Cogent Holdco definition

Cogent Holdco means Cogent Communications Holdings, Inc., a Delaware corporation, and its successors.
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Cogent Holdco means Cogent Communications Holdings, Inc., a Delaware corporation, and its successors. “Collateral” has the meaning set forth under “—Collateral and Security—Collateral Generally.”
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Examples of Cogent Holdco in a sentence

  • The Trustee shall not be responsible in any manner whatsoever for or in respect of the validity or sufficiency of this Supplemental Indenture or for or in respect of the recitals contained herein, all of which recitals are made solely by the Company, Cogent Holdco and the Guaranteeing Subsidiaries.

  • No director, officer, employee, incorporator, stockholder, member, manager or partner of the Company, [Cogent Holdco] or any Guaranteeing Subsidiary shall have any liability for any obligations of the Company or the Guarantors (including any Guaranteeing Subsidiary) under the Notes, any Note Guarantees, the Indenture or any supplemental indenture or for any claim based on, in respect of, or by reason of, such obligations or their creation.

  • Upon the merger of Cogent Alpha with and into Cogent Holdco, with Cogent Holdco continuing as the surviving corporation, Cogent Holdco will have $80.0 million of cash and cash equivalents.(2) Upon consummation of the merger of the Escrow Issuer with and into the Company, with the Company continuing as the surviving corporation, the Company will be the issuer of $240.0 million of Existing Secured Notes and $200.0 million of the Notes.

  • The Company expects to form Cogent Holdco after consummation of the Notes offering.

  • Cogent Holdco and each of the Guaranteeing Subsidiaries hereby agrees, on a joint and several basis, to Guarantee to each Holder of the Notes and the Trustee the Indenture Obligations pursuant to Article 13 of the Indenture.

  • This chart is provided for illustrative purposes only and does not represent all legal entities affiliated with, or all obligations of, the issuer:(1) Upon consummation of the Transactions, Cogent Holdco will be the parent of the Company and all its subsidiaries and will be the issuer of the Company’s publicly traded common stock, and Cogent Holdco will guarantee the Existing Secured Notes and the Notes.

  • Notwithstanding anything in this Indenture to the contrary, on the Issue Date, concurrently with the issuance of the Notes, the Company will enter into the Escrow Agreement with Cogent Holdco, the Trustee and the Escrow Agent, pursuant to which the Initial Purchaser will deposit an amount in cash equal to the gross proceeds of the offering of the Notes into the Escrow Account.

  • No director, officer, employee, incorporator, stockholder, member, manager or partner of the Company, Cogent Holdco or any Guaranteeing Subsidiary shall have any liability for any obligations of the Company or the Guarantors (including any Guaranteeing Subsidiary) under the Notes, any Note Guarantees, the Indenture or any supplemental indenture or for any claim based on, in respect of, or by reason of, such obligations or their creation.

Related to Cogent Holdco

  • Holdings LLC Agreement means the Amended and Restated Limited Liability Company Agreement of Holdings dated as of the Closing Date.

  • Topco has the meaning set out in the Preamble;

  • Blocker has the meaning set forth in the Preamble.

  • Crown means the government of the United Kingdom (including the Northern Ireland Assembly and Executive Committee, the Scottish Executive and the National Assembly for Wales), including, but not limited to, government ministers and government departments and particular bodies, persons, commissions or agencies from time to time carrying out functions on its behalf;

  • Company LLC Agreement means the Second Amended and Restated Limited Liability Company Agreement of the Company, dated as of May 25, 2011, as amended from time to time.

  • Newco has the meaning set forth in the first paragraph of this Agreement.

  • Management Group means the group consisting of the directors, executive officers and other management personnel of the Borrower, Holdings or any Parent Entity, as the case may be, on the Closing Date together with (a) any new directors whose election by such boards of directors or whose nomination for election by the shareholders of the Borrower, Holdings or any Parent Entity, as the case may be, was approved by a vote of a majority of the directors of the Borrower, Holdings or any Parent Entity, as the case may be, then still in office who were either directors on the Closing Date or whose election or nomination was previously so approved and (b) executive officers and other management personnel of the Borrower, Holdings or any Parent Entity, as the case may be, hired at a time when the directors on the Closing Date together with the directors so approved constituted a majority of the directors of the Borrower or Holdings, as the case may be.

  • Parent means a “parent corporation,” whether now or hereafter existing, as defined in Section 424(e) of the Code.