Management Call definition

Management Call means a conference call including the management of W▇▇▇▇▇▇ (including the Chief Restructuring Officer), the Agent and the Lenders. Such calls will cover topics including, but not limited to, the following: (i) updates from Lazard regarding the W▇▇▇▇▇▇ Sale, (ii) the Cash Budget, (iii) the financial condition and prospects of W▇▇▇▇▇▇ and its Subsidiaries, and (iv) developments affecting the administration of the Chapter 11 Cases.
Management Call shall have the meaning specified in Section 4(b).

Examples of Management Call in a sentence

  • In the event Echo elects to exercise the Management Call Option, the Company (or its designated affiliate) will have the right to purchase for cash (or such other form of payment as set forth in Section 6.5) all or any portion of the Units underlying such Purchased Management Shares held by Echo.

  • The delivery of a certificate or certificates for Echo Shares by any Person selling Echo Shares pursuant to any Management Call Option will be deemed a representation and warranty by such Person that: (i) such Person has full right, title and interest in and to such Echo Shares; (ii) such Person has all necessary power and authority and has taken all necessary action to sell such Echo Shares as contemplated; and (iii) such Echo Shares are free and clear of any and all liens or encumbrances.

  • Any Management Call Option may be exercised by delivery of written notice thereof (the “Management Call Notice”) to all members of the applicable Management Call Group from whom the Company has elected to purchase Shares no later than the Management Call Notice Date.

  • The delivery of a certificate or certificates for Shares by any Person selling Shares pursuant to any Management Call Option shall be deemed a representation and warranty by such Person that: (a) such Person has full right, title and interest in and to such Shares; (b) such Person has all necessary power and authority and has taken all necessary action to sell such Shares as contemplated and (c) such Shares are free and clear of any and all Adverse Claims.

  • If such termination is the result of the death or Disability of such Manager, then the Company may purchase all or any portion of the Shares held by such Management Call Group at a per Share price equal to the Fair Market Value of such Shares on the Management Call Notice Date.

  • If such termination is the result of termination of such Manager’s employment by the Company or its subsidiaries for Cause, then the Company may purchase all or any portion of the Shares held by such Management Call Group at a per Share price equal to the lesser of the Cost or the Fair Market Value of such Shares on the Management Call Notice Date.

  • The Company may purchase all of the Purchased Management Shares held by such Management Call Group at a per share price equal to the Fair Market Value of such Shares on the Management Call Notice Date.

  • If such termination is the result of termination by the Company or its subsidiaries and such termination is not for Cause, then the Company may purchase all or any portion of the Shares held by such Management Call Group at a per Share price equal to the Fair Market Value of such Shares on the Management Call Notice Date.

  • If such termination is the result of termination by a Manager (but not by the Company) other than by reason of the Manager’s death or Disability and other than in circumstances where the Company or its subsidiaries would have grounds to terminate such Manager for Cause, then the Company may purchase all or any portion of the Shares held by such Management Call Group at a per Share price equal to the Fair Market Value of such Shares on the Management Call Notice Date.

  • On the date scheduled for such closing, the price for the OSI Stockholder Shares or Vested Stock Options subject to the Management Call shall be paid in full to the Management Stockholder holding such OSI Stockholder Shares (including, if applicable, such OSI Stockholder Shares held by any Permitted Transferee of such Management Stockholder) by the Company or its designee against delivery of a certificate or certificates, as the case may be, representing the purchased shares in proper form for transfer.

Related to Management Call

  • Exit Management Date means each of the following:

  • Acceptable earned value management system means an earned value management system that generally complies with system criteria in paragraph (b) of this clause.

  • Management Group means at any time, the Chairman of the board of directors, the Chief Executive Officer, the President, any Managing Director, Executive Vice President, Senior Vice President or Vice President, any Treasurer and any Secretary of Holdings or other executive officer of Holdings or any Subsidiary of Holdings at such time.

  • Exit Management means the obligations and rights of the Parties to ensure a smooth transition of the Framework from the Contractor to the Authority or any Replacement Contractor as set out in Clause 44 (Exit Management) and Schedule 8 (Exit Management).

  • Earned value management system means an earned value management system that complies with the earned value management system guidelines in the ANSI/EIA-748.