Examples of Xxxxxx Holdco in a sentence
SHUSA may remit such amounts to Banco Santander so that such funds can be applied on behalf of Xxxxxx Holdco to any amounts then payable by Xxxxxx Holdco or Executive to Banco Santander or any of its Affiliates pursuant to the Xxxxxx Loan Agreement.
Such notice (an “Employment Put Option Notice”) shall set forth the number of Shares subject to the put, the proposed date for closing such sale and a description of any consents, approvals or other conditions precedent to such closing known to Xxxxxx Holdco.
Effective from and after the Employment/Loan Substitution Effective Date, if Banco Santander has elected to become the direct beneficiary under the Loan Call Option, (i) all rights and obligations of SHUSA under the Loan Call Option shall be fully and irrevocably discharged and terminated, (ii) Xxxxxx Holdco shall have no claims against, or recourse to, SHUSA under the Loan Call Option and (iii) Banco Santander shall irrevocably assume all of the rights and obligations of SHUSA under the Loan Call Option.
Executive shall cause Xxxxxx Holdco to comply with its obligations under this Agreement.
Xxxxxx Holdco shall not, and Executive shall cause Xxxxxx Holdco not to, have any assets or liabilities other than (i) Shares of the Company, (ii) its rights and obligations under this Agreement and the Xxxxxx Loan Agreement, (iii) cash and cash equivalents and (iv) receivables from one or more of its Affiliates.
Sponsor: means, individually and collectively, Xxxxxxxx Equity Partners, L.P., a Cayman Islands limited partnership, Xxxxxxxx Energy Fund-TE, LP, a Cayman Islands limited partnership, Xxxxxxxx Energy Fund–FI, LP, a Cayman Islands, limited partnership, Xxxxxx Holdco LLC, a Texas limited liability company, Geveran Investments Limited, a Cyprus limited company, Xxxxxxxxx QES Investment LLC, a Delaware limited liability company and any Affiliate of any of the foregoing.
The Company may remit dividends, distributions and other amounts payable in respect of shares of Common Stock held by Xxxxxx Holdco to Banco Santander so that such funds can be applied on behalf of Xxxxxx Holdco to any amounts then payable by Xxxxxx Holdco or Executive to Banco Santander or any of its Affiliates pursuant to the Xxxxxx Loan Agreement.
Executive and Xxxxxx Holdco represent and warrant to the Company, SHUSA and Sponsor Holdings that, immediately following the completion of the Reorganization, (i) Executive owns all of the outstanding Securities of DDFS Management Company LLC and a majority of the outstanding limited partner interests of DDFS Partnership LP and (ii) DDFS Partnership LP owns all of the outstanding Securities of Xxxxxx Holdco.
Upon closing of the IPO, (i) the Original Registration Rights Agreement shall be terminated (without any additional action on the part of any party to the Original Registration Rights Agreement) and shall be of no further force and effect and (ii) PubCo, Xxxxxx Holdco, Geveran Investments, Xxxxxxxxx QES, Main Fund, TE Fund, and FI Fund will enter a new registration rights agreement.
The limited liability company interests of Xxxxxx Holdco Merger Sub outstanding immediately prior to the Effective Time shall be converted into and become limited liability company interests of the Xxxxxx Holdco Surviving Company with the same rights, powers and privileges as the limited liability company interests so converted and shall constitute the only outstanding limited liability company interests of the Xxxxxx Holdco Surviving Company.