HFCP Investors definition

HFCP Investors means, collectively, Xxxxxxx & Xxxxxxxx Capital Partners III, L.P., a California limited partnership, H&F Orchard Partners III, L.P. , a California limited partnership, and H&F International Partners III, L.P. , a California limited partnership.
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HFCP Investors has the meaning set forth in the Preamble.
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HFCP Investors. As defined in the Preamble.
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Examples of HFCP Investors in a sentence

  • The Company shall have delivered to the HFCP Investors a certificate, dated the date of the Closing, signed by or on behalf of the Company by the Chairman or any Vice Chairman, certifying as to the fulfillment of the conditions specified in Sections 7.2(a) and (b) with respect to the Company and the Partnership and the conditions specified in Sections 7.2(c) and 7.2(d).

  • In the event of any inconsistency between the terms and conditions of this Agreement and the terms and conditions of the Subordination Agreement, the terms and conditions of the Subordination Agreement shall control.

  • The HFCP Investors and the Companies shall -------------------- mutually agree on any public announcements concerning the transactions contemplated hereby.

  • Holdings and Y&R DEL have delivered to the Company and the HFCP Investors true and correct copies of resolutions adopted by the Board of Directors of each of Holdings and Y&R DEL approving this Agreement, the Merger Agreements and each of the Closing Agreements to which it is a party.

  • Each of the HFCP Investors and ------------------------------------ Positano has the requisite power and authority to enter into this Agreement and all Ancillary Documents, and to carry out its obligations hereunder and thereunder.

  • The Company shall enter into an underwriting agreement in customary form with the underwriter(s) selected by the HFCP Investors or the Management Voting Trust, as the case may be, and shall enter into such other customary agreements and take all such other customary actions as may reasonably be requested to facilitate the disposition of the Registrable Shares.

  • A complete and correct copy of the Declaration of Trust, and the bylaws or other organizational documents, if any, each as amended to date, of such Company have been provided to Positano (it being understood for purposes of this Agreement that "provided to Positano" shall include items or information provided to the HFCP Investors or their accountants or attorneys in connection with the transactions contemplated by this Agreement).

  • The Company, Holdings and the HFCP Investors may amend their respective Disclosure Letters after the date of this Agreement and prior to the Closing to add disclosure concerning any event occurring after the date of this Agreement over which the party so amending such Disclosure Letter had no control.

  • A definitive Senior Bank Facilities agreement in the form --------- and on terms not less favorable to the Company and Positano than those specifically set forth in the Commitment Letter and satisfactory to the HFCP Investors and the Companies shall have been entered into by BSH LLC, SIG LLC and the lenders and the lenders thereunder shall be prepared to fund simultaneously with the Closing.

  • Notwithstanding anything in this Article 3 to the contrary, the HFCP Investors and the Management Voting Trust shall be entitled to participate in any Company Registration and related offering upon terms at least as favorable as those upon which any other Company stockholder is entitled to participate therein, subject to Section 3.2(b).

Related to HFCP Investors

  • CD&R Investors collectively, (i) CD&R Fund VIII, (ii) CD&R Friends & Family Fund VIII, L.P., a Cayman Islands exempted limited partnership, and any successor in interest thereto, and (iii) any Affiliate of any CD&R Investor identified in clauses (i) and (ii) of this definition.

  • PIPE Investors means those certain investors participating in the PIPE Investment pursuant to the Subscription Agreements.

  • Co-Investors means each of (a) the Fund and the Fund Affiliates (excluding any of their portfolio companies) and (b) the Management Group.

  • Principal Stockholders CERTAIN TRANSACTIONS," "DESCRIPTION OF SECURITIES," and "SHARES ELIGIBLE FOR FUTURE SALE" have been reviewed by such counsel, and insofar as they refer to statements of law, descriptions of statutes, licenses, rules or regulations or legal conclusions, are correct in all material respects;

  • Investors means the Initial Investors and any transferee or assignee who agrees to become bound by the provisions of this Agreement in accordance with Section 9 hereof.

  • Majority Stockholders means any Stockholder or combination of Stockholders who at the date of this Agreement own shares of Company Common Stock representing more than two-thirds of the total number of shares of Company Common Stock outstanding at the date of this Agreement.

  • Sponsor Group means the Sponsors and the Sponsor Related Parties.

  • Oaktree means Oaktree Capital Management, LLC and its Affiliates, including any partnerships, separate accounts or other entities managed by Oaktree.

  • Equity Investors means the Sponsors and the Management Stockholders.

  • KKR means each of Kohlberg Kravis Xxxxxxx & Co., L.P. and KKR Associates, L.P.

  • TPG has the meaning set forth in the preamble.

  • Other Investors shall have the meaning set forth in the Preamble.

  • 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.

  • Minority Shareholders means holders of Shares that were not tendered pursuant to the Offer or in the Subsequent Offering Period (as it may be extended by the Minority Exit Offering Period).

  • Majority Stockholder means any person that would be a “50-percent shareholder” (within the meaning of section 382(g)(4)(D) of the U.S. Tax Code) of Common Stock if such person claimed a Worthless Stock Deduction at any time on or after the Petition Date.

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

  • Lead Investors means collectively, BlackRock, GSO, Magnetar and, solely for purposes of Section 2.02(b), Investment Partners V (II), LLC.

  • Investor Group means the Sponsor and its affiliates, successors and assigns.

  • Majority Investors means, as of any date, the holders of a majority of the Investor Shares outstanding on such date.

  • Management Shareholders means Xxxxxx X. Xxxx, Xxxx X. Xxxxxxx, and Xxxxxx X. Xxxxxxxxx.

  • Founding Members means the collective reference to American Multi-Cinema, Inc., a Missouri corporation, Cinemark Media, Inc., a Delaware corporation, and Regal CineMedia Holdings, LLC, a Delaware limited liability company.

  • Initial Investors means (A) X.L. Insurance Company, Ltd.; (B) The Trident Partnership, L.P.; (C) Xxxxx & McLennan Risk Capital Holdings, Ltd.; or (D) any majority-owned subsidiary or parent (or equivalent in the case of a non-corporate entity) of the foregoing.

  • Rights Holders Special Meeting" means a meeting of the holder of Rights called by the Board of Directors for the purpose of approving a supplement or amendment to this Agreement pursuant to Subsection 5.4(c);

  • Management Investors means the members of the Board of Directors, officers and employees of the Borrower and/or its Subsidiaries who are (directly or indirectly through one or more investment vehicles) investors in the Borrower (or any direct or indirect parent thereof).

  • Majority Shareholders means Xxxxxxx X. Xxx and Xxxxxxx X. Xxxxxxx.

  • 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).