Common Contracts
2 similar Sponsor Stockholders Agreement contracts by Denali Holding Inc.
EX-10.1 2 d73946dex101.htm EX-10.1 DENALI HOLDING INC. FORM OF AMENDED AND RESTATED SPONSOR STOCKHOLDERS AGREEMENT Dated as of [ ], 2016 Page DEFINITIONS REPRESENTATIONS AND WARRANTIES GOVERNANCE TRANSFER RESTRICTIONS PARTICIPATION RIGHTS ADDITIONAL...Sponsor Stockholders Agreement • May 5th, 2020 • Delaware
This AMENDED AND RESTATED SPONSOR STOCKHOLDERS AGREEMENT is made as of [ ], 2016, by and among Denali Holding Inc., a Delaware corporation (together with its successors and assigns, the “Company”), Denali Intermediate Inc., a Delaware corporation and wholly-owned subsidiary of the Company (together with its successors and assigns, “Intermediate”), Dell Inc., a Delaware corporation and wholly-owned subsidiary of Intermediate (together with its successors and assigns, “Dell”), Universal Acquisition Co., a Delaware corporation and direct wholly-owned subsidiary of Dell (“Merger Sub”), which, pursuant to an Agreement and Plan of Merger dated as of October 12, 2015 (as further amended, restated, supplemented or modified from time to time, the “Merger Agreement”) by and among the Company, Merger Sub, Dell and EMC Corporation, a Massachusetts corporation (together with its successors and assigns, “EMC”), Merger Sub will be merged with and into EMC (the “Merger”), with EMC surviving the Merger
DENALI HOLDING INC. FORM OF AMENDED AND RESTATED SPONSOR STOCKHOLDERS AGREEMENT Dated as of [ ], 2016Sponsor Stockholders Agreement • May 11th, 2016 • Denali Holding Inc. • Electronic computers • Delaware
This AMENDED AND RESTATED SPONSOR STOCKHOLDERS AGREEMENT is made as of [ ], 2016, by and among Denali Holding Inc., a Delaware corporation (together with its successors and assigns, the “Company”), Denali Intermediate Inc., a Delaware corporation and wholly-owned subsidiary of the Company (together with its successors and assigns, “Intermediate”), Dell Inc., a Delaware corporation and wholly-owned subsidiary of Intermediate (together with its successors and assigns, “Dell”), Universal Acquisition Co., a Delaware corporation and direct wholly-owned subsidiary of Dell (“Merger Sub”), which, pursuant to an Agreement and Plan of Merger dated as of October 12, 2015 (as further amended, restated, supplemented or modified from time to time, the “Merger Agreement”) by and among the Company, Merger Sub, Dell and EMC Corporation, a Massachusetts corporation (together with its successors and assigns, “EMC”), Merger Sub will be merged with and into EMC (the “Merger”), with EMC surviving the Merger
