Crown Stockholders Agreement definition

Crown Stockholders Agreement means the Second Amended and Restated Stockholders Agreement, dated as of August 30, 2001, by and among HEH (as transferee of the shares of Crown Class A Stock and Crown Class B Stock previously held by Hallmark Entertainment, Inc.), Liberty Media Corporation, Liberty Crown, Inc. (as transferee of the shares of Crown Class A Stock previously held by Liberty Media Corporation), VISN Management Corp., JP Morgan Partners (BHCA), L.P, DIRECTV Enterprises, Inc. and Crown, a▇ ▇▇▇▇▇▇▇ from time to time.
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Crown Stockholders Agreement means the Stockholders Agreement, dated as of May 29, 1998, among Crown, HED and CEA.
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Examples of Crown Stockholders Agreement in a sentence

  • Subject to Section 2.4, the Company agrees that each of Liberty and JPM shall have the right to designate one person as one of the directors to the Board of Directors of Crown that HEH is entitled to nominate in accordance with Section 2.1 of the Crown Stockholders Agreement or otherwise, and that HEH shall direct the Company to vote its shares of Crown Stock or execute written consents, as the case may be, and take all other action necessary in order to ensure the election of each such nominee.

  • Commencing on the earlier of (i) the effective date of an initial public offering of Company Common Stock pursuant to a registration statement filed under the Securities Act and (ii) the date the Company becomes subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act, the Company shall grant each Minority Stockholder registration rights provided to the Crown Minority Stockholders in the Crown Stockholders Agreement as in effect as of the date hereof.

  • This Agreement and the Crown Stockholders Agreement contain the entire agreement between the parties hereto with respect to the subject matter hereof and there are no agreements, understandings, representations or warranties between the parties hereto other than those set forth or referred to herein.

  • Any transfer of Crown and HEIC shares from VMC to Non-profit Newco or, with respect to the HEIC shares, to Non Profit Newco or NICC, shall not affect NICC/VMC's rights or Crown's obligations under the Crown Stockholders Agreement or the HEIC Agreement.

  • Except as provided herein with respect to the Crown Stockholders Agreement and except with respect to the provisions of the other Prior Agreements specifically referenced, all terms and conditions of the Prior Agreements between and among the parties hereto shall have no further force and effect.

  • Furthermore, neither the Company nor any of its Affiliates will agree to consent to any amendment, termination or waiver of, or consent to any departures from, the provisions of the Crown Stockholders Agreement as in the effect as of the date of such proposed amendment, termination, waiver or consent unless each of Liberty and JPM has consented in writing to the proposed amendment, termination, waiver or consent.