Examples of KKR Holders in a sentence
Prior to making any Drag-Along Sale, the KKR Holders shall, if they determine in their sole discretion that the Oaktree Investors should participate in such transfer, provide Oaktree with written notice (the "Drag-Along Notice") not less than 5 business days prior to the proposed date of the Drag-Along Sale (the "Drag-Along Sale Date").
Notwithstanding any provision hereof, none of the obligations of the KKR Holders, the Company, any Xxxxxx Holder or any Affiliate of any of the foregoing under this Agreement shall be an obligation of any officer, director, member, limited partner or general partner of any of the foregoing entities (or of any officer, director, member, limited partner or general partner of any member, limited partner or general partner of any of the foregoing entities).
Any liability or obligation of the KKR Holders, the Company, any Xxxxxx Holder and any Affiliate of the Company arising out of this Agreement shall be limited to and satisfied only out of the assets of the KKR Holders, the Company, any Xxxxxx Holder and such Affiliate of the Company, respectively.
Prior to making any Drag-Along Sale, the KKR Holders shall, if they determine in their sole discretion that the Minority Investors should participate in such transfer, provide each Minority Investor with written notice (the “Drag-Along Notice”) not less than 5 business days prior to the proposed date of the Drag-Along Sale (the “Drag-Along Sale Date”).
The Company and the KKR Holders agree that, without the prior written consent of Bain, the Company will not make any amendment to its certificate of incorporation that would result in the Bain Holders and the KKR Holders ceasing to hold the identical class of Common Stock, or that would change any of the terms, conditions, rights, or preferences of the Bain Shares in any manner different from the terms, conditions, rights, and preferences of the KKR Shares.
In the event that the KKR Holders have signed an agreement (a “Transaction Agreement”), with respect to KKR Shares, to vote in favor of or tender in connection with a business combination transaction entered into by the Company, then, upon the request of the KKR Holders, Bain will execute a Transaction Agreement with the same terms and conditions as the Transaction Agreement signed by the KKR Holders (subject to clause (i) of the third sentence of Section 3(b) below).
Prior to the initial Public Offering, each Minority Investor owning at least 10% of the shares of Common Stock originally acquired by such Minority Investor pursuant to the Subscription Agreement or the Note Purchase Agreement, as the case may be, shall have the right to receive a copy of annual and quarterly reports, if any, provided to the KKR Holders and the management of the Company.
Without limiting the foregoing, upon the request of the KKR Holders made pursuant to this Section 4(a), the Xxxxxx Holder will agree, in connection with the Sale, to, and will, vote its shares of Common Stock in favor of any Sale and will not exercise any dissenters' or appraisal rights with respect thereto (so long as the KKR Holders vote their shares in favor of the Sale and not exercise such rights).
In the event that the KKR Holders have signed an agreement (a “Transaction Agreement”), with respect to KKR Shares, to vote in favor of or tender in connection with a business combination transaction entered into by the Company, then, upon the request of the KKR Holders, the Minority Investors will execute a Transaction Agreement with the same terms and conditions as the Transaction Agreement signed by the KKR Holder.
Each Holder and its successors and assigns acknowledge that by the operation of Section 12.11, Majority KKR Holders, acting in conjunction with the Company, will have the right and power to diminish or eliminate any or all rights pursuant to this Agreement.