Securityholders Agreement Amendments Sample Clauses

Securityholders Agreement Amendments. (a) The fifth sentence of Section 4(a) of the Securityholders Agreement is hereby amended and restated in its entirety as follows: “In addition, in the event that upon such public offering any of the Company’s outstanding Class M Units, Class B Units or Class C Units are not allocated any “value” as described above, whether due to vesting pursuant to the Executive Agreements or the failure to achieve the Class M Participation Threshold or the appropriate Target Multiple pursuant to the LLC Agreement, the holders of such Class M Units, Class B Units and Class C Units will be granted options to acquire the Company’s common stock in an amount which would be, to the extent practicable, economically equivalent to the future value of such Class M Units, Class B Units and Class C Units.” (b) The following additional defined term is added to Section 9 of the Securityholders Agreement:
Sample 1
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Securityholders Agreement Amendments. (a) Section 1(c). The following sentence is hereby added to the end of Section 1(c) of the Securityholders Agreement: “Notwithstanding anything to the contrary in this Section 1(c), (i) Indirect Owners of any fund principally advised by Sankaty Advisors, Inc. (a “Sankaty Fund”) or any fund principally advised by TCW Asset Management Company (a “TCW Fund”) who are not Affiliates of such Sankaty Fund or TCW Fund, respectively, shall not be restricted in any respect from transferring their interests, whether direct or indirect, in any such Sankaty Fund or TCW Fund, (ii) each Sankaty Fund and TCW Fund shall not be restricted in any respect from transferring their interests, whether direct or indirect, in any corporation controlled by such Sankaty Fund or TCW Fund, respectively, to another Sankaty Fund or TCW Fund, respectively, and (iii) each Sankaty Fund and TCW Fund shall not be restricted in any respect from issuing additional interests to raise capital.”
Sample 1

Related to Securityholders Agreement Amendments

  • Securityholders Agreement The term "Securityholders Agreement" shall mean the Securityholders Agreement dated as of the Closing Date, among Dairy Holdings, Vestar, the Management Investors, and the other securityholders a party thereto, as it may be amended or supplemented thereafter from time to time.

  • Shareholders Agreements Any agreement by and between the Shareholder and any Affiliate of the Company;

  • Shareholders Agreement For so long as the ratio of the number of the Equity Securities owned by the Star Group on a fully diluted basis divided by the number of the Equity Securities owned by the Investor Group on a fully diluted basis is at least 0.6, the Guarantor may not take any of the actions set forth in schedule II of the Shareholders’ Agreement without the prior written approval of Star. For the purpose of this clause “on a fully diluted basis” means taking into account any shares issued or issuable under warrants, options and convertible instruments (or other equity equivalents).

  • Stockholders Agreement Investor and the other parties to the Stockholders Agreement shall have executed and delivered the Stockholders Agreement to the Company.

  • Stockholder Agreement The Stockholder agrees that, during the period from the date of this Agreement until the Expiration Date:

  • Stockholder Agreements Except as contemplated by or disclosed in the Transaction Agreements, such Founder is not a party to and has no knowledge of any agreements, written or oral, relating to the acquisition, disposition, registration under the Securities Act, or voting of the securities of the Company.

  • Shareholder Agreement The Shareholder Agreement shall have been duly executed and delivered by the Company.

  • Shareholder Agreements As a material inducement to Parent to enter into this Agreement, and simultaneously with, the execution of this Agreement, each Shareholder (as defined herein) is entering into an agreement, in the form of Annex A hereto (collectively, the "Shareholder Agreements"), pursuant to which they have agreed, among other things, to vote their shares of Company Common Stock in favor of this Agreement.

  • LLC Agreement This Agreement shall be treated as part of the LLC Agreement as described in Section 761(c) of the Code and Sections 1.704-1(b)(2)(ii)(h) and 1.761-1(c) of the Treasury Regulations.

  • Tax Matters Agreement If the Contributor (1) owns, directly or indirectly, an interest in any Contributed Property specified in the Tax Matters Agreement or (2) has any members that have been provided an opportunity to guarantee debt as set forth in the Tax Matters Agreement, the REIT and the Operating Partnership shall have entered into the Tax Matters Agreement substantially in the form attached as Exhibit D, if applicable.

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