New Charter definition

New Charter means the new holding company that will be formed when CCH I, a current indirect subsidiary of Charter, is reorganized to be a direct subsidiary of Charter and then forms a new subsidiary that will merge with Charter through a tax-free reorganization to become the new holding company.

New Charter means the ultimate parent company of the affiliated group resulting from the merger between Time Warner Cable Inc. and Charter Communications, Inc. Furthermore, your employment shall be deemed to have been terminated for Good Reason if, during the Charter Change in Control Protection Period and without your consent, (A) your Base Salary is reduced from your Base Salary in effect immediately before the reduction, (B) the sum of your Base Salary, Target Bonus, and target grant value of long-term incentive compensation pursuant to Sections 3.1, 3.2, and 3.3 is reduced from such sum in effect immediately before the reduction (for this purpose, the 2015, 2016, and 2017 accelerated RSU grants are taken into account as long-term incentive compensation granted in 2015, 2016, and 2017 respectively), or (C) your Target Bonus is substituted with long-term incentive compensation such that it reduces your Target Bonus by more than half of your Target Bonus in effect immediately prior to the Effective Time. Your employment will not be deemed to have been terminated for Good Reason in accordance with the foregoing sentence unless you provide the Company or New Charter with written notice of the circumstances giving rise to Good Reason within ninety (90) days of their occurrence, and the Company or New Charter shall have thirty (30) days from receipt of such notice to cure. If New Charter does not cure such circumstances, you must terminate employment as of the expiration of the cure period in order to resign for Good Reason. The target grant value of long-term incentive compensation will be determined in a manner consistent with the methodology used by the Company for purposes of Section 3.3 of the Agreement immediately before the Effective Time.”

New Charter has the meaning set forth in the recitals to this Agreement.

Examples of New Charter in a sentence

• New Charter shall not be required to effect more than two (2) demand registrations for Purchaser in any twelve (12) month period, and all registrations shall be subject to blackout and delay periods for so long as the Board of Directors (excluding any directors nominated by Purchaser) determines in good faith that registration could require the disclosure of something detrimental to New Charter or to a pending negotiation or transaction.

• The Stockholders Agreement will replace Charter’s existing stockholders agreement with Liberty Broadband, dated September 29, 2014, and supersede the amended and restated stockholders agreement among Charter, New Charter, Liberty Broadband and A/N, dated March 31, 2015.

• Charter’s existing stockholders agreement with Liberty Broadband (as amended by an investment agreement between Liberty Broadband, Charter and New Charter, dated as of May 23, 2015) will remain in effect until the closing of the TWC Transaction or the Bright House Transaction, whichever occurs earlier, and, in the event the Stockholders Agreement is terminated, will revive and continue in full force and effect.

• The lawsuit names as defendants Liberty Broadband, Charter, the board of directors of Charter, and New Charter.

• Except as provided below, none of Purchaser, New Charter or the Company shall assign this Agreement, or any rights or obligations hereunder, without the prior written consent of the other party hereto.

More Definitions of New Charter

New Charter means the new holding company that will be formed when CCH I, a current indirect subsidiary of CCI, is reorganized to be a direct subsidiary of CCI and then forms a new subsidiary that will merge with CCI through a tax-free reorganization to become the new holding company.

New Charter means the charter of the Company specifying the Buyers as the owner of the Participation Interests in the charter fund of the Company substantially in the form of Schedule 5;

New Charter means the amended and restated Certificate of Incorporation of the Company in the form attached hereto as Annex C.

New Charter means the Certificate of Incorporation for New WHX substantially in the form filed as a Plan Document.

New Charter has the meaning set forth in the preamble to this Agreement.

New Charter means the successor entity to CCH I, which successor entity shall become the new public company parent following the completion of the Acquisition Transactions.

New Charter means the Amended and Restated Certificate of Incorporation in the form and substance of Exhibit B annexed hereto.