Examples of SL Parties in a sentence
This Agreement or any provision thereof may only be amended, modified or waived, in whole or in part, at any time by an instrument in writing signed by (1) (i) the Company, (ii) Executive Holdco and (iii) Silver Lake on behalf of the SL Parties and (2) solely to the extent such amendment by its terms substantively and materially increases the obligations of any other party hereunder, such other party.
The Company shall promptly pay or reimburse, or cause to be paid or reimbursed, all IPO Expenses of the SL Parties, GIC, CPPIB and the Executive Parties.
The Company Charter, as may be amended, supplemented and/or restated from time to time, shall provide for a renunciation of corporate opportunities presented to the SL Parties (and their respective Affiliates and director nominees) to the maximum extent permitted by Section 122(17) of the Delaware General Corporations Law and substantially on the terms and conditions set forth in Article IX of the Company Charter as in effect on the date hereof.
The Xxxxx Stockholders shall vote all of its Company Securities and execute proxies or written consents, as the case may be, and shall take all Necessary Action reasonably available within its power, to ensure that the Company Charter and Company By-Laws both (i) facilitate, and do not at any time conflict with, any provision of this Agreement and (ii) permit the SL Parties to receive the benefits to which they are entitled under this Agreement.
The parties hereto acknowledge and agree that the Company Charter, in the form attached hereto as Exhibit I, and Company By-Laws, in the form attached hereto as Exhibit II, (x) do not conflict with any provision of this Agreement and (y) permit the SL Parties to receive the benefits to which they are entitled under this Agreement.
The rights and obligations hereunder shall not be assignable without the prior written consent of the other parties hereto; provided, however, that the rights and obligations of any Xxxxx Stockholder hereunder shall automatically transfer to any Affiliated Transferee of such Xxxxx Stockholder; provided, further, that without the prior written consent of any party hereto, the SL Parties may assign this Agreement to another SL Party.
This Agreement or any provision thereof may only be amended, modified or waived, in whole or in part, at any time by an instrument in writing signed by (i) the Company, (ii) the holders of a majority in interest of the voting power of the Company Securities held by all Xxxxx Stockholders and (iii) SL on behalf of the SL Parties.
Executive expressly acknowledges that neither the SL Parties nor their attorneys have made any representations to him regarding the tax consequences of the consideration provided to him pursuant to this Agreement.
The parties hereto acknowledge and agree that the Company Charter, in the form attached hereto as Exhibit I, Company By-laws, in the form attached hereto as Exhibit II, and the Executive Committee Charter, in the form adopted as of ___, 2021, (x) do not conflict with any provision of this Agreement and (y) permit the SL Parties and Executive Holdco to receive the benefits to which they are entitled under this Agreement.
Xxxx Facsimile: (000) 000-0000 E-mail: xxxxx@xxxxxx.xxx If to any of the SL Parties, addressed to it at: c/o Silver Lake Partners 0000 Xxxx Xxxx Xxxx, Xxxxx 000 Xxxxx Xxxx, XX 00000 Attention: Xxxxx Xxxx Facsimile: (000) 000-0000 E-mail: xxxxx.xxxx@xxxxxxxxxx.xxx and c/o Silver Lake Partners 0 Xxxx 00xx Xxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Xxxxxx X.