Examples of WCAS IX in a sentence
If the Drag-Along Sale is not consummated within 180 days from the date of the Drag-Along Notice, WCAS IX must deliver another Drag-Along Notice in order to exercise its rights under this Plan with respect to such Drag-Along Sale.
Makes Title: Senior Vice President and Chief Financial Officer WELSH, CARSON, XXXXXXXX & XXXXX IX, L.P. By: WCAS IX Associates LLC, its general partner By: /s/ Xxxxxxxx Rather Name: Title: Managing Member WCAS MANAGEMENT CORPORATION By: /s/ Xxxxxxxx Rather Name: Title: Chief Financial Officer WCAS CAPITAL PARTNERS IV, L.P. By: WCAS XX XX Associates LLC, its general partner By: /s/ Xxxxxxxx Rather Name: Title: Managing Member Xxxxxxx X.
Each of the Ancillary Agreements will have been executed and delivered to WCAS IX by each of the other parties thereto (other than the Investors and, in the case of the Contribution and Exchange Agreement only, the Company).
The Company will have delivered to WCAS IX a certificate certifying its compliance with the conditions set forth in Sections 7.1, 7.2, 7.10 and 7.12.
Thomas Grant II Title: Chairman of thx Xxxxx, Xxxxxxent and Chief Executive Officer WELSH, CARSON, ANDERSON & STOWE IX, L.P. By: WCAS IX Associatxx XXC, Its General Partner By: /s/ Jonathan M.
Notwithstanding anything else to the contrary contained in this Plan, none of the provisions of Sections 1.4, 1.9, 1.13 and 1.19 hereof or this Article V shall be amended, modified, terminated or supplemented without the prior written approval of WCAS IX, which is intended to be a beneficiary of such provisions entitled to enforce such provisions.
The Company shall have entered into a Subordinated Debt Agreement in form and substance reasonably satisfactory to WCAS IX, and received at least $50,000,000 pursuant to such Subordinated Debt Agreement.
The Company will have filed with the Secretary of State of Minnesota an Amended and Restated Articles of Incorporation, in form and substance reasonably satisfactory to WCAS IX (the “Restated Articles”), and such Restated Articles shall have been accepted by such Secretary of State.
Each Drag-Along Stockholder will be responsible for its proportionate share of the fees, commissions and other out-of-pocket expenses (collectively, “ Costs”) of the Drag-Along Sale to the extent not paid or reimbursed by the Company, the Third Party or another Person (other than WCAS IX); provided, that the liability for such Costs shall not exceed the total consideration received by such Drag-Along Stockholder for its Option Shares in respect of such Drag-Along Sale.
All corporate and other proceedings in connection with the Contemplated Transactions and all documents incident thereto will be reasonably satisfactory in form and substance to WCAS IX and its counsel, and they will have received all such counterpart original and certified or other copies of such documents as they may reasonably request.