Carlyle Stockholder definition

Carlyle Stockholder means each of the Carlyle Entities and any Permitted Assign (as hereinafter defined) who acquires shares of Common Stock directly or indirectly from a Carlyle Stockholder and who executes a supplemental agreement as contemplated in Section 6(b) hereof, in his, her or its capacity as a holder of Common Stock.
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Carlyle Stockholder means, collectively, (i) Carlyle Partners VII S1 Holdings II, L.P. (the “Initial Carlyle Stockholder”) and (ii) any Permitted Transferee or Affiliate of the Initial Carlyle Stockholder (x) which is issued shares of Common Stock or becomes the beneficial owner of any shares of Common Stock or is Transferred any shares of Common Stock by any other Person and (ii) which becomes a party to the Stockholders Agreement by executing a joinder agreement thereto.
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Carlyle Stockholder or “Carlyle Stockholders” shall have the meaning set forth in the preamble.
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Examples of Carlyle Stockholder in a sentence

  • The Carlyle Stockholder is an express third party beneficiary of the terms of this Article VI.

  • Upon the request of any Carlyle Stockholder, the Company will deliver to such Carlyle Stockholder a written statement as to whether it has complied with such requirements.

  • Any person entitled to indemnification and/or advancement of expenses, in each case pursuant to this Article VI, and that is an officer, employee, partner or advisor of the Carlyle Stockholder (as such term is defined in the Certificate of Incorporation) (each such person, a “Sponsor Indemnitee”), may have certain rights to indemnification and/or advancement of expenses provided by or on behalf of the Carlyle Stockholder.

  • Each Carlyle Stockholder that holds Shares covered by any registration statement will furnish to the Company such information regarding itself as is required to be included in the registration statement, the ownership of Shares by such Carlyle Stockholder and the proposed distribution by such Carlyle Stockholder of such Shares as the Company may from time to time reasonably request in writing.

  • However, underwriters’, brokers’ and dealers’ discounts and commissions applicable to Shares sold for the account of a Carlyle Stockholder will be borne by such Carlyle Stockholder.

  • In addition to the foregoing, the Company covenants and agrees to provide periodic updates to each Carlyle Stockholder during the course of the preparation of the Annual Budget and to keep the Carlyle Stockholders reasonably informed as to its progress, status and the budgeted items set forth therein.

  • Even if Shares held by a Carlyle Stockholder have been part of a registered underwritten offering (pursuant to either demand or piggyback rights), such Carlyle Stockholder may, no later than the time at which the public offering price and underwriters’ discount are determined with the managing underwriter, decline to sell all or any portion of the Shares being offered for its account.

  • Each such Carlyle Stockholder, until such time as such Carlyle Stockholder shall cease to own any Shares, shall have access to such other information concerning Company’s business or financial condition and Company’s management as may be reasonably requested, including such information as may be necessary to comply with regulatory, tax or other governmental filings.

  • Except as contemplated by the immediately preceding three sentences, other selling shareholders (other than transferees to whom a Carlyle Stockholder has assigned its rights under this Agreement) will be included in an underwritten offering only with the consent of Carlyle Stockholders holding a majority of the Shares being sold in such offering.

  • Each Stockholder hereby appoints the Initial Carlyle Stockholder (or, if the Initial Carlyle Stockholder no longer owns any Shares, such other Carlyle Stockholder (so long as the Carlyle Stockholders have rights hereunder) that is, from time to time, designated by the Carlyle Majority Interest), as its proxy to vote such Stockholder’s Shares, whether at a meeting or by written consent, in accordance with such Stockholder’s agreements contained in this Agreement.


More Definitions of Carlyle Stockholder

Carlyle Stockholder means, collectively, (i) the Initial Carlyle Stockholder and (ii) any Permitted Transferee or Affiliate of the Initial Carlyle Stockholder (x) which is issued shares of Common Stock or becomes the beneficial owner of any shares of Common Stock or is Transferred any shares of Common Stock by any other Person and (y) which becomes a party hereto by executing a Joinder Agreement.
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Carlyle Stockholder as specified in the applicable Joinder Agreement.
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Carlyle Stockholder. (as defined in the Agreement). The undersigned further confirms that the representations and warranties contained in Section II of the Agreement are true and correct as to the undersigned as of the date hereof. The address to which notices may be sent to the undersigned is as follows: Notice Address: [NAME OF UNDERSIGNED] SCHEDULE A Management Stockholders Management Stockholders Xxxxx Xxxxxxx Xxxxxx Xxxxxxxxx Xxxxxx X. Xxxxxxx, Xx. Xxxxxxx X. Xxxxxxxx Xxxxx X. Xxxxx, XX Xxxxxx X. Xxxxxxxxx Xxxx X. Xxxxx Xxx Xxx Xxxxx Xxxxxx Xxxxxxx Xxxxx Xxxxxxx Xxxxxxxx Xxxxx Xxxxxxxxxxx Xxxxxx Xxxx Xxxxxxx (Xxxxx) Xxxxxxx Xxx Xxxxxxxx Xxxx Xxxxx Xxxxxxx Xxxxxxxx Xxxxxx Xxxxxx Xxxxxxx X. Xxxxxxx Family Trust Xxxxxxx X. Xxxxxxx GST Exempt Marital Trust Xxxxxxx X. Xxxxxxx GSTNon-Exempt Marital Trust Xxxxxxx X. Xxxxxxx Revocable Trust Dated February 24, 2010 – Two-Year GRAT Xxxxxxx X. Xxxxxxx Revocable Trust Dated February 24, 2010 – Three-Year GRAT Xxxxxxx X. Xxxxxxx Revocable Trust Dated February 24, 2010 – Four-Year GRAT Xxxx Xxxx
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Related to Carlyle Stockholder

  • 10% Stockholder means the owner of stock (as determined under Code Section 424(d)) possessing more than ten percent (10%) of the total combined voting power of all classes of stock of the Corporation (or any Parent or Subsidiary).

  • Stockholder Group means the Stockholder and each Person (other than any member of the Company Group) that is an Affiliate of the Stockholder.

  • Common Stockholder means the employee of, consultant to, or director of the Company or other person to whom shares of Common Stock are issued pursuant to this Plan.

  • Parent Stockholders means the holders of Parent Common Stock.

  • Major Stockholder means any such Person.

  • Class B Stockholder means (i) the registered holder of a share of Class B Common Stock at the Effective Time and (ii) the initial registered holder of any shares of Class B Common Stock that are originally issued by the Corporation after the Effective Time.

  • Eligible Stockholder means a person who has either (1) been a record holder of the shares of common stock of the Corporation used to satisfy the eligibility requirements in Section 3.2(d) continuously for the required three-year period or (2) provides to the Secretary of the Corporation, within the time period referred to in Section 3.2(e), evidence of continuous Ownership of such shares for such three-year period from one or more securities intermediaries.

  • Significant Stockholder means Allied Irish Banks, p.l.c., a limited liability company incorporated under the laws of Ireland having its registered office at Bankcentre, Ballsbridge, Dublin 4, Ireland, and any successor thereto.

  • Major Stockholders means those stockholders owning more than ten percent (10%) of the voting stock of any

  • Common Stockholders means holders of shares of Common Stock.

  • Management Shareholders means Xxxxxx X. Xxxxx, Xxxxxxxx X. Xxxxxx and Xxxxx X. XxXxxxx;

  • Principal Stockholder means any person who individually or in concert with his spouse and

  • Management Stockholder shall have the meaning set forth in the introductory paragraph.

  • Company Shareholder means a holder of Company Shares.

  • Preferred Shareholder means any holder of Preferred Shares.

  • Company Stockholder means the holder of either a share of Company Common Stock or a share of Company Preferred Stock.

  • Transferring Stockholder has the meaning assigned to such term in Section 3.4(a).

  • Shareholder Group means (i) Shareholder and (ii) any Affiliate or Shareholder Family Entity (as defined in the Shareholder's Agreement) of Shareholder (other than the Company).

  • Participating Stockholder means a “Participating Stockholder” under the HBB Stockholders’ Agreement, HY Stockholders’ Agreement and NACCO Stockholders’ Agreement, to the extent the Partnership owns HBB Class B Shares, HY Class B Shares or NACCO Class B Shares. A Partner shall cease to be a Participating Stockholder under this Agreement and shall be deemed to be a Former Partner immediately prior to any event or lapse of time that causes such Partner to no longer be a “Participating Stockholder” under such applicable stockholders’ agreements.

  • Majority Stockholder means, collectively or individually as the context requires, TPG Capital, L.P., Apollo Global Management, LLC and/or their respective affiliates.

  • Other Stockholder means the persons that own Common Stock, other than the Participant.

  • Initial Shareholder means any beneficial owner of the Company’s unregistered securities.

  • Carlyle means Carlyle Investment Management, LLC.

  • Principal Stockholder Transferee means any Person who acquires voting stock of the Corporation from the Principal Stockholder (other than in connection with a public offering) and who is designated in writing by the Principal Stockholder as a “Principal Stockholder Transferee.”

  • Qualified Stockholder means: (a) the record holder of a share of Class B Common Stock as of the IPO Date; (b) the initial registered holder of any shares of Class B Common Stock that are originally issued by the Corporation after the IPO Date pursuant to the exercise or conversion of any Option or Convertible Security that, in each case, was outstanding as of the IPO Date; (c) each natural person who, prior to the IPO Date, Transferred shares of capital stock of the Corporation to a Permitted Entity that is or becomes a Qualified Stockholder; (d) each natural person who Transferred shares of, or equity awards for, Class B Common Stock (including any Option exercisable or Convertible Security exchangeable for or convertible into shares of Class B Common Stock) to a Permitted Entity that is or becomes a Qualified Stockholder; and (e) a Permitted Transferee.

  • Existing Stockholders means the stockholders of the Corporation immediately prior to the IPO as listed on Schedule A (including the Existing Stockholders Representative in its capacity as an Existing Stockholder) together with any Permitted Assignees.