Providence Parties definition

Providence Parties means Providence Equity Partners V L.P., Providence Equity Partners V-A L.P., Providence Equity Partners IV L.P., Providence Equity Operating Partners IV L.P., PEP EDMC L.L.C., and any Affiliates of the foregoing to whom Company Shares are Transferred after the date hereof.
Providence Parties means the Providence Stockholders and any of their Affiliates to whom Common Stock is Transferred after the date hereof.
Providence Parties has the meaning ascribed to such term in the Preamble to this Agreement.

Examples of Providence Parties in a sentence

  • The provisions of Section 4.4 shall terminate upon the date on which the GSCP Parties and the Providence Parties cease to hold collectively at least a majority of the outstanding Company Shares.

  • The provisions of this Article IV (other than Section 4.4) shall terminate and be of no further force and effect upon the earlier of (i) the fifth anniversary of the IPO or (ii) the date on which the GSCP Parties and the Providence Parties cease to hold collectively at least 25% of their aggregate Initial Post-IPO Share Ownership.

  • Notwithstanding the foregoing, no Drag-Along Election may be made (i) without the approval of the GSCP Parties so long as the GSCP Parties collectively hold at least 25% of their aggregate Initial Post-IPO Share Ownership and (ii) without the approval of the Providence Parties so long as the Providence Parties collectively hold at least 25% of their aggregate Initial Post-IPO Share Ownership.

  • For so long as the Providence Parties are entitled to designate at least one director for election to the Board of Directors pursuant to Section 3.1(a), the Providence Parties shall have the right to have at least one (1) of its designated directors on each committee (with the exception of the Audit Committee) of the Board of Directors of the Company, to the extent such directors are permitted to serve on such committees under SEC and Nasdaq rules applicable to the Company.

  • The Company grants the GSCP Parties, the Providence Parties, the Leeds Parties and their respective Affiliates permission to use the Company’s name and logo in marketing materials of such Shareholder or any of its Affiliates.

  • The Company acknowledges that the provisions of Section 3 of this Agreement, including the GSCP Institutional Letter Agreement, the Providence Letter Agreement and the Leeds Letter Agreement, are intended to provide the GSCP Parties (or a GSCP Governance Rights Assignee, if applicable), the Providence Parties (or a Providence Governance Rights Assignee, if applicable) and Leeds with “contractual management rights” within the meaning of ERISA and the regulations promulgated thereunder.

  • This Agreement may not be assigned by the Company, without the prior written consent of the GSCP Parties and the Providence Parties.

  • To the extent required by law or requested by the Providence Parties, the Stockholders will cooperate with each other, and as reasonably necessary with the Company, with respect to any filings that may be required to be made jointly under the Securities Act or the Exchange Act.

  • No Third Party Beneficiaries 22 THIS SHAREHOLDERS AGREEMENT (as it may be amended from time to time in accordance with the terms hereof, this “Agreement”), dated as of [•], 2009, is made by and among the GSCP Parties, the Providence Parties, the Leeds Parties (each as defined herein) and the other shareholders that are signatories hereto (collectively, the “Shareholders”), and Education Management Corporation, a Pennsylvania corporation (the “Company”).

  • In addition, each of the Stockholders will consult with the Providence Parties, and as reasonably necessary with the Company, prior to making any filings under the Securities Act or the Exchange Act in advance of making any such filings in order to provide the Providence Parties sufficient and appropriate time to discuss any such proposed filings with such Stockholder.


More Definitions of Providence Parties

Providence Parties has the meaning ascribed to such term in the Preamble.

Related to Providence Parties

  • Local Parties shall be defined as the Board or the local OSSTF/FEESO bargaining unit party to a collective agreement.

  • Parent Parties has the meaning set forth in ARTICLE V.

  • Transaction Parties As defined in Section 5.3(o).

  • Purchaser Parties means, collectively, the Purchasers and any of their respective former, current or future directors, officers, employees, agents, general or limited partners, managers, members, stockholders, Affiliates or assignees or any former, current or future director, officer, employee, agent, general or limited partner, manager, member, stockholder, Affiliate or assignee of any of the foregoing.

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

  • Security Parties means at any relevant time, the Borrower, the Guarantor, the Pledgor, the Target, the Vessel Owners and any other person who may at any time during the Facility Period be liable for, or provide security for, all or any part of the Indebtedness, and “Security Party” means any one of them.

  • Financing Parties means Parties financing the Project, pursuant to Financing Documents.

  • Settlement Agent means, with respect to any Transaction the subject of which is a Wet-Ink Mortgage Loan, the entity approved by Buyer, in its sole good-faith discretion, which may be a title company, escrow company or attorney in accordance with local law and practice in the jurisdiction where the related Wet-Ink Mortgage Loan is being originated. A Settlement Agent is deemed approved unless Buyer notifies Seller otherwise at any time electronically or in writing.

  • EME means an Exempted Micro Enterprise in terms of a code of good practice on black economic empowerment issued in terms of section 9 (1) of the Broad-Based Black Economic Empowerment Act;

  • Legg Mason means Legg Mason, Inc. and its subsidiaries and affiliates.

  • Note Parties means, collectively, the Company and each Guarantor.

  • Founding Companies has the meaning set forth in the third recital of this Agreement.

  • Backstop Parties means, collectively, the Initial Backstop Parties and the Additional Backstop Parties.

  • Finance Parties means the Facility Agent, the Arrangers, the Bookrunners, the Security Trustee, the Lenders, the holders of any Senior Secured Notes and the trustees and/or agents in respect of any Senior Secured Notes and “Finance Party” means any of them.

  • Bank Parties means Administrative Agent and the Banks.

  • L/C Issuers means (i) Bank of America, (ii) any other Lender in its capacity as issuer of Letters of Credit hereunder who has been selected by GFI and who has agreed to be an L/C Issuer hereunder in accordance with the terms hereof and (iii) any successor issuer of Letters of Credit hereunder appointed in accordance with the terms hereof, and “L/C Issuer” means any one of them.

  • Commitment Parties means the “Commitment Parties” as defined in the Commitment Letter.

  • Holding Companies means, collectively, the Company and Holdings, and each is a “Holding Company”.

  • Buyer Parties means Buyer, its respective Affiliates and the former, current or future equity holders and Representatives of each of the foregoing.

  • SCM means Supply Chain Management.

  • Exchange Agent Agreement has the meaning set forth in Section 2.5(a).

  • Placement Agent Agreement means that certain placement agent agreement dated as of the date hereof between the Company and the Placement Agent.

  • Procurement Agent means the district representative duly authorized to enter into and administer Contracts and make written determinations with respect to this solicitation or his/ her designee.

  • Credit Parties means the Borrower and the Guarantors.

  • Co-Lead Arrangers means X.X. Xxxxxx Securities Inc. and RBSGC.