Investor Group Designee definition

Investor Group Designee means any person representing, employed by, designated as nominee by or otherwise affiliated with any member of the Investor Group.
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Investor Group Designee shall have the meaning set forth in the Recitals hereto. "Lender Group" shall have the meaning set forth in the Preamble hereto. "Lender Group Designator" shall mean (i) with respect to the initial configuration of the Board following the Effective Time, a subcommittee of the Lender Group consisting of Xxxxx, Xxxxxx Stanley and Whippoorwill, and (ii) thereafter, any one or more Secured Lenders that Beneficially Own a majority of the Common Equivalent Shares Beneficially
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Investor Group Designee shall have the meaning set forth in the Recitals hereto.
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Examples of Investor Group Designee in a sentence

  • Xxxxxx (together with any replacement designated pursuant to this Section 1(a), the “SoftVest Designee”, and together with the Horizon Designee, each an “Investor Group Designee” and, collectively, the “Investor Group Designees”) to the Board if each Investor Group Designee fulfills each of the conditions set forth in Section 1(d) below (the “Appointment Conditions”) as of the Distribution Time.

  • The Investor Group acknowledges that, in each Investor Group Designee’s capacity as a director of the Company, each such Investor Group Designee shall comply with the terms of the Company’s Charter, Bylaws and the Corporate Governance Guidelines.

  • Other than as agreed to by the Company, the Investor Group agrees that there shall be no contracts, plans or arrangements, written or otherwise, in effect during the Standstill Period, between any members of the Investor Group and an Investor Group Designee providing for any compensation, reimbursement of expenses or indemnification of an Investor Group Designee solely in connection with or related to such Investor Group Designee’s service on the Board.

  • Any Investor Group Designee who wants to include any of their Registrable Securities of one or more of the Investors in its Investor Group in the Demand Registration must notify the Company within ten (10) business days of receiving the notice of the Demand Registration.

  • In the event an Investor Group consummates a Parent Conversion without the benefit of an S-4 Registration, Parent hereby agrees, at the request of the Investor Group Designee relating to such Investor Group, to register, as promptly as practicable following the Blackout Period, on Form S-3 (or similar form then in effect) the Registrable Securities held by such Investor Group covering reofferings or resales of such securities.

  • In addition, if the Company requests, each Investor Group Designee will cause each holder to deliver to the Company (at the Company's expense) all copies, other than permanent file copies then in the holder's possession, of the prospectus covering the Registrable Securities current at the time of receipt of the notice.

  • Notwithstanding anything contained in the Cooperation Agreement to the contrary, simultaneous with the execution and delivery of this Amendment, the Investor Group Designee, Mxxxxxx X.

  • In the event of any registration by the Company, from time to time, the Company may require each Investor Group Designee to furnish to the Company information regarding each seller of Registrable Securities subject to the registration and the distribution of the securities subject to the registration, and such Investor Group Designee shall furnish all such information requested by the Company.

  • To the extent provided in the immediately preceding sentence, each Investor Group Designee agrees to so recuse himself or herself from any such Board and committee meetings and agrees that the Board may withhold such information, except to the extent the Board wishes to hear from such designee during part of the meeting, prior to such recusal.

  • Subject to the Corporate Governance Guidelines, applicable law and applicable stock exchange rules with respect to service on the applicable committee, the Company agrees that the Board and all applicable committees of the Board shall take all action necessary to appoint at least one Investor Group Designee to any newly formed committee of the Board, subject to such Investor Group Designee’s consent to serve on such committee.


More Definitions of Investor Group Designee

Investor Group Designee shall have the meaning set forth in the Recitals hereto. "Lender Group" shall have the meaning set forth in the Preamble hereto. "Lender Group Designator" shall mean (i) with respect to the initial configuration of the Board following the Effective Time, a subcommittee of the Lender Group consisting of Xxxxx, Xxxxxx Xxxxxxx and Whippoorwill, and (ii) thereafter, any one or more Secured Lenders that Beneficially Own a majority of the Common Equivalent Shares Beneficially Owned by the Lender Group; provided however that, whenever the Company is required to deliver a notice under this Agreement to the Lender Group Designator, such notice shall be delivered to Xxxxxx Xxxxxxx, and Xxxxxx Xxxxxxx shall promptly deliver a copy thereof to each other Secured Lender still bound hereby
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Investor Group Designee has the meaning set forth in Section 5.9(a).
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Investor Group Designee has the meaning set forth in the Investment Agreement.
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Related to Investor Group Designee

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

  • Investor Designee shall have the meaning set forth in Section 5(a).

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

  • Stockholder Associated Person of any stockholder means (A) any person controlling, directly or indirectly, or acting in concert with, such stockholder, (B) any beneficial owner of shares of stock of the Corporation owned of record or beneficially by such stockholder or (C) any person directly or indirectly controlling, controlled by or under common control with such Stockholder Associated Person.

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

  • 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).

  • 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.

  • Shareholder Associated Person of any Shareholder means (i) any person controlling, directly or indirectly, or acting in concert with, such Shareholder, (ii) any beneficial owner of shares of stock of the Corporation owned of record or beneficially by such Shareholder, and (iii) any person controlling, controlled by or under common control with such Shareholder Associated Person.

  • Permitted Holder Group shall have the meaning assigned to such term in the definition of “Permitted Holders.”

  • Investor Nominee means a person designated for election to the Board of Directors by the Investor pursuant to the Investment Agreement.

  • Investor Director means any Director designated or nominated for election to the Board by the Investor Shareholders pursuant to Section 2.1 of this Agreement.

  • 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.”

  • 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.

  • 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.

  • Key Holder Registrable Securities means (i) the shares of Common Stock held by the Key Holders, and (ii) any Common Stock issued as (or issuable upon the conversion or exercise of any warrant, right, or other security that is issued as) a dividend or other distribution with respect to, or in exchange for or in replacement of such shares.

  • Principal Stockholder means, collectively, (i) the Sponsor and (ii) any affiliate or successor of a person referenced in clauses (i) and (ii) of this definition.

  • CPPIB means the Canada Pension Plan Investment Board.

  • Principal Holder means a person who, directly or indirectly, beneficially owns or controls 10% or more of any class of voting securities of the Corporation.

  • Proposed Nominee Associated Person of any Proposed Nominee shall mean (A) any Person acting in concert with such Proposed Nominee, (B) any direct or indirect beneficial owner of Shares owned of record or beneficially by such Proposed Nominee or Person acting in concert with the Proposed Nominee and (C) any Person controlling, controlled by or under common control with such Proposed Nominee or a Proposed Nominee Associated Person.

  • 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.

  • Founding Member means any individual who is either:

  • Stockholder Shares means the shares of common stock of the Company issued to Stockholder in accordance with the terms and conditions of the Reorganization Agreement, including such shares of common stock of the Company transferred from Stockholder to The Cendant Charitable Foundation, and any securities of the Company issued as a dividend on or other distribution with respect to, or in exchange for or replacement of, such common stock.

  • Investor Directors has the meaning set forth in Section 2(a).

  • Non-interested director means a director who is not an “interested director” of a fund and who is not employed by, or has a material business or professional relationship with, the fund or the fund’s investment adviser or underwriter. See Section 2(a)(19) of the Investment Company Act of 1940 for more information.

  • Holder Group means the Holder plus any other Person with which the Holder is considered to be part of a group under Section 13 of the Exchange Act or with which the Holder otherwise files reports under Sections 13 and/or 16 of the Exchange Act. In determining the number of Equity Interests of a particular class outstanding at any point in time, the Holder may rely on the number of outstanding Equity Interests of such class as reflected in (x) the Company’s most recent Annual Report on Form 10-K or Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission, as the case may be, (y) a more recent public announcement by the Company or (z) a more recent notice by the Company or its transfer agent to the Holder setting forth the number of Equity Interests of such class then outstanding. For any reason at any time, upon written or oral request of the Holder, the Company shall, within one (1) Trading Day of such request, confirm orally and in writing to the Holder the number of Equity Interests of any class then outstanding. Anything herein to the contrary, any increase in the Beneficial Ownership Limitation will not be effective until the 61st day after such notice is delivered to the Company. The provisions of this Section 10 shall be construed, corrected and implemented in a manner so as to effectuate the intended beneficial ownership limitation herein contained.

  • Purchaser Designee means each individual then serving on the Board of Directors pursuant to the exercise of the Purchaser’s rights pursuant to Section 4.07(a) and/or Section 4.07(e), together with any designee(s) of the Purchaser who is then standing for election to the Board of Directors pursuant to Sections 4.07(a) and (b) or who is being proposed for election by the Purchaser pursuant to Section 4.07(e).