this CVR Agreement or to the Securities or of modifying in any manner the rights of the Holders under this CVR Agreement or to the Securities; provided, however, that no such amendment shall, without the consent of the Holder of each Outstanding Security affected thereby:

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Genzyme Corp), Contingent Value Rights Agreement (Sanofi-Aventis), Contingent Value Rights Agreement (Genzyme Corp)

Amendments with Consent of Holders. With the consent of the Majority HoldersHolders of a majority of the Outstanding Securities, by Act of said Holders delivered to the Company and the Trustee, the Company (when authorized by a Board Resolution or the chief executive officer of the CompanyResolution) and the Trustee may enter into one or more amendments hereto or to the Securities for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this CVR Agreement or to the Securities or of modifying in any manner the rights of the Holders under this CVR Agreement or to the Securities; provided, however, that no such amendment shall, without the consent of the Holder of each Outstanding Security affected thereby:

Appears in 2 contracts

Samples: Contingent Value Rights Agreement (Fresenius Kabi Pharmaceuticals Holding, Inc.), Contingent Value Rights Agreement (APP Pharmaceuticals, Inc.)

Amendments with Consent of Holders. With the consent of the Majority HoldersHolders of a majority of the Outstanding Securities, by Act of said Holders delivered to the Company and the Trustee, the Company (Company, when authorized by a Board Resolution or the chief executive officer of the Company) Resolution, and the Trustee may enter into one or more amendments hereto or to the Securities for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this CVR Agreement or to the -35- 42 Securities or of modifying in any manner the rights of the Holders under this CVR Agreement or to the Securities; provided, however, that no such amendment shall, without the consent of the Holder of each Outstanding Security affected thereby:

Appears in 2 contracts

Samples: Participation Rights Agreement (Schering Plough Corp), Participation Rights Agreement (Schering Plough Corp)

Amendments with Consent of Holders. With the consent of the Majority Holders, by Act of said Holders delivered to the Company and the Trustee, the Company (when authorized by a Board Resolution or the chief executive officer of the Company) and the Trustee may enter into one or more amendments hereto or to the Securities for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this CVR Agreement or to the Securities or of modifying in any manner the rights of the Holders under this CVR Agreement or to the Securities; provided, however, that no such amendment shall, without the consent of the Holder of each Outstanding Security affected thereby:

Appears in 2 contracts

Samples: Assignment and Assumption Agreement (Cartesian Therapeutics, Inc.), Agreement and Plan of Merger (Selecta Biosciences Inc)

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Amendments with Consent of Holders. With the consent of the Majority HoldersHolders of a majority of the Outstanding Securities, by Act of said Holders delivered to the Company and the Trustee, the Company (Company, when authorized by a Board Resolution or the chief executive officer of the Company) Resolution, and the Trustee may enter into one or more amendments hereto or to the Securities for the purpose of adding any provisions to or changing in any manner or eliminating any of the -34- 100 provisions of this CVR Agreement or to the Securities or of modifying in any manner the rights of the Holders under this CVR Agreement or to the Securities; provided, however, that no such amendment shall, without the consent of the Holder of each Outstanding Security affected thereby:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Eaton Corp)

Amendments with Consent of Holders. With the consent of the Majority HoldersHolders of a majority of the Outstanding Securities, by Act of said Holders delivered to the Company Issuers and the TrusteeRights Agent, the Company Issuers (when authorized by a Board Resolution or the chief executive officer of the CompanyResolution) and the Trustee Rights Agent may enter into one or more amendments hereto or to the Securities for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this CVR Agreement or to the Securities or of modifying in any manner the rights of the Holders under this CVR Agreement or to the Securities; provided, however, that no such amendment shall, without the consent of the Holder of each Outstanding Security affected thereby:

Appears in 1 contract

Samples: Contingent Value Rights Agreement (Alamosa Delaware Inc)

Amendments with Consent of Holders. With the consent of the Majority HoldersHolders of a majority of the Outstanding Securities, by Act of said Holders delivered to the Company and the Trustee, the Company (when authorized by a Board Resolution or the chief executive officer of the CompanyResolution) and the Trustee may enter into one or more amendments hereto or to the Securities for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions provi- sions of this CVR Agreement or to the Securities or of modifying modi- fying in any manner the rights of the Holders under this CVR Agreement or to the Securities; provided, however, that no such amendment shall, without the consent of the Holder of each Outstanding Security affected thereby:

Appears in 1 contract

Samples: Stock and VSR Purchase Agreement (Mafco Consolidated Group Inc)

Amendments with Consent of Holders. (a) With the written consent of the Majority HoldersHolders of not less than a majority of the Outstanding Securities, by the Act of said Holders delivered to the Company Buyer and the Trustee, the Company (Buyer, when authorized by a Board Resolution or the chief executive officer of the Company) Buyer Order, and the Trustee may enter into one an indenture or more amendments indentures supplemental hereto or to the Securities for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this CVR Agreement or to the Securities or of modifying in any manner the rights of the Holders under this CVR Agreement or to the SecuritiesAgreement; provided, however, that no such amendment -------- ------- supplemental indenture shall, without the consent or affirmative vote of the Holder of each Outstanding Security affected thereby:

Appears in 1 contract

Samples: Section Agreement (Hewlett Packard Co)

Amendments with Consent of Holders. (a) With the written consent of the Majority HoldersHolders of not less than a majority of the Outstanding Securities, by the Act of said Holders delivered to the Company Buyer and the Trustee, the Company (Buyer, when authorized by a Board Resolution or the chief executive officer of the Company) Buyer Order, and the Trustee may enter into one an indenture or more amendments indentures supplemental hereto or to the Securities for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this CVR Agreement or to the Securities or of modifying in any manner the rights of the Holders under this CVR Agreement or to the SecuritiesAgreement; provided, however, that no such amendment supplemental indenture shall, without the consent or affirmative vote of the Holder of each Outstanding Security affected thereby:

Appears in 1 contract

Samples: Contingent Value Rights Agreement (Hewlett Packard Erste Vermogensverw U Beteiligungsges MBH)

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