MD Stockholders definition

MD Stockholders has the meaning ascribed to such term in the Preamble.

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MD Stockholders means, collectively, MD and the SLD Trust, together with their respective Permitted Transferees that acquire Common Stock.

MD Stockholders means MD and the Dell Trust.

Examples of MD Stockholders in a sentence

Notwithstanding anything to the contrary herein or in any Tax Representation Letter delivered by the Company, in no event shall the Company be liable to any party (including the MD Stockholders) for the failure of any representation, warranty or covenant contained in its Tax Representation Letter to be true, correct or complete or for the Company’s failure to comply with any covenant contained in such Tax Representation Letter.
The Company shall, and shall cause the Specified Subsidiaries to, at all times maintain a policy or policies of insurance providing directors’ and officers’ liability insurance to the extent reasonably satisfactory to the MD Stockholders and the SLP Stockholders, and Indemnitees shall be covered by such policy or policies, in accordance with its or their terms, to the maximum extent of the coverage provided to any other director or officer of the Company or any Specified Subsidiary.
Each Stockholder agrees, to the extent practicable and as requested by the MD Stockholders and the SLP Stockholders, acting jointly, to use reasonable efforts to take or avoid taking (as applicable) actions that would potentially cause liability to the Company or any Stockholder under Section 13 or Section 16 of the Exchange Act or the rules and regulations promulgated thereunder.
Dell: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Dell Separate Property Trust: MD Stockholders Total: [ ] [ ] [ ] MSD Partners Stockholders: MSD Partners, L.P. ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇-▇▇▇▇ Attention: ▇▇▇▇ ▇.
Except as may be required by applicable law or regulation (but only after using reasonable best efforts to give the MD Stockholders and the SLP Stockholders an opportunity to review and comment), no Stockholder shall make any public announcement regarding, or filings with respect to, the transactions contemplated by the Merger Agreement without the prior written consent of the MD Stockholders and the SLP Stockholders.
From time to time, at the reasonable request of the MD Stockholders or the SLP Stockholders and without further consideration, each party hereto shall execute and deliver such additional documents and take all such further action as may be necessary or appropriate to consummate and make effective, in the most expeditious manner practicable, the transactions contemplated by this Agreement.
From time to time, at the reasonable request of the MD Stockholders or the SLP Stockholders and without further consideration, each New Class C Stockholder shall execute and deliver such additional documents and take all such further action as may be necessary or appropriate to consummate and make effective, in the most expeditious manner practicable, the transactions contemplated by this Agreement.
The MD Stockholders and the SLP Stockholders shall be entitled to replace any of their respective Board Observers designated by them at any time and from time to time.
In the event that any MD Director Nominee shall cease to serve as a director for any reason (other than the reduction in the right to nominate pursuant to Section 3.1(c)(i)), the MD Stockholders shall have the right to nominate another MD Director Nominee to fill the vacancy resulting therefrom.
At any time on or after October 29, 2018, the MD Stockholders may provide written notice to the Company requesting that the Company commence a Minimum Float IPO (such notice, an “MD IPO Notice”).

More Definitions of MD Stockholders

MD Stockholders means MD and the SLD Trust, together with their respective Permitted Transferees that acquire Common Stock pursuant to the terms of the MD Stockholders Agreement.

MD Stockholders has the meaning set forth in the Registration Rights Agreement.

MD Stockholders means Michael S. Dell and Susan Lieberman Dell Separate Property Trust and any person to whom either of them would be permitted to transfer any equity securities of Dell Technologies under the Dell Technologies Certificate.

MD Stockholders means MD and SLD Trust together and with respective Permitted Transferees that acquire Common Stock.

MD Stockholders refers to ▇▇▇▇▇▇▇ ▇. ▇▇▇▇ and the ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Dell Separate Property Trust and any person to whom either of them would be permitted to transfer any equity securities of Denali under the Denali certificate; • “merger” refers to the merger of Merger Sub with and into EMC, as a result of which the separate corporate existence of Merger Sub will cease, and EMC will continue as a wholly owned subsidiary of Denali; • “merger agreement” refers to the Agreement and Plan of Merger, dated as of October 12, 2015, as amended by the amendment and as it may be amended from time to time, among ▇▇▇▇▇▇, Dell, Merger Sub and EMC, a composite copy of which, incorporating the text of the amendment into the initial agreement, is attached as Annex A to this proxy statement/prospectus; • “merger consideration” refers to the consideration, per share of EMC common stock, to be received by EMC shareholders in the merger, consisting of: • $24.05 in cash, without interest, and • a number of shares of validly issued, fully paid and non-assessable shares of Class V Common Stock equal to the quotient (rounded to the nearest five decimal points) obtained by dividing (1) 222,966,450 by (2) the aggregate number of shares of EMC common stock issued and outstanding immediately prior to the effective time of the merger, plus cash in lieu of any fractional shares; • “Merger Sub” refers to Universal Acquisition Co., a Delaware corporation and wholly owned subsidiary of Denali; • “▇▇▇▇▇▇ ▇▇▇▇▇▇▇” refers to ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. LLC;

MD Stockholders has the meaning ascribed to such term in the Preamble. “MD Subscription Agreement” has the meaning ascribed to such term in the Recitals.