PITV Investors definition

PITV Investors means the Televisa Investors and the Principal Investors, collectively; provided that a Principal Investor and/or a Televisa Investor shall cease to be a PITV Investor if it ceases to be a member of a PITV Investor Group; provided, further, that, following a Transfer of control to an initial or subsequent Purchaser of Control, such Purchaser of Control shall have the right to exercise the rights of the transferor Principal Investors in accordance with Section 3.8 of the Stockholders Agreement.
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PITV Investors shall have the meaning set forth in the Stockholders Agreement.
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Examples of PITV Investors in a sentence

  • The power and authority to exercise the proxy granted hereby shall be exercised if and only if the matter to be voted on has been approved by the Majority Principal Investors or Majority PITV Investors, as applicable, and shall be exercised on terms consistent with such approval.

  • The Company (solely at the direction of the Majority PITV Investors) shall furnish a written notice (the “Drag Along Recapitalization Notice”) to each Stockholder at least ten (10) Business Days prior to the consummation of the Recapitalization Transaction.

  • Except for Transfers to Televisa Investors by Principal Investors as contemplated by the other Transaction Agreements, no PITV Investor shall Transfer Shares to another PITV Investor who is not a Permitted Transferee without the consent of the Majority PITV Investors; provided, that for purposes of calculating the Majority PITV Investors for this Section 3.3 only, the PITV Investors Groups of which the PITV Investors who are the prospective transferor and transferee shall be disregarded.

  • Except as provided in the second sentence of this Section 8.2, this Agreement may be amended, modified, extended, terminated or waived (“Amendment”), only by an agreement in writing signed by the Company and the Majority PITV Investors (or Stockholders holding a majority of the shares of Class A Common Stock held by Stockholders party hereto if there are no PITV Investors remaining).

  • Each of the PITV Investors hereby acknowledges and agrees that time is of the essence for all purposes under this Section 4.7. All time periods provided in this Section 4.7 are subject to extension during the pendency of, and to comply with and be consistent with any remedies set forth in, any applicable Arbitrator Determination as contemplated in Section 4.9 below.

  • The PITV Investors, will use good faith efforts to conduct meetings of the Board (and its committees) in a manner that limits the amount of time representatives of Conflicted PITV Investors are required to be recused from the meetings.

  • The Company shall use its reasonable best efforts to obtain such FCC approval, including (1) diligently prosecuting such applications, including opposing any petitions to deny, or other objections filed with respect to, such FCC applications, and (2) promptly taking all other actions reasonably requested by the Majority PITV Investors as necessary, desirable and/or appropriate to facilitate obtaining such FCC approval.

  • Each of the PITV Investors and the Company hereby acknowledges and agrees that time is of the essence for all purposes under this Section 4.8. All time periods provided in this Section 4.8 are subject to extension during the pendency of, and to comply with and be consistent with any remedies set forth in, any applicable Arbitrator Determination as contemplated in Section 4.9 below.

  • The Company represents that the undersigned parties (other than the Company, BMPH and Univision) collectively comprise the Majority PITV Investors necessary to amend the Stockholders Agreement.

  • The Company, BMPH, Univision and the PITV Investors entered into the Amended and Restated Principal Investor Agreement, dated as of December 20, 2010 (as amended from time to time, the “Principal Investor Agreement”).

Related to PITV Investors

  • PIPE Investors means those certain investors participating in the PIPE Investment pursuant to the Subscription Agreements.

  • 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.

  • Co-Investors means each of (a) the Fund and the Fund Affiliates (excluding any of their portfolio companies) and (b) the Management Group.

  • 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.

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

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

  • Equity Investors means the Sponsors and the Management Stockholders.

  • 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.

  • 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.

  • Oaktree means Oaktree Capital Management, LLC and its Affiliates, including any partnerships, separate accounts or other entities managed by Oaktree.

  • 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;

  • 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.

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

  • 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.

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

  • Key Holders means the persons named on Schedule B hereto, each person to whom the rights of a Key Holder are assigned pursuant to Subsection 3.1, each person who hereafter becomes a signatory to this Agreement pursuant to Subsection 6.9 or 6.17 and any one of them, as the context may require.

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

  • Founders means all Members immediately prior to the consummation of the IPO.

  • Management Shareholders means Xxxxxx X. Xxxxx, Xxxxxxxx X. Xxxxxx and Xxxxx X. XxXxxxx;

  • Minority Shareholders means holders of Shares that were not tendered pursuant to the Offer or in the Subsequent Offering Period (as it may be extended by the Minority Exit Offering Period).

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

  • Equity Holders means the Stockholders and the Option Holders.

  • Warburg Pincus CS", "CSAM", "Credit Suisse" or "Credit Suisse Warburg Pincus".

  • retail investor means an investor who is not a professional investor;