Employee Transaction Payments definition

Employee Transaction Payments means all payments to be made to any current or former employee, officer, director, consultant, or independent contractor of the Company in connection with the transactions contemplated hereby (other than any payments for a Stock Purchase as described in Section 2.1), including, without limitation, all change in control payments, all severance benefits, all retention or sale bonuses (including, without limitation, all amounts paid to executives of the Company in connection with this transaction), and all settlement payments in respect of existing non-competition agreements, which payments are identified on Schedule II attached hereto.
Employee Transaction Payments means the aggregate amount of payments under any Employee Benefit Plans which the Targets are obligated to make to their employees in connection with the transactions contemplated by this Agreement that are not paid by the Targets or Seller or any of its Affiliates prior to or at Closing. Schedule 3.13(a) indicates all of the Employee Benefit Plans which may provide for Employee Transaction Payments.
Employee Transaction Payments means, without duplication, all amounts payable by any of the Target Companies, whether before or after the Closing Date, in respect of (a) change in control, transaction, retention or similar payments that are payable to any current or former employee, officer, director, consultant or other service provider of a Target Company solely on account of the consummation of the transactions contemplated hereby (and not, for the avoidance of doubt, (i) any such payment that is conditioned on continued employment for a period following such consummation, (ii) any amount that is payable regardless of whether the transactions contemplated hereby are consummated but that is accelerated as a result of the consummation of such transactions, or (iii) any payment due under the Phantom Plan or any award agreement thereunder) and (b) the employer portion of any payroll, social security, unemployment or similar Taxes due in connection with the payments set forth in clause (a) of this sentence.

Examples of Employee Transaction Payments in a sentence

  • Mr. Walsh stated that two parcels remain to be acquired—Parcel 4 and 5 shown on Attachment 2.


More Definitions of Employee Transaction Payments

Employee Transaction Payments means the aggregate amount MPC has committed to pay certain of its employees in order to avoid disruption of its business (excluding ordinary pay, severance payments and retention bonuses) pursuant to the MPC Products Corporation Change in Control Plan as approved by resolution of the board of directors of MPC on August 14, 2008.
Employee Transaction Payments means the transaction bonus payments described on Schedule 1.6(g) of the Company Disclosure Statement that shall be made by Company to the employees of Company identified on such Schedule 1.6(g) in connection with the transactions contemplated by this Agreement on the Closing Date, which amount shall equal $620,000.
Employee Transaction Payments means the payments to the employees pursuant to the employees’ respective letter agreements with Seller, which will in the aggregate equal $425,000 of cash upon payment of Seller Note 2, 87,700 Forcefield Shares at Closing, and $425,000 of cash, subject to reduction, upon payment of Seller Note 1, but which shall exclude any Company tax, social security, and other payroll withholding obligations and deductions in connection therewith)1.

Related to Employee Transaction Payments

  • Transaction Payroll Taxes means the employer portion of any payroll or employment Taxes incurred or accrued with respect to any bonuses, option exercises, payments to employee stock option holders or other compensatory payments made in connection with the transactions contemplated by this Agreement.

  • Termination Payments means any payment or distribution of Compensation or benefits made pursuant to Section 4.1(a)-(c) of this Agreement.

  • Transaction Bonuses means any transaction bonuses payable by the Sellers or their Affiliates on or after the Closing to the Transferred Employees.

  • Separation Payment means any lump sum cash payment in excess of Earned Salary and Accrued Obligations payable to Employee under this Agreement.

  • Swap Termination Payments shall have the meaning set forth in each Swap Agreement.

  • Exception Payments means payments to deposit accounts or brokerage accounts, payments to settle securities transactions (including, without limitation, stocks, bonds, securities, futures (forex), options, or an investment interest in any entity or property).

  • Termination Payment means the payment amount equal to the sum of (a) and (b), where (a) is the Settlement Amount and (b) is the sum of all amounts owed by the Defaulting Party to the Non-Defaulting Party under this Agreement, less any amounts owed by the Non-Defaulting Party to the Defaulting Party determined as of the Early Termination Date.

  • Scheduled Funded Debt Payments means, as of any date of determination for the Borrower and its Subsidiaries, the sum of all scheduled payments of principal on Funded Debt for the applicable period ending on the date of determination (including the principal component of payments due on Capital Leases during the applicable period ending on the date of determination).

  • Earn-Out Payments has the meaning set forth in Section 2.3(a).

  • Earnout Payments has the meaning specified in Section 2.7.

  • Termination Payment Date means the earlier of the first Distribution Date following the liquidation or sale of the Receivables as a result of an Insolvency Event and the occurrence of the Scheduled Series 1995-1 Termination Date.

  • Closing Date Payment has the meaning set forth in Section 2.04(a)(i).

  • Eligible Transactions means any retail transactions for the purchase of goods and/or services successfully charged to your Principal Credit Card and which are posted on UOB’s systems but excluding the Excluded Transactions (as defined below). For the avoidance of doubt, Eligible Transactions made in foreign currencies will be converted into Singapore dollars based on UOB’s then prevailing exchange rate applicable at the time of exchange. The transaction amount posted in your Principal Credit Card account will be used for the purposes of computing the Qualifying Spend amount for this Promotion.

  • Net Cash Payments means, with respect to any Disposition, the aggregate amount of all cash payments received by the Company and its Restricted Subsidiaries directly or indirectly in connection with such Disposition, whether at the time of such Disposition or after such Disposition under deferred payment arrangements or Investments entered into or received in connection with such Disposition (including, without limitation, Disposition Investments); provided that:

  • Swap Termination Payment Upon the designation of an “Early Termination Date” as defined in the Swap Agreement, the payment to be made by the Swap Administrator to the Swap Provider from payments from the Trust Fund, or by the Swap Provider to the Swap Administrator for payment to the Trust Fund, as applicable, pursuant to the terms of the Swap Agreement.

  • Contingent Compensation Payment means any payment (or benefit) in the nature of compensation that is made or made available (under this Agreement or otherwise) to a “disqualified individual” (as defined in Section 280G(c) of the Code) and that is contingent (within the meaning of Section 280G(b)(2)(A)(i) of the Code) on a Change in Ownership or Control of the Company.

  • Deferred Consideration shall have the meaning ascribed to such term in Section 4(d).

  • Change in Control Payments means all change in control, transaction, retention and similar bonuses or payments, paid or payable by the Acquired Companies to any current or former directors, managers, officers, employees, or other Persons as a result of the Closing of the Transactions or the execution of this Agreement, including any deferred compensation, in each instance, plus the employer portion of any employment Taxes due in connection with any such payments, but excluding, for the avoidance of doubt, severance payments relating to a termination of employment following the Closing.

  • Delayed contribution payment means an amount paid by an employee for purchase of current service. The amount shall be determined using the same formula in KRS 61.5525, and the payment shall not be picked up by the employer. A delayed contribution payment shall be deposited to the member's account and considered as accumulated contributions of the individual member. In determining payments under this subsection, the formula found in this subsection shall prevail over the one found in KRS 212.434;

  • Capitation Payment means a payment the STATE makes periodically to the MCO for each Enrollee covered under the Contract for the provision of services as defined in Article 6 regardless of whether the Enrollee receives these services during the period covered by the payment.

  • Equity Contribution Agreement means the Equity Contribution Agreement, to be dated as of the Closing Date, by and among Guarantor, Borrower and Administrative Agent.

  • Bonus Payments means that portion of the bonus payments received by the

  • Severance Payments shall have the meaning set forth in Section 6.1 hereof.

  • Deferred Intercompany Transaction has the meaning set forth in Treas. Reg. Section 1.1502-13.

  • Estimated Swap Termination Payment means, with respect to an Early Termination Date, an amount determined by Party A in good faith and in a commercially reasonable manner as the maximum payment that could be owed by Party B to Party A in respect of such Early Termination Date pursuant to Section 6(e) of the ISDA Master Agreement, taking into account then current market conditions.

  • Restricted Debt Payments has the meaning set forth in Section 6.04(b).