Common use of Evidence of Action Taken by Securityholders Clause in Contracts

Evidence of Action Taken by Securityholders. Any request, demand, authorization, direction, notice, consent, waiver or other action provided by this Indenture to be given or taken by a specified percentage in principal amount of the Securityholders of any or all series may be embodied in and evidenced by one or more instruments of substantially similar tenor signed by such specified percentage of Securityholders in Person or by agent duly appointed in writing; and, except as herein otherwise expressly provided, such action shall become effective when such instrument or instruments are delivered to the Trustee. Proof of execution of any instrument or of a writing appointing any such agent shall be sufficient for any purpose of this Indenture, and subject to the provisions of Sections 6.1 and 6.2, conclusive in favor of the Trustee and the Issuer, if made in the manner provided in this Article. Notwithstanding the foregoing, with respect to any Registered Global Security, nothing herein shall prevent the Issuer, the Trustee, or any agent of the Issuer or the Trustee, from giving effect to any request, demand, authorization, direction, notice, consent, waiver or other action provided in this Indenture to be given or taken by a Depository or impair, as between a Depository and such holders of beneficial interest, the operation of customary practices governing the exercise of the rights of the Depository (or its nominee) as Holder of any Security. Without limiting the generality of this Section 7.1, unless otherwise provided in or pursuant to this Indenture, a Holder, including a Depository that is a Holder of a Registered Global Security, may make, give or take, by a proxy or proxies duly appointed in writing, any request, demand, authorization, direction, notice, consent, waiver or other action provided in or pursuant to this Indenture to be made, given or taken by Holders, and a Depository that is a Holder of a Registered Global Security may give its proxy or proxies to the Depository’s participants or the beneficial owners of interests in any such Registered Global Security, as the case may be, through such Depository’s standing instructions and customary practices. The Trustee shall fix a record date for the purpose of determining the Persons who are beneficial owners of interests in any permanent Registered Global Security held by a Depository and who are entitled under the procedures of such Depository to make, give or take, by a proxy or proxies duly appointed in writing, any request, demand, authorization, direction, notice, consent, waiver or other action provided in or pursuant to this Indenture to be made, given or taken by Holders. If such a record date is fixed, the Holders on such record date or their duly appointed proxy or proxies, and only such Persons, shall be entitled to make, give or take such request, demand, authorization, direction, notice consent, waiver or other action, whether or not such Holders remain Holders after such record date. No such request, demand, authorization, direction notice, consent, waiver or other action shall be valid or effective if made, given or taken more than 90 days after such record date.

Evidence of Action Taken by Securityholders. Any request, demand, authorization, direction, notice, consent, waiver or other action provided by this Indenture to be given or taken by a specified percentage in principal amount of the Securityholders of any or all series may be embodied in and evidenced by one or more instruments of substantially similar tenor signed by such specified percentage of Securityholders in Person person or by agent duly appointed in writing; and, except as herein otherwise expressly provided, such action shall become effective when such instrument or instruments are delivered to the Trustee. Proof of execution of any instrument or of a writing appointing any such agent shall be sufficient for any purpose of this Indenture, Indenture and (subject to the provisions of Sections 6.1 and 6.2, ) conclusive in favor of the Trustee and the Issuer, if made in the manner provided in this Article. Notwithstanding If the foregoingIssuer shall solicit from the Securityholders any request, with respect to any Registered Global Securitydemand, nothing herein shall prevent authorization, direction, notice, consent, waiver or other act of the IssuerSecurityholders, the TrusteeIssuer may, or any agent at its option, by a resolution of the Board of Directors, fix in advance a record date for the determination of Securityholders entitled to give such request, demand, authorization, direction, notice, consent, waiver or other act, but the Issuer shall have no obligation to do so. If such a record date is fixed, such request, demand, authorization, direction, notice, consent, waiver or other act may be given before or after such record date, but only the TrusteeSecurityholders of record at the close of business on such record date shall be deemed to be Securityholders for the purposes of determining whether Securityholders of the requisite proportion of Outstanding Securities have authorized or agreed or consented to such request, from giving effect demand, authorization, direction, notice, consent, waiver or other act, and for that purpose the Outstanding Securities shall be computed as of such record date; provided that no such authorization, agreement or consent by the Securityholders on such record date shall be deemed effective unless it shall become effective pursuant to the provisions of this Indenture not later than six months after the record date. If any Security of a series is issuable in the form of a Global Security or Securities, the Depositary therefor may grant proxies and otherwise authorize participants to give or take any request, demand, authorization, direction, notice, consent, waiver or other action provided in this Indenture to be given or taken by a Depository or impair, as between a Depository and such holders of beneficial interest, which the operation of customary practices governing the exercise of the rights of the Depository (or its nominee) as Holder of any Security. Without limiting the generality of this Section 7.1, unless otherwise provided in such Security is entitled to grant or pursuant to take under this Indenture, a Holder, including a Depository that is a Holder of a Registered Global Security, may make, give or take, by a proxy or proxies duly appointed in writing, any request, demand, authorization, direction, notice, consent, waiver or other action provided in or pursuant to this Indenture to be made, given or taken by Holders, and a Depository that is a Holder of a Registered Global Security may give its proxy or proxies to the Depository’s participants or the beneficial owners of interests in any such Registered Global Security, as the case may be, through such Depository’s standing instructions and customary practices. The Trustee shall fix a record date for the purpose of determining the Persons who are beneficial owners of interests in any permanent Registered Global Security held by a Depository and who are entitled under the procedures of such Depository to make, give or take, by a proxy or proxies duly appointed in writing, any request, demand, authorization, direction, notice, consent, waiver or other action provided in or pursuant to this Indenture to be made, given or taken by Holders. If such a record date is fixed, the Holders on such record date or their duly appointed proxy or proxies, and only such Persons, shall be entitled to make, give or take such request, demand, authorization, direction, notice consent, waiver or other action, whether or not such Holders remain Holders after such record date. No such request, demand, authorization, direction notice, consent, waiver or other action shall be valid or effective if made, given or taken more than 90 days after such record date.

Evidence of Action Taken by Securityholders. Any (a) In addition to the foregoing provisions of this Article Ten, any request, demand, authorization, direction, notice, consent, waiver or other action provided by this Indenture to be given or taken by a specified percentage in principal amount of the Securityholders of any or all series may be embodied in and evidenced by one or more instruments of substantially similar tenor signed by such specified percentage of Securityholders in Person person or by agent duly appointed in writing; and, except or by combination of such instrument or instruments and the record of a meeting of Securityholders duly called and held in accordance with this Article Ten. Except as herein otherwise expressly provided, such action shall become effective when such instrument or instruments are delivered to the Trustee. Proof of execution of any such instrument or of a writing appointing any such agent agent, or of the holding by any Person of a Security, shall be sufficient for any purpose of this Indenture, Indenture and (subject to the provisions of Sections 6.1 and 6.2, Section 7.01) conclusive in favor of the Trustee and the IssuerCompany, if made in the manner provided in this Article. Notwithstanding the foregoing. (b) Any request, with respect to any Registered Global Securitydemand, nothing herein shall prevent the Issuerauthorization, the Trusteedirection, notice, consent, waiver or any agent other action of the Issuer Holder of any Security in accordance with this Section 10.08 shall bind every future Holder of the same Security and the Holder of every Security issued upon the registration of transfer thereof or in exchange therefor or in lieu thereof in respect of anything done, omitted or suffered to be done by the Trustee or the TrusteeCompany in reliance thereon, whether or not notation of such action is made upon such Security. (c) If the Company shall solicit from giving effect to the Holders any request, demand, authorization, direction, notice, consent, waiver or other action provided in accordance with this Indenture to be given or taken by a Depository or impair, as between a Depository and such holders of beneficial interestSection 10.08, the operation of customary practices governing the exercise of the rights of the Depository (or Company may, at its nominee) as Holder of any Security. Without limiting the generality of this Section 7.1option, unless otherwise provided in by or pursuant to this Indenturean Officer's Certificate delivered to the Trustee, fix in advance a Holderrecord date for the determination of Holders entitled to give such request, including demand, authorization, direction, notice, consent, waiver or such other act, but the Company shall have no obligation to do so. If such a Depository that record date is a Holder of a Registered Global Securityfixed, may make, give or take, by a proxy or proxies duly appointed in writing, any such request, demand, authorization, direction, notice, consent, waiver or other action provided in act may be given before or pursuant to this Indenture after such record date, but only those Persons who were Holders of record at the close of business on such record date shall be deemed to be made, given or taken by Holders, and a Depository that is a Holder of a Registered Global Security may give its proxy or proxies to the Depository’s participants or the beneficial owners of interests in any such Registered Global Security, as the case may be, through such Depository’s standing instructions and customary practices. The Trustee shall fix a record date Holders for the purpose purposes of determining whether Holders of the Persons who are beneficial owners requisite percentage of interests in any permanent Registered Global Security held by a Depository and who are entitled under the procedures of outstanding Securities have authorized or agreed or consented to such Depository to make, give or take, by a proxy or proxies duly appointed in writing, any request, demand, authorization, direction, notice, consent, waiver or other action provided in act, and for that purpose the outstanding Securities shall be computed as of such record date; provided, that no such authorization, agreement or pursuant to this Indenture to be made, given or taken consent by Holders. If such a record date is fixed, the Holders on such the record date or their duly appointed proxy or proxies, and only such Persons, shall be entitled to make, give or take deemed effective unless such request, demand, authorization, direction, notice consent, waiver or other action, whether or not such Holders remain Holders after such record date. No such request, demand, authorization, direction notice, consent, waiver or other action act shall be valid or become effective if made, given or taken more pursuant to the provisions of paragraph (a) of this Section 10.08 not later than 90 days after such the record date.

Evidence of Action Taken by Securityholders. Any request, demand, authorization, direction, notice, consent, waiver or other action provided by this Indenture to be given or taken by a specified percentage in principal amount of the Securityholders of any or all series may be embodied in and evidenced by one or more instruments of substantially similar tenor signed by such specified percentage of Securityholders in Person person or by agent duly appointed in writing; and, except as herein otherwise expressly provided, such action shall become effective when such instrument or instruments are delivered to the Trustee. Proof of execution of any instrument or of a writing appointing any such agent shall be sufficient for any purpose of this Indenture, and subject to the provisions of Sections 6.1 and 6.2, conclusive in favor of the Trustee and the Issuer, if made in the manner provided in this Article. Notwithstanding the foregoing, with respect to any Registered Global Security, nothing herein shall prevent the Issuer, the Trustee, or any agent of the Issuer or the Trustee, from giving effect to any request, demand, authorization, direction, notice, consent, waiver or other action provided in this Indenture to be given or taken by a Depository Depositary or impair, as between a Depository Depositary and such holders of beneficial interest, the operation of customary practices governing the exercise of the rights of the Depository Depositary (or its nominee) as Holder of any Security. Without limiting the generality of this Section 7.1, unless otherwise provided in or pursuant to this Indenture, a Holder, including a Depository Depositary that is a Holder of a Registered Global Security, may make, give or take, by a proxy or proxies duly appointed in writing, any request, demand, authorization, direction, notice, consent, waiver or other action provided in or pursuant to this Indenture to be made, given or taken by Holders, and a Depository Depositary that is a Holder of a Registered Global Security may give its proxy or proxies to the DepositoryDepositary’s participants or the beneficial owners of interests in any such Registered Global Security, as the case may be, through such DepositoryDepositary’s standing instructions and customary practices. The Trustee shall fix a record date for the purpose of determining the Persons who are beneficial owners of interests in any permanent Registered Global Security held by a Depository Depositary and who are entitled under the procedures of such Depository Depositary to make, give or take, by a proxy or proxies duly appointed in writing, any request, demand, authorization, direction, notice, consent, waiver or other action provided in or pursuant to this Indenture to be made, given or taken by Holders. If such a record date is fixed, the Holders on such record date or their duly appointed proxy or proxies, and only such Personspersons, shall be entitled to make, give or take such request, demand, authorization, direction, notice consent, waiver or other action, whether or not such Holders remain Holders after such record date. No such request, demand, authorization, direction notice, consent, waiver or other action shall be valid or effective if made, given or taken more than 90 days after such record date.

Evidence of Action Taken by Securityholders. Any request, demand, authorization, direction, notice, consent, waiver or other action provided by this Indenture to be given or taken by a specified percentage in principal amount of the Securityholders of any or all series may be embodied in and evidenced by one or more instruments of substantially similar tenor signed by such specified percentage of Securityholders in Person person or by agent duly appointed in writing; and, except as herein otherwise expressly provided, such action shall become effective when such instrument or instruments are delivered to the Trustee. Proof of execution of any instrument or of a writing appointing any such agent shall be sufficient for any purpose of this Indenture, and subject to the provisions of Sections 6.1 and 6.2, conclusive in favor of the Trustee and the Issuer, if made in the manner provided in this Article. Notwithstanding the foregoing, with respect to any Registered Global Security, nothing herein shall prevent the Issuer, the Trustee, or any agent of the Issuer or the Trustee, from giving effect to any request, demand, authorization, direction, notice, consent, waiver or other action provided in this Indenture to be given or taken by a Depository Depositary or impair, as between a Depository Depositary and such holders of beneficial interest, the operation of customary practices governing the exercise of the rights of the Depository Depositary (or its nominee) as Holder of any Security. Without limiting the generality of this Section 7.1, unless otherwise provided in or pursuant to this Indenture, a Holder, including a Depository Depositary that is a Holder of a Registered Global Security, may make, give or take, by a proxy or proxies duly appointed in writing, any request, demand, authorization, direction, notice, consent, waiver or other action provided in or pursuant to this Indenture to be made, given or taken by Holders, and a Depository Depositary that is a Holder of a Registered Global Security may give its proxy or proxies to the Depository’s Depositary's participants or the beneficial owners of interests in any such Registered Global Security, as the case may be, through such Depository’s Depositary's standing instructions and customary practices. The Trustee shall fix a record date for the purpose of determining the Persons who are beneficial owners of interests in any permanent Registered Global Security held by a Depository Depositary and who are entitled under the procedures of such Depository Depositary to make, give or take, by a proxy or proxies duly appointed in writing, any request, demand, authorization, direction, notice, consent, waiver or other action provided in or pursuant to this Indenture to be made, given or taken by Holders. If such a record date is fixed, the Holders on such record date or their duly appointed proxy or proxies, and only such Personspersons, shall be entitled to make, give or take such request, demand, authorization, direction, notice consent, waiver or other action, whether or not such Holders remain Holders after such record date. No such request, demand, authorization, direction notice, consent, waiver or other action shall be valid or effective if made, given or taken more than 90 days after such record date.

Evidence of Action Taken by Securityholders. Any (a) In addition to the foregoing provisions of this Article Ten, any request, demand, authorization, direction, notice, consent, waiver or other action provided by this Indenture to be given or taken by a specified percentage in principal amount of the Securityholders of any or all series may be embodied in and evidenced by one or more instruments of substantially similar tenor signed by such specified percentage of Securityholders in Person person or by agent duly appointed in writing; and, except or by combination of such instrument or instruments and the record of a meeting of Securityholders duly called and held in accordance with this Article Ten. Except as herein otherwise expressly provided, such action shall become effective when such instrument or instruments are delivered to the Trustee. Proof of execution of any such instrument or of a writing appointing any such agent agent, or of the holding by any Person of a Security, shall be sufficient for any purpose of this Indenture, Indenture and (subject to the provisions of Sections 6.1 and 6.2, Section 7.01) conclusive in favor of the Trustee and the IssuerCompany, if made in the manner provided in this Article. Notwithstanding the foregoing. (b) Any request, with respect to any Registered Global Securitydemand, nothing herein shall prevent the Issuerauthorization, the Trusteedirection, notice, consent, waiver or any agent other action of the Issuer Holder of any Security in accordance with this Section 10.08 shall bind every future Holder of the same Security and the Holder of every Security issued upon the registration of transfer thereof or in exchange therefor or in lieu thereof in respect of anything done, omitted or suffered to be done by the Trustee or the TrusteeCompany in reliance thereon, whether or not notation of such action is made upon such Security. (c) If the Company shall solicit from giving effect to the Holders any request, demand, authorization, direction, notice, consent, waiver or other action provided in accordance with this Indenture to be given or taken by a Depository or impair, as between a Depository and such holders of beneficial interestSection 10.08, the operation of customary practices governing the exercise of the rights of the Depository (or Company may, at its nominee) as Holder of any Security. Without limiting the generality of this Section 7.1option, unless otherwise provided in by or pursuant to this Indenturean Officers' Certificate delivered to the Trustee, fix in advance a Holderrecord date for the determination of Holders entitled to give such request, including demand, authorization, direction, notice, consent, waiver or such other act, but the Company shall have no obligation to do so. If such a Depository that record date is a Holder of a Registered Global Securityfixed, may make, give or take, by a proxy or proxies duly appointed in writing, any such request, demand, authorization, direction, notice, consent, waiver or other action provided in act may be given before or pursuant to this Indenture after such record date, but only those Persons who were Holders of record at the close of business on such record date shall be deemed to be made, given or taken by Holders, and a Depository that is a Holder of a Registered Global Security may give its proxy or proxies to the Depository’s participants or the beneficial owners of interests in any such Registered Global Security, as the case may be, through such Depository’s standing instructions and customary practices. The Trustee shall fix a record date Holders for the purpose purposes of determining whether Holders of the Persons who are beneficial owners requisite percentage of interests in any permanent Registered Global Security held by a Depository and who are entitled under the procedures of outstanding Securities have authorized or agreed or consented to such Depository to make, give or take, by a proxy or proxies duly appointed in writing, any request, demand, authorization, direction, notice, consent, waiver or other action provided in act, and for that purpose the outstanding Securities shall be computed as of such record date; provided, that no such authorization, agreement or pursuant to this Indenture to be made, given or taken consent by Holders. If such a record date is fixed, the Holders on such the record date or their duly appointed proxy or proxies, and only such Persons, shall be entitled to make, give or take deemed effective unless such request, demand, authorization, direction, notice consent, waiver or other action, whether or not such Holders remain Holders after such record date. No such request, demand, authorization, direction notice, consent, waiver or other action act shall be valid or become effective if made, given or taken more pursuant to the provisions of paragraph (a) of this Section 10.08 not later than 90 days after such the record date.

Evidence of Action Taken by Securityholders. Any request, ------------------------------------------- demand, authorization, direction, notice, consent, waiver or other action provided by this Indenture to be given or taken by a specified percentage in principal amount of the Securityholders of any or all series may be embodied in and evidenced by one or more instruments of substantially similar tenor signed by such specified percentage of Securityholders in Person person or by agent duly appointed in writing; and, except as herein otherwise expressly provided, such action shall become effective when such instrument or instruments are delivered to the Trustee. Proof of execution of any instrument or of a writing appointing any such agent shall be sufficient for any purpose of this Indenture, and subject to the provisions of Sections 6.1 and 6.2, conclusive in favor of the Trustee and the Issuer, if made in the manner provided in this Article. Notwithstanding the foregoing, with respect to any Registered Global Security, nothing herein shall prevent the Issuer, the Trustee, or any agent of the Issuer or the Trustee, from giving effect to any request, demand, authorization, direction, notice, consent, waiver or other action provided in this Indenture to be given or taken by a Depository Depositary or impair, as between a Depository Depositary and such holders of beneficial interest, the operation of customary practices governing the exercise of the rights of the Depository Depositary (or its nominee) as Holder of any Security. Without limiting the generality of this Section 7.1, unless otherwise provided in or pursuant to this Indenture, a Holder, including a Depository Depositary that is a Holder of a Registered Global Security, may make, give or take, by a proxy or proxies duly appointed in writing, any request, demand, authorization, direction, notice, consent, waiver or other action provided in or pursuant to this Indenture to be made, given or taken by Holders, and a Depository Depositary that is a Holder of a Registered Global Security may give its proxy or proxies to the Depository’s Depositary's participants or the beneficial owners of interests in any such Registered Global Security, as the case may be, through such Depository’s Depositary's standing instructions and customary practices. The Trustee shall fix a record date for the purpose of determining the Persons who are beneficial owners of interests in any permanent Registered Global Security held by a Depository Depositary and who are entitled under the procedures of such Depository Depositary to make, give or take, by a proxy or proxies duly appointed in writing, any request, demand, authorization, direction, notice, consent, waiver or other action provided in or pursuant to this Indenture to be made, given or taken by Holders. If such a record date is fixed, the Holders on such record date or their duly appointed proxy or proxies, and only such Personspersons, shall be entitled to make, give or take such request, demand, authorization, direction, notice consent, waiver or other action, whether or not such Holders remain Holders after such record date. No such request, demand, authorization, direction notice, consent, waiver or other action shall be valid or effective if made, given or taken more than 90 days after such record date.

Evidence of Action Taken by Securityholders. Any request, demand, authorization, direction, notice, consent, waiver or other action provided by this Indenture to be given or taken by a specified percentage in principal amount of the Securityholders of any or all series may be embodied in and evidenced by one or more instruments of substantially similar tenor signed by such specified percentage of Securityholders in Person or by agent duly appointed in writing; and, except as herein otherwise expressly provided, such action shall become effective when such instrument or instruments are delivered to the Trustee. Proof of execution of any instrument or of a writing appointing any such agent shall be sufficient for any purpose of this Indenture, and subject to the provisions of Sections 6.1 and 6.2, conclusive in favor of the Trustee and the IssuerCompany, if made in the manner provided in this Article. Notwithstanding the foregoing, with respect to any Registered Global Security, nothing herein shall prevent the IssuerCompany, the Trustee, or any agent of the Issuer Company or the Trustee, from giving effect to any request, demand, authorization, direction, notice, consent, waiver or other action provided in this Indenture to be given or taken by a Depository or impair, as between a Depository and such holders of beneficial interest, the operation of customary practices governing the exercise of the rights of the Depository (or its nominee) as Holder of any Security. Without limiting the generality of this Section 7.1, unless otherwise provided in or pursuant to this Indenture, a Holder, including a Depository that is a Holder of a Registered Global Security, may make, give or take, by a proxy or proxies duly appointed in writing, any request, demand, authorization, direction, notice, consent, waiver or other action provided in or pursuant to this Indenture to be made, given or taken by Holders, and a Depository that is a Holder of a Registered Global Security may give its proxy or proxies to the Depository’s 's participants or the beneficial owners of interests in any such Registered Global Security, as the case may be, through such Depository’s 's standing instructions and customary practices. The Trustee shall fix a record date for the purpose of determining the Persons who are beneficial owners of interests in any permanent Registered Global Security held by a Depository and who are entitled under the procedures of such Depository to make, give or take, by a proxy or proxies duly appointed in writing, any request, demand, authorization, direction, notice, consent, waiver or other action provided in or pursuant to this Indenture to be made, given or taken by Holders. If such a record date is fixed, the Holders on such record date or their duly appointed proxy or proxies, and only such Persons, shall be entitled to make, give or take such request, demand, authorization, direction, notice notice, consent, waiver or other action, whether or not such Holders remain Holders after such record date. No such request, demand, authorization, direction direction, notice, consent, waiver or other action shall be valid or effective if made, given or taken more than 90 ninety (90) days after such record date.

Evidence of Action Taken by Securityholders. Any request, demand, authorization, direction, notice, consent, waiver or other action provided by this Indenture to be given or taken by a specified percentage in principal amount of the Securityholders of any or all series may be embodied in and evidenced by one or more instruments of substantially similar tenor signed by such specified percentage of Securityholders in Person person or by agent duly appointed in writing; and, except as herein otherwise expressly provided, such action shall become effective when such instrument or instruments are delivered to the Trustee. Proof of execution of any instrument or of a writing appointing any such agent shall be sufficient for any purpose of this Indenture, Indenture and (subject to the provisions of Sections 6.1 and 6.2, ) conclusive in favor of the Trustee and the Issuer, if made in the manner provided in this Article. Notwithstanding If the foregoingIssuer shall solicit from the Securityholders any request, with respect to any Registered Global Securitydemand, nothing herein shall prevent authorization, direction, notice, consent, waiver or other act of the IssuerSecurityholders, the TrusteeIssuer may, or any agent at its option, by a resolution of the Board of Trustees, fix in advance a record date for the determination of Securityholders entitled to give such request, demand, authorization, direction, notice, consent, waiver or other act, but the Issuer shall have no obligation to do so. If such a record date is fixed, such request, demand, authorization, direction, notice, consent, waiver or other act may be given before or after such record date, but only the TrusteeSecurityholders of record at the close of business on such record date shall be deemed to be Securityholders for the purposes of determining whether Securityholders of the requisite proportion of Outstanding Securities have authorized or agreed or consented to such request, from giving effect demand, authorization, direction, notice, consent, waiver or other act, and for that purpose the Outstanding Securities shall be computed as of such record date; provided that no such authorization, agreement or consent by the Securityholders on such record date shall be deemed effective unless it shall become effective pursuant to the provisions of this Indenture not later than six months after the record date. If any Security of a series is issuable in the form of a Global Security or Securities, the Depositary therefor may grant proxies and otherwise authorize participants to give or take any request, demand, authorization, direction, notice, consent, waiver or other action provided in this Indenture to be given or taken by a Depository or impair, as between a Depository and such holders of beneficial interest, which the operation of customary practices governing the exercise of the rights of the Depository (or its nominee) as Holder of any Security. Without limiting the generality of this Section 7.1, unless otherwise provided in such Security is entitled to grant or pursuant to take under this Indenture, a Holder, including a Depository that is a Holder of a Registered Global Security, may make, give or take, by a proxy or proxies duly appointed in writing, any request, demand, authorization, direction, notice, consent, waiver or other action provided in or pursuant to this Indenture to be made, given or taken by Holders, and a Depository that is a Holder of a Registered Global Security may give its proxy or proxies to the Depository’s participants or the beneficial owners of interests in any such Registered Global Security, as the case may be, through such Depository’s standing instructions and customary practices. The Trustee shall fix a record date for the purpose of determining the Persons who are beneficial owners of interests in any permanent Registered Global Security held by a Depository and who are entitled under the procedures of such Depository to make, give or take, by a proxy or proxies duly appointed in writing, any request, demand, authorization, direction, notice, consent, waiver or other action provided in or pursuant to this Indenture to be made, given or taken by Holders. If such a record date is fixed, the Holders on such record date or their duly appointed proxy or proxies, and only such Persons, shall be entitled to make, give or take such request, demand, authorization, direction, notice consent, waiver or other action, whether or not such Holders remain Holders after such record date. No such request, demand, authorization, direction notice, consent, waiver or other action shall be valid or effective if made, given or taken more than 90 days after such record date.