MD Investors definition

MD Investors means MD, The Xxxxxxx Family Revocable Trust, The Xxxxxxx X. Xxxxxxx 2009 Grantor Retained Annuity Trust #1 and The Xxxxxxx X. Xxxxxxx 2009 Grantor Retained Annuity Trust #2 and each of their respective Affiliates that is or becomes a holder of Company Shares.
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MD Investors shall have the meaning set forth in the recitals.
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MD Investors has the meaning ascribed thereto in the Preamble.
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Examples of MD Investors in a sentence

  • The Company Board and the Company have taken all action necessary to exempt the Merger, this Agreement and the other transactions contemplated herein (including the transactions contemplated by the MD Investors Commitment Letter and the agreements listed on Section 4.9 of the Parent Disclosure Letter) from the restrictions on business combinations set forth in Section 203 of the DGCL.

  • Parent shall not attempt to enforce the Equity Investors Commitment Letter, the MD Investors Commitment Letter or the MSDC Investor Commitment Letter until the conditions set forth in this Section 2.6.1 have been satisfied.

  • Notwithstanding anything to the contrary herein or in any representation letter delivered by Parent pursuant to this Section 2.17, in no event shall Parent be liable to any party (including the MD Investors) for the failure of any representation, warranty or covenant contained in its representation letter to be true, correct or complete or for Parent’s failure to comply with any covenant contained in such representation letter.

  • In furtherance of the foregoing, other than as agreed to by the MD Investors in the MD Investors Commitment Letter, each Investor shall, unless otherwise agreed in writing by the Requisite Investors, purchase Parent Common Stock at a price equal to the Merger Consideration.

  • Notwithstanding anything herein to the contrary, prior to the Closing and for a 180 day period thereafter, each of the Equity Investors, the MD Investors and MSDC Investor shall have the right to assign, transfer and syndicate (the “Sell-Down”) a portion of its equity commitment to one or more investors in accordance with this Section 2.6.4 and the section of Exhibit A titled “Sell-Down”.

  • Sponsor and the M&D Investors party thereto (each such agreement the Company has entered into, as amended from time to time, a “Management Stockholder’s Agreement).

  • Each of Parent and the Equity Investors agrees to deliver to counsel to MD a representation letter executed by Parent or the Equity Investor, as applicable, dated as of the Closing Date, substantially in the form of such party’s representation letter attached as Exhibit F hereto to support any opinion to be delivered to the MD Investors regarding the federal income tax treatment of the Contribution.

  • Notwithstanding any other provision of this Agreement, compliance by the MD Investors with the terms of the Voting Agreement shall not be deemed to violate this Agreement or any representation, warranty, covenant or other provision herein.

  • MD Investors Corporation shall be the liquidating trustee pursuant to this Agreement and shall proceed diligently to wind up the affairs of the Company and make final distributions as provided herein and in the Act.

  • For the avoidance of doubt, the Parent Parties, the Equity Investors, the MD Investors and the MSDC Investor have made certain representations and warranties to each other in the agreements listed in Section 4.13 of the Parent Disclosure Letter.


More Definitions of MD Investors

MD Investors means, collectively, Xxxxxxx X. Dell, Xxxxx Xxxxxxxxx Dell Separate Property Trust, Xxxxxxx X. Dell 2009 Gift Trust and Xxxxx X. Dell 2009 Gift Trust.
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MD Investors shall have the meaning ascribed thereto in the recitals hereof.
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MD Investors means MD Investors Corporation, a Delaware corporation.
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Related to MD Investors

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

  • 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.

  • 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.

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

  • CD&R Investors means, 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.

  • Qualified Investors means investors who are professional clients (client professionnel/professionele cliënt) or eligible counterparty (contrepartie éligible/in aanmerking komende tegenpartij) as defined in the Belgian Prospectus Law of 16 June 2006 (as amended from time to time). The Qualified Investors may bear a lower Entry Fee (as defined under item 77 of Part A) depending on (i) the evolution of the credit quality of the Issuer (credit spread), (ii) the evolution of interest rates, (iii) the success (or lack of success) of the placement of the Notes, and (iv) the amount of Notes purchased by an investor, each as determined by each relevant distributor (including BNP Paribas Fortis SA/NV) in its sole discretion. Conditions to which the offer is subject: The Offer of the Notes is conditional on its issue.

  • Lead Investor means Cavalry Fund I LP.

  • Equity Investors means the Sponsors and the Management Stockholders.

  • Institutional Investors means any regulated investment company, segregated asset account, foreign investment company, common trust fund, group trust or other investment arrangement, whether organized within or without the United States of America.

  • Permitted Investors the collective reference to the Sponsor and its Control Investment Affiliates.

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

  • 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.

  • Existing Investors shall have the meaning given in the Preamble hereto.

  • Required Investors means the Investors holding a majority of the Registrable Securities.

  • 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.

  • Management Investors means the officers, directors and employees of Holdings, the Borrower and the Subsidiaries who become investors in Holdings or any of its Parent Entities or in the Borrower.

  • Investor means the Buyer, any transferee or assignee thereof to whom a Buyer assigns its rights under this Agreement in accordance with Section 9 and who agrees to become bound by the provisions of this Agreement, and any transferee or assignee thereof to whom a transferee or assignee assigns its rights under this Agreement in accordance with Section 9 and who agrees to become bound by the provisions of this Agreement.

  • 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.

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

  • Initial Holders has the meaning set forth in the preamble.

  • 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;

  • Selling Stockholders means Purchaser and any other purchaser of Units in the Offering, and their respective successors and assigns.

  • Equity Holders means the Stockholders and the Option Holders.

  • Investor Parties has the meaning set forth in the Preamble.

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