Welsh Carson Anderson Stowe Viii Lp Sample Contracts

Welsh Carson Anderson Stowe Viii Lp – REGISTRATION RIGHTS AGREEMENT (January 19th, 1999)

REGISTRATION RIGHTS AGREEMENT January 7, 1999 To the several persons named at the foot hereof Ladies and Gentlemen: This will confirm that in consideration of the purchase by those investors listed on Schedule I hereof (collectively, the "WCAS Purchasers"), the investors listed on Schedule II hereof (collectively, the "Blackstone Purchasers"), the investors listed on Schedule III hereof (collectively, the "Signal Purchasers") and the investors listed on Schedule IV hereof (the "Management Purchasers," and collectively with the WCAS Purchasers, the Blackstone Purchasers and the Signal Purchasers, the "Purchasers"), on the date hereof of an aggregate 9,638,554 shares of Class A Common Stock, $.01 par value (the "Common Stock"), of CCW ACQUISITION CORP., a Delaware corporation (the "Company"), pursuant to the Securities Purchase Agreement, dated as of December 29, 1998 (the "Purchase

Welsh Carson Anderson Stowe Viii Lp – STOCKHOLDERS AGREEMENT (January 19th, 1999)

STOCKHOLDERS AGREEMENT STOCKHOLDERS AGREEMENT, dated as of January 7, 1999, by and among CCW ACQUISITION CORP., a Delaware corporation (the "Company"), the several persons named in Schedule I hereto (each a "WCAS Purchaser" and collectively the "WCAS Purchasers"), the several persons named in Schedule II hereto (each a "Blackstone Purchaser" and collectively the "Blackstone Purchasers"), the several persons named in Schedule III hereto (each a "Signal Purchaser" and collectively the "Signal Purchasers") and the several persons named in Schedule IV hereto (each a "Management Purchaser" and collectively the "Management Purchasers"). The WCAS Purchasers, the Blackstone Purchasers, the Signal Purchasers and the Management Purchasers are herein sometimes referred to collectively as the "Stockholders." WHEREAS, the Company and the Stockholders have entered into a Securities Purchase Agreement, dated as of December 29, 1998 (the "Purchase Ag

Welsh Carson Anderson Stowe Viii Lp – SECURITIES PURCHASE AGREEMENT (January 19th, 1999)

SECURITIES PURCHASE AGREEMENT Among CCW ACQUISITION CORP. and THE SEVERAL PERSONS NAMED IN SCHEDULE I, SCHEDULE II, SCHEDULE III AND SCHEDULE IV HERETO Dated as of December 29, 1998 1 TABLE OF CONTENTS Page I. PURCHASE AND SALE OF SECURITIES...........................................2 SECTION 1.01. Issuance and Sale of the CCW Shares to the Purchasers........................................2 SECTION 1.02. Issuance and Sale of the Note and Centennial Shares to WCAS CP III....................................2 SEC