MHR Fund definition
Examples of MHR Fund in a sentence
The rights provided in this Agreement in favour of PSP, Loral and MHR Fund are personal to each of them and their Permitted Transferees and are not assignable to, and do not accrue to, any Permitted Purchaser (other than a Permitted Transferee).
The Company hereby acknowledges that certain of the Indemnified Persons have certain rights to indemnification, advancement of expenses and/or insurance provided by MHR Fund Management LLC and/or certain of its Affiliates (collectively, the “Fund Indemnitors”).
No agent, broker, investment banker, Person or firm is or shall be entitled to any broker’s or finder’s fee or any other commission or similar fee directly or indirectly in connection with the transactions contemplated by this Agreement based in any way on any arrangements, agreements or understandings made by or on behalf of such MHR Fund or any of its Affiliates.
Such MHR Fund is duly organized, validly existing, and in good standing under the respective laws of the jurisdiction of its formation.
At any time after the Company has completed an initial public offering, each of PSP and Loral (and MHR Fund, upon becoming a direct holder of Shares, from which time it shall be a Shareholder) shall have the right, on not more than two occasions, by notice to the Company and the holders of Equity Shares, to require the Company to qualify a prospectus or registration statement for the distribution of Equity Shares held by such Shareholder or MHR Fund (a “Registration Event”).
Such MHR Fund has all requisite power and authority to enter into this Agreement, to perform its obligations hereunder and to consummate the transactions contemplated hereby.
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Dechert LLP, counsel for the Company, shall have furnished to the Underwriter, at the request of the Company, their opinion, dated the Closing Date and addressed to the Underwriter, stating that the Company is not registered or required to be registered as an “investment company” pursuant to Section 8 of the Investment Company Act of 1940, as amended.
Major shareholders Icahn Capital LP and MHR Fund Management LLC have agreed to vote their shares in favor of the transaction.
Neither PSP nor MHR Fund shall be required to agree to a non-compete or non-solicitation obligation or covenant in connection with any such sale.