Common use of Voting with respect to Other Matters Clause in Contracts

Voting with respect to Other Matters. At any meeting of stockholders of the Company at which any matter, other than an Other Specified Matter or a matter that is subject to Section 3.1 or Section 3.2, is submitted to a vote of the stockholders of the Company (or if action is taken with respect thereto by written consent of stockholders in lieu of a meeting), the ZHG Parties shall vote or cause to be voted (including by abstaining or, if applicable, taking action by written consent) all Voting Securities Beneficially Owned by ZHG Entities in excess of the Voting Percentage Limit in the same proportion as the Voting Securities not Beneficially Owned by ZHG Entities are voted (including by written consent) for or against, or abstain with respect to, each such matter. Each ZHG Party shall be free to vote or cause to be voted (including by abstaining or, if applicable, taking action by written consent), in their sole discretion, all Voting Securities Beneficially Owned by ZHG Entities up to and including the Voting Percentage Limit for or against, or to abstain from voting on, each such matter.

Appears in 3 contracts

Sources: Shareholder Agreement, Shareholder Agreement (Sun Wise (UK) Co., LTD), Shareholder Agreement (SeaWorld Entertainment, Inc.)

Voting with respect to Other Matters. At any meeting of stockholders of the Company at which any matter, other than an Other Specified Matter or a matter that is subject to Section 3.1 3.1, Section 3.2 or Section 3.23.3, is submitted to a vote of the stockholders of the Company (or if action is taken with respect thereto by written consent of stockholders in lieu of a meeting), the ZHG HNA Parties shall vote or cause to be voted (including by abstaining or, if applicable, taking action by written consent) all Voting Securities Beneficially Owned by ZHG HNA Entities in excess of the Voting Percentage Limit in the same proportion as the Voting Securities not Beneficially Owned by ZHG HNA Entities are voted (including by written consent) for or against, or abstain with respect to, each such matter. Each ZHG HNA Party shall be free to vote or cause to be voted (including by abstaining or, if applicable, taking action by written consent), in their sole discretion, all Voting Securities Beneficially Owned by ZHG HNA Entities up to and including the Voting Percentage Limit for or against, or to abstain from voting on, each such matter.

Appears in 3 contracts

Sources: Stockholders Agreement (Park Hotels & Resorts Inc.), Stockholders Agreement (Hilton Grand Vacations Inc.), Stockholders Agreement (Hilton Worldwide Holdings Inc.)