Apax Group definition
Examples of Apax Group in a sentence
The Company may assign its rights under this Section 5 to any of its Subsidiaries or to any member of the Apax Group (or its designee) so long as any Repurchase Note is issued or guaranteed by the Company.
For purposes of calculating the cumulative cash return received by the Apax Group, Marketable Securities (as defined below) shall be treated as cash.
If upon the consummation of the Exit Event, the Apax Group fails to achieve the IRR Hurdle, the Company shall have the right, but not the obligation, to repurchase all or any portion of Employee’s Retained Shares at a purchase price equal to the lesser of (x) the Unreturned Common B Capital Amount of such Unvested Shares and (y) the Fair Value of such Unvested Shares as of Employee’s Termination Date.
If Employee is employed by the Company or its Subsidiaries as of the date on which the Apax Group achieves an Apax IRR equal to or greater than 8% (the “IRR Hurdle”), all of the Shares held by Employee shall fully vest on such date.
The General Partner, the Employer and the Apax Group shall have the right, but not the obligation, in its sole discretion, to exercise the Call Option during the thirty (30) day period following the lapse of any Legal Prohibition, but in any event not later than three (3) years after the exercise of the Call Option; provided, that such right shall terminate immediately prior to a Change of Control.
The composition of any committee or subcommittee of the Board or any Sub Board shall be determined by the Board and shall include a number of Apax Directors that will ensure that the Apax Group has the majority of the votes in such committee, unless otherwise approved by the Majority Apax Stockholders in their sole discretion; provided, that each Apax VCOC Stockholder shall have the right to designate one Apax Director to any such committee or subcommittee.
Class D-2 Units shall become Participating Class D Units following the later of (i) the date on which aggregate Distributions exceed the Minimum Threshold Equity Value and (ii) the date on which aggregate Distributions exceed an amount necessary for the Apax Group to achieve an MOIC equal to (A) 3, with respect to Class D-2 Units and (B) 4, with respect to Class D-3 Units.
Notwithstanding the foregoing, all Time-Vesting Units held by the Management Partner shall vest, to the extent outstanding on such date, upon a Change of Control or, if earlier, in the event that any person (including a “person” within the meaning of Section 13(d)(3) or 14(d)(2) of the ▇▇▇▇ ▇▇▇) owns a larger percentage of equity interests in the Partnership than Apax Group.
In addition, the obligations of the Apax Group, on the one hand, and each Apax Transferee, on the other hand, are several and not joint.
Class D-1 Units shall become Participating Class D Units following the later of (i) the date on which aggregate Distributions exceed the Minimum Threshold Equity Value and (ii) the date on which aggregate Distributions exceed an amount necessary for the Apax Group to achieve an MOIC (as defined below) equal to 1.