Equityholders Agreement Sample Contracts

First Amendment to Equityholders Agreement and Joinder (February 29th, 2016)

This FIRST AMENDMENT TO EQUITYHOLDERS AGREEMENT AND JOINDER, dated as of July 1, 2012 (this "Amendment"), is entered into by and among (i) Station Holdco LLC, a Delaware limited liability company ("Holdco"); (ii) FI Station Investor LLC, a Delaware limited liability company, (iii) German American Capital Corporation; and (iv) SH Employeeco LLC, a Delaware limited liability company ("Employeeco").

First Amendment to Equityholders Agreement and Joinder (March 10th, 2015)

This FIRST AMENDMENT TO EQUITYHOLDERS AGREEMENT AND JOINDER, dated as of July 1, 2012 (this "Amendment"), is entered into by and among (i) Station Holdco LLC, a Delaware limited liability company ("Holdco"); (ii) FI Station Investor LLC, a Delaware limited liability company, (iii) German American Capital Corporation; and (iv) SH Employeeco LLC, a Delaware limited liability company ("Employeeco").

Seaworld Entertainment Inc. Co – SECOND AMENDED AND RESTATED EQUITYHOLDERS AGREEMENT Dated as of April 11, 2011 (February 12th, 2013)

This SECOND AMENDED AND RESTATED EQUITYHOLDERS AGREEMENT is dated as of April 11, 2011 (this Agreement) and is being entered into by and among SW Cayman L.P., (the Main Partnership), SW Cayman A L.P., SW Cayman B L.P., SW Cayman C L.P., SW Cayman D L.P., SW Cayman E L.P., SW Cayman F L.P., SW Cayman Co-Invest L.P., SW Cayman (GS) L.P. (the GS Partnership) and SW Cayman (GSO) L.P. (the GSO Partnership and together with the GS Partnership, the Mezz Partnerships), each a limited partnership organized under the laws of the Cayman Islands (each of the foregoing other than the Main Partnership, an Other Partnership, and collectively, with the Main Partnership the Partnerships), SW Cayman Limited (formerly known as Orca Cayman Limited), a Cayman Islands limited company and the general partner of each of the Partnership (the General Partner), the Limited Partners of the Partnerships listed on the signature pages hereto and each Additional Limited Partner (as defined below), Terrific Investment

Third Amendment to Equityholders Agreement (December 18th, 2012)

THIS THIRD AMENDMENT (this Amendment) of that certain Equityholders Agreement dated as of November 28, 2008 (the Original Agreement) is entered into as of December 17, 2012, by and among CLEARWIRE CORPORATION, a Delaware corporation (the Company), SPRINT HOLDCO, LLC, a Delaware limited liability company (Sprint), SN UHC 1, INC., a Delaware corporation (SN UHC), INTEL CAPITAL WIRELESS INVESTMENT CORPORATION 2008A, a Delaware corporation (Intel A), INTEL CAPITAL CORPORATION, a Delaware corporation (Intel Capital), INTEL CAPITAL (CAYMAN) CORPORATION, a Cayman Islands corporation (Intel Cayman), MIDDLEFIELD VENTURES, INC., a Delaware corporation (Middlefield, and together with Intel A, Intel Capital and Intel Cayman, Intel), and COMCAST CORPORATION, a Pennsylvania corporation, in its capacity as the Strategic Investor Representative (Comcast), as amended by Amendment to Equityholders Agreement, dated as of December 8, 2010 and Second Amendment to Equityholders Agreement, dated as of Decemb

Second Amendment to Equityholders Agreement (December 18th, 2012)

THIS SECOND AMENDMENT (this Amendment) of that certain Equityholders Agreement dated as of November 28, 2008 (the Original Agreement) is entered into as of December 17, 2012, by and among CLEARWIRE CORPORATION, a Delaware corporation (the Company), SPRINT HOLDCO, LLC, a Delaware limited liability company (Sprint), SN UHC 1, INC., a Delaware corporation (SN UHC), EAGLE RIVER HOLDINGS, LLC, a Washington limited liability company (Eagle River), INTEL CAPITAL WIRELESS INVESTMENT CORPORATION 2008A, a Delaware corporation (Intel A), INTEL CAPITAL CORPORATION, a Delaware corporation (Intel Capital), INTEL CAPITAL (CAYMAN) CORPORATION, a Cayman Islands corporation (Intel Cayman), MIDDLEFIELD VENTURES, INC., a Delaware corporation (Middlefield, and together with Intel A, Intel Capital and Intel Cayman, Intel), and COMCAST CORPORATION, a Pennsylvania corporation, in its capacity as the Strategic Investor Representative (Comcast), as amended by Amendment to Equityholders Agreement, dated as of De

Third Amendment to Equityholders Agreement (December 18th, 2012)

THIS THIRD AMENDMENT (this Amendment) of that certain Equityholders Agreement dated as of November 28, 2008 (the Original Agreement) is entered into as of December 17, 2012, by and among CLEARWIRE CORPORATION, a Delaware corporation (the Company), SPRINT HOLDCO, LLC, a Delaware limited liability company (Sprint), SN UHC 1, INC., a Delaware corporation (SN UHC), INTEL CAPITAL WIRELESS INVESTMENT CORPORATION 2008A, a Delaware corporation (Intel A), INTEL CAPITAL CORPORATION, a Delaware corporation (Intel Capital), INTEL CAPITAL (CAYMAN) CORPORATION, a Cayman Islands corporation (Intel Cayman), MIDDLEFIELD VENTURES, INC., a Delaware corporation (Middlefield, and together with Intel A, Intel Capital and Intel Cayman, Intel), and COMCAST CORPORATION, a Pennsylvania corporation, in its capacity as the Strategic Investor Representative (Comcast), as amended by Amendment to Equityholders Agreement, dated as of December 8, 2010 and Second Amendment to Equityholders Agreement, dated as of Decemb

Second Amendment to Equityholders Agreement (December 18th, 2012)

THIS SECOND AMENDMENT (this Amendment) of that certain Equityholders Agreement dated as of November 28, 2008 (the Original Agreement) is entered into as of December 17, 2012, by and among CLEARWIRE CORPORATION, a Delaware corporation (the Company), SPRINT HOLDCO, LLC, a Delaware limited liability company (Sprint), SN UHC 1, INC., a Delaware corporation (SN UHC), EAGLE RIVER HOLDINGS, LLC, a Washington limited liability company (Eagle River), INTEL CAPITAL WIRELESS INVESTMENT CORPORATION 2008A, a Delaware corporation (Intel A), INTEL CAPITAL CORPORATION, a Delaware corporation (Intel Capital), INTEL CAPITAL (CAYMAN) CORPORATION, a Cayman Islands corporation (Intel Cayman), MIDDLEFIELD VENTURES, INC., a Delaware corporation (Middlefield, and together with Intel A, Intel Capital and Intel Cayman, Intel), and COMCAST CORPORATION, a Pennsylvania corporation, in its capacity as the Strategic Investor Representative (Comcast), as amended by Amendment to Equityholders Agreement, dated as of De

Equityholders Agreement (December 5th, 2011)

This EQUITYHOLDERS AGREEMENT (this Agreement) is dated as of the 23rd day of May, 2010 and shall be effective as of the Closing (the Effective Date), by and among Equity One, Inc., a Maryland corporation (Equity One), Capital Shopping Centres Group PLC, a public limited company organized under the laws of England and Wales (Parent), Liberty International Holdings Limited, a private company limited by shares organized under the laws of England and Wales (LIH, and together with Parent and any other controlled Affiliates of Parent and controlled Affiliates of LIH, Liberty Group), Gazit-Globe, Ltd. (Gazit Globe), an Israeli corporation, MGN (USA) Inc., a Nevada corporation (MGN), Gazit (1995), Inc., a Nevada corporation (1995), MGN America, LLC, a Delaware limited liability company (America), Silver Maple, Inc., a Nevada corporation (Silver Maple), and Ficus, Inc., a Delaware corporation (Ficus, and together with Chaim Katzman, Gazit Globe, MGN, 1995, America, Silver Maple and any of their

Amendment No. 1 to Equityholders Agreement (December 5th, 2011)

This AMENDMENT NO. 1 (this Amendment) is made as of the 16th day of September, 2011, by and among Equity One, Inc., a Maryland corporation (Equity One), Capital Shopping Centres Group PLC, a public limited company organized under the laws of England and Wales (Parent), Liberty International Holdings Limited, a private company limited by shares organized under the laws of England and Wales (LIH), Gazit-Globe, Ltd., an Israeli corporation (Gazit Globe), MGN (USA) Inc., a Nevada corporation (MGN), Gazit (1995), Inc., a Nevada corporation (1995), MGN America, LLC, a Delaware limited liability company (America), Silver Maple (2001), Inc., a Nevada corporation (Silver Maple), Ficus, Inc., a Delaware corporation (Ficus) and Gazit First Generation LLC, a Delaware limited liability company (First Generation).

Amendment No. 1 to Equityholders Agreement (November 9th, 2011)

This AMENDMENT NO. 1 (this Amendment) is made as of the 16th day of September, 2011, by and among Equity One, Inc., a Maryland corporation (Equity One), Capital Shopping Centres Group PLC, a public limited company organized under the laws of England and Wales (Parent), Liberty International Holdings Limited, a private company limited by shares organized under the laws of England and Wales (LIH), Gazit-Globe, Ltd., an Israeli corporation (Gazit Globe), MGN (USA) Inc., a Nevada corporation (MGN), Gazit (1995), Inc., a Nevada corporation (1995), MGN America, LLC, a Delaware limited liability company (America), Silver Maple (2001), Inc., a Nevada corporation (Silver Maple), Ficus, Inc., a Delaware corporation (Ficus) and Gazit First Generation LLC, a Delaware limited liability company (First Generation).

Linktone Ltd. – Equityholders Agreement (June 30th, 2011)
Equityholders Agreement (June 23rd, 2011)

This EQUITYHOLDERS AGREEMENT, dated as of June 16, 2011, is entered into by and among (i) Station Holdco LLC, a Delaware limited liability company (Holdco); (ii) Station Casinos LLC, a Nevada limited liability company (New Propco); (iii) GVR Holdco 1 LLC, GVR Holdco 2 LLC, Station GVR Acquisition, LLC, NP Boulder LLC, NP Development LLC, NP Palace LLC, NP Red Rock LLC, NP Sunset LLC, NP Landco Holdco LLC (New Propco Landco), NP IP Holdings LLC (IP Holdco), NP Opco Holdings LLC, NP Opco LLC (New Opco), NP Centerline Holdings LLC, NP Durango LLC, NP FH Excess LLC, NP Fiesta LLC, NP Gold Rush LLC, NP Green Valley LLC, NP Hanger Leaseco LLC, NP Horizon Park LLC, NP Inspirada LLC, NP Lake Mead LLC, NP LML LLC, NP Magic Star LLC, NP Mt. Rose LLC, NP Northern NV Acquisitions LLC, NP Past Enterprises LLC, NP Rancho LLC, NP Reno Convention Center LLC, NP River Central LLC, NP ROTMA LLC, NP Santa Fe LLC, NP Steamboat LLC, NP Sunset Lindell LLC, NP Texas LLC, NP Town Center, Palms Station, LLC, S

Amendment to Equityholders Agreement (December 13th, 2010)

THIS AMENDMENT (this Amendment) of that certain Equityholders Agreement dated as of November 28, 2008 (the Agreement) is entered into as of December 8, 2010 (the Effective Date), by and among CLEARWIRE CORPORATION, a Delaware corporation (the Company), SPRINT HOLDCO, LLC, a Delaware limited liability company (Sprint), EAGLE RIVER HOLDINGS, LLC, a Washington limited liability company (Eagle River), INTEL CAPITAL WIRELESS INVESTMENT CORPORATION 2008A, a Delaware corporation (Intel A), INTEL CAPITAL WIRELESS INVESTMENT CORPORATION 2008B, a Delaware corporation (Intel B), INTEL CAPITAL WIRELESS INVESTMENT CORPORATION 2008C, a Delaware corporation (Intel C), INTEL CAPITAL CORPORATION, a Delaware corporation (Intel Capital), INTEL CAPITAL (CAYMAN) CORPORATION, a Cayman Islands corporation (Intel Cayman), MIDDLEFIELD VENTURES, INC., a Delaware corporation (Middlefield, and together with Intel A, Intel B, Intel C, Intel Capital and Intel Cayman, Intel), and COMCAST CORPORATION, a Pennsylvania

Equityholders Agreement (May 27th, 2010)

This EQUITYHOLDERS AGREEMENT (this Agreement) is dated as of the 23rd day of May, 2010 and shall be effective as of the Closing (the Effective Date), by and among Equity One, Inc., a Maryland corporation (Equity One), Capital Shopping Centres Group PLC, a public limited company organized under the laws of England and Wales (Parent), Liberty International Holdings Limited, a private company limited by shares organized under the laws of England and Wales (LIH, and together with Parent and any other controlled Affiliates of Parent and controlled Affiliates of LIH, Liberty Group), Gazit-Globe, Ltd. (Gazit Globe), an Israeli corporation, MGN (USA) Inc., a Nevada corporation (MGN), Gazit (1995), Inc., a Nevada corporation (1995), MGN America, LLC, a Delaware limited liability company (America), Silver Maple, Inc., a Nevada corporation (Silver Maple), and Ficus, Inc., a Delaware corporation (Ficus, and together with Chaim Katzman, Gazit Globe, MGN, 1995, America, Silver Maple and any of their

Emergency Medical Services Corporation – Amendment No. 3 to Investor Equityholders Agreement (February 19th, 2010)

AMENDMENT (this "Amendment"), dated as of February 17, 2010, to the INVESTOR EQUITYHOLDERS AGREEMENT (the "Agreement"), dated as of February 10, 2005, among Emergency Medical Services Corporation, a Delaware corporation (the "Company"), Emergency Medical Services L.P., a Delaware limited partnership, Onex Partners LP, a Delaware limited partnership ("Onex Partners") and the equityholders signatory thereto. Any capitalized term used herein and not defined shall have the meaning given to such term in the Agreement.

EQUITYHOLDERS AGREEMENT by and Among CLEARWIRE CORPORATION, SPRINT HOLDCO, LLC, EAGLE RIVER HOLDINGS, LLC, INTEL CAPITAL WIRELESS INVESTMENT CORPORATION 2008A, INTEL CAPITAL WIRELESS INVESTMENT CORPORATION 2008B, INTEL CAPITAL WIRELESS INVESTMENT CORPORATION 2008C, INTEL CAPITAL CORPORATION, INTEL CAPITAL (CAYMAN) CORPORATION, MIDDLEFIELD VENTURES, INC., COMCAST WIRELESS INVESTMENT I, INC., COMCAST WIRELESS INVESTMENT II, INC., COMCAST WIRELESS INVESTMENT III, INC., COMCAST WIRELESS INVESTMENT IV, INC., COMCAST WIRELESS INVESTMENT V, INC., GOOGLE INC., TWC WIRELESS HOLDINGS I LLC, TWC WIRELESS (December 2nd, 2008)

THIS EQUITYHOLDERS AGREEMENT (this Agreement) is entered into as of November 28, 2008 (the Effective Date), by and among CLEARWIRE CORPORATION, a Delaware corporation formerly known as New Clearwire Corporation (the Company), SPRINT HOLDCO, LLC, a Delaware limited liability company (Sprint), EAGLE RIVER HOLDINGS, LLC, a Washington limited liability company (Eagle River), INTEL CAPITAL WIRELESS INVESTMENT CORPORATION 2008A, a Delaware corporation (Intel A), INTEL CAPITAL WIRELESS INVESTMENT CORPORATION 2008B, a Delaware corporation (Intel B), INTEL CAPITAL WIRELESS INVESTMENT CORPORATION 2008C, a Delaware corporation (Intel C), INTEL CAPITAL CORPORATION, a Delaware corporation (Intel Capital), INTEL CAPITAL (CAYMAN) CORPORATION, a Cayman Islands corporation (Intel Cayman), MIDDLEFIELD VENTURES, INC., a Delaware corporation (Middlefield, and together with Intel A, Intel B, Intel C, Intel Capital and Intel Cayman, Intel), COMCAST WIRELESS INVESTMENT I, INC., a Delaware corporation (Comcas

EQUITYHOLDERS AGREEMENT by and Among CLEARWIRE CORPORATION, SPRINT HOLDCO, LLC, EAGLE RIVER HOLDINGS, LLC, INTEL CAPITAL WIRELESS INVESTMENT CORPORATION 2008A, INTEL CAPITAL WIRELESS INVESTMENT CORPORATION 2008B, INTEL CAPITAL WIRELESS INVESTMENT CORPORATION 2008C, INTEL CAPITAL CORPORATION, INTEL CAPITAL (CAYMAN) CORPORATION, MIDDLEFIELD VENTURES, INC., COMCAST WIRELESS INVESTMENT I, INC., COMCAST WIRELESS INVESTMENT II, INC., COMCAST WIRELESS INVESTMENT III, INC., COMCAST WIRELESS INVESTMENT IV, INC., COMCAST WIRELESS INVESTMENT V, INC., GOOGLE INC., TWC WIRELESS HOLDINGS I LLC, TWC WIRELESS (December 1st, 2008)

THIS EQUITYHOLDERS AGREEMENT (this Agreement) is entered into as of November 28, 2008 (the Effective Date), by and among CLEARWIRE CORPORATION, a Delaware corporation formerly known as New Clearwire Corporation (the Company), SPRINT HOLDCO, LLC, a Delaware limited liability company (Sprint), EAGLE RIVER HOLDINGS, LLC, a Washington limited liability company (Eagle River), INTEL CAPITAL WIRELESS INVESTMENT CORPORATION 2008A, a Delaware corporation (Intel A), INTEL CAPITAL WIRELESS INVESTMENT CORPORATION 2008B, a Delaware corporation (Intel B), INTEL CAPITAL WIRELESS INVESTMENT CORPORATION 2008C, a Delaware corporation (Intel C), INTEL CAPITAL CORPORATION, a Delaware corporation (Intel Capital), INTEL CAPITAL (CAYMAN) CORPORATION, a Cayman Islands corporation (Intel Cayman), MIDDLEFIELD VENTURES, INC., a Delaware corporation (Middlefield, and together with Intel A, Intel B, Intel C, Intel Capital and Intel Cayman, Intel), COMCAST WIRELESS INVESTMENT I, INC., a Delaware corporation (Comcas

EQUITYHOLDERS AGREEMENT by and Among [NEWCO CORPORATION,] [SPRINT,] [EAGLE RIVER HOLDINGS, LLC,] [INTEL,] [COMCAST,] [GOOGLE INC.,] [TIME WARNER CABLE,] and [BHN SPECTRUM INVESTMENTS, LLC] Dated as of [ ], 2008 (August 22nd, 2008)

THIS EQUITYHOLDERS AGREEMENT (this Agreement) is entered into as of [ ], 200[ ] (the Effective Date), by and among NEWCO CORPORATION, a Delaware corporation (the Company), [SPRINT], a (Sprint), [EAGLE RIVER HOLDINGS, LLC], a Washington limited liability company (Eagle River), [INTEL], a (Intel), [COMCAST], a (Comcast), [GOOGLE INC.], a Delaware corporation (Google), [TIME WARNER CABLE], a (TWC), and [BHN SPECTRUM INVESTMENTS, LLC], a Delaware limited liability company (BHN; and, together with Comcast, Google and TWC, the Strategic Investors).1 Each of Sprint, Eagle River, Intel and each Strategic Investor, together with each of their respective Permitted Transferees and Permitted Designees (each as hereinafter defined) that becomes a party to this Agreement in accordance with Article 3, is individually referred to as an Equityholder, and collectively as the Equityholders.

Amendment to Equityholders Agreement of Station Casinos, Inc., Fertitta Colony Partners Llc and Fertitta Partners Llc (March 5th, 2008)

THIS AMENDMENT TO EQUITYHOLDERS AGREEMENT OF STATION CASINOS, INC., FERTITTA COLONY PARTNERS LLC AND FERTITTA PARTNERS LLC, dated as of February 27, 2008 (the Amendment) is by and among Station Casinos, Inc., a Nevada corporation (Station), Fertitta Colony Partners LLC, a Nevada limited liability company (Parent), Fertitta Partners LLC, a Nevada limited liability company (Fertitta Partners), FCP Holding, Inc., a Nevada corporation (FCP Holding), and FCP VoteCo, LLC, a Nevada limited liability company (FCP VoteCo).

Equityholders Agreement of Station Casinos, Inc., Fertitta Colony Partners Llc and Fertitta Partners Llc (November 8th, 2007)

This EQUITYHOLDERS AGREEMENT (this Agreement) of Station Casinos, Inc., a Nevada corporation (Station), Fertitta Colony Partners LLC, a Nevada limited liability company (FCP), and Fertitta Partners LLC, a Nevada limited liability company (Fertitta Partners), dated as of November 7, 2007, is entered into by and among Station, FCP, Fertitta Partners, FCP Holding, Inc., a Nevada corporation (Holding), FCP VoteCo LLC, a Nevada limited liability company (FCP VoteCo, and, together with Holding and Fertitta Partners, the Station Stockholders) and the Members of FCP and Fertitta Partners listed on the signature pages hereof (the Members, and together with the Station Stockholders, the Equityholders). Capitalized terms used herein and not otherwise defined herein has the meanings set forth in Section 1.1.