HFCP Investors definition

HFCP Investors means, collectively, Xxxxxxx & Xxxxxxxx Capital Partners III, L.P., a California limited partnership, H&F Orchard Partners III, L.P. , a California limited partnership, and H&F International Partners III, L.P. , a California limited partnership.
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HFCP Investors has the meaning set forth in the Preamble.
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HFCP Investors. As defined in the Preamble.
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Examples of HFCP Investors in a sentence

  • The HFCP Investors shall have performed or complied with all agreements and conditions contained herein or in the Merger Agreements required to be performed or complied with by them prior to or at the time of the Closing.

  • Each of the HFCP Investors and ------------------------------------ Positano has the requisite power and authority to enter into this Agreement and all Ancillary Documents, and to carry out its obligations hereunder and thereunder.

  • The Company and the HFCP Investors shall have agreed upon the forms of the Amended and Restated Certificate of Incorporation of Holdings, the Amended and Restated By-laws of Holdings, the Executive Option Agreements, the HFCP Voting Trust Agreement, the Restricted Stock Agreements, the Roll-Over Option Agreements, and the Registration Rights Agreement.

  • Parts of the old theatre still remaining include, the stage, proscenium, dressing rooms, basement corridors and the possibility of other undiscovered areas as they have been bricked up.

  • The HFCP Investors, Holdings, Y&R DEL and the Company shall consult with and provide reasonable cooperation to the others in connection with the issuance of press releases or other public documents describing the transactions contemplated by this Agreement.

  • A definitive agreement in a form satisfactory to the HFCP Investors and the Company shall have been executed by Holdings, Y&R DEL, the Company, the Partnership and the Senior Bank Lenders with respect to the Senior Bank Facility and the Senior Bank Lenders shall be prepared to fund simultaneously with the Closing.

  • The representations and warranties of the HFCP Investors and Positano made in or pursuant to this Agreement (a) which are qualified as to materiality, shall be true and accurate or (b) which are not so qualified as to materiality, shall be true and accurate in all material respects, in each case as of the Closing Date as if made on such date (other than representations and warranties which speak only as of a certain date, which need only be accurate as of such date).

  • The Shareholders shall present their estimate of such Income Taxes to the HFCP Investors for the HFCP Investors' review and comment at least twenty days prior to the date on which such distribution is to be made and, in the event that the HFCP Investors reasonably object to such estimate, any resulting dispute shall be resolved by a neutral accounting firm prior to the date such distribution is made.

  • The Company, Holdings and the HFCP Investors may amend their respective Disclosure Letters after the date of this Agreement and prior to the Closing to add disclosure concerning any event occurring after the date of this Agreement over which the party so amending such Disclosure Letter had no control.

  • At any time that the Company proposes to register any Common Stock for sale solely for cash, for its own account, for the account of a stockholder or stockholders, or both (a "Company Registration"), the Company shall give the HFCP Investors and the Management Voting Trust written notice of its intention to do so and of the intended method of sale (the "Registration Notice") not fewer than 25 days prior to the anticipated filing date of the registration statement effecting such Company Registration.

Related to HFCP Investors

  • CD&R Investors means, collectively, (i) CD&R Fund VIII, (ii) CD&R Friends & Family Fund VIII, L.P., a Cayman Islands exempted limited partnership, and any successor in interest thereto, and (iii) any Affiliate of any CD&R Investor identified in clauses (i) and (ii) of this definition.

  • PIPE Investors means those certain investors participating in the PIPE Investment pursuant to the Subscription Agreements.

  • Co-Investors means each of (a) the Fund and the Fund Affiliates (excluding any of their portfolio companies) and (b) the Management Group.

  • Principal Stockholders CERTAIN TRANSACTIONS," "DESCRIPTION OF SECURITIES," and "SHARES ELIGIBLE FOR FUTURE SALE" have been reviewed by such counsel, and insofar as they refer to statements of law, descriptions of statutes, licenses, rules or regulations or legal conclusions, are correct in all material respects;

  • Investors means the Initial Investors and any transferee or assignee who agrees to become bound by the provisions of this Agreement in accordance with Section 9 hereof.

  • Majority Stockholders means any Stockholder or combination of Stockholders who at the date of this Agreement own shares of Company Common Stock representing more than two-thirds of the total number of shares of Company Common Stock outstanding at the date of this Agreement.

  • Sponsor Group means the Sponsors and the Sponsor Related Parties.

  • Oaktree means Oaktree Capital Management, LLC and its Affiliates, including any partnerships, separate accounts or other entities managed by Oaktree.

  • Equity Investors means the Sponsors and the Management Stockholders.

  • KKR means each of Kohlberg Kravis Xxxxxxx & Co., L.P. and KKR Associates, L.P.

  • TPG has the meaning set forth in the preamble.

  • Other Investors shall have the meaning set forth in the Preamble.

  • Existing Stockholders means the WCAS Securityholders and their Affiliates.

  • Minority Shareholders means holders of Shares that were not tendered pursuant to the Offer or in the Subsequent Offering Period (as it may be extended by the Minority Exit Offering Period).

  • Majority Stockholder means, collectively or individually as the context requires, TPG Capital, L.P., Apollo Global Management, LLC and/or their respective affiliates.

  • Stockholder Group means the Stockholder and each Person (other than any member of the Company Group) that is an Affiliate of the Stockholder.

  • Lead Investors means collectively, BlackRock, GSO, Magnetar and, solely for purposes of Section 2.02(b), Investment Partners V (II), LLC.

  • Investor Group means the Sponsor and its affiliates, successors and assigns.

  • Majority Investors means, as of any date, the holders of a majority of the Investor Shares outstanding on such date.

  • Management Shareholders means Xxxxxx X. Xxxx, Xxxx X. Xxxxxxx, and Xxxxxx X. Xxxxxxxxx.

  • Founding Members means the collective reference to American Multi-Cinema, Inc., a Missouri corporation, Cinemark Media, Inc., a Delaware corporation, and Regal CineMedia Holdings, LLC, a Delaware limited liability company.

  • Initial Investors means (A) X.L. Insurance Company, Ltd.; (B) The Trident Partnership, L.P.; (C) Xxxxx & McLennan Risk Capital Holdings, Ltd.; or (D) any majority-owned subsidiary or parent (or equivalent in the case of a non-corporate entity) of the foregoing.

  • Rights Holders Special Meeting" means a meeting of the holder of Rights called by the Board of Directors for the purpose of approving a supplement or amendment to this Agreement pursuant to Subsection 5.4(c);

  • Management Investors means the officers, directors, managers, employees and members of management of the Borrower, any Parent Company and/or any subsidiary of the Borrower (including, on the Closing Date, those of the Target and its subsidiaries).

  • Shareholder Group means (i) Shareholder and (ii) any Affiliate or Shareholder Family Entity (as defined in the Shareholder's Agreement) of Shareholder (other than the Company).

  • Carlyle means Carlyle Investment Management, LLC.