Notwithstanding the above provisions of this Section 2.1(c)(iii)(A), those certain Non-Management Warrants that may be exercised by the Non-Management Warrantholders for no consideration as set forth in more detail on the Spreadsheet, shall be deemed exercised for Company Common Stock immediately prior to the Closing.
Placement Warrants shall have the meaning given in the Recitals hereto.
Parent Warrants shall have the meaning assigned to it in Section 1.7(c) hereof.
Placement Agent Warrants shall have the meaning set forth in the Subscription Agreement.
Founders means all Members immediately prior to the consummation of the IPO.
Parent Warrant means each Parent Private Warrant and Parent Public Warrant.
Common Warrants means, collectively, the Common Stock purchase warrants delivered to the Purchasers at the Closing in accordance with Section 2.2(a) hereof, which Common Warrants shall be exercisable immediately and have a term of exercise equal to five (5) years, in the form of Exhibit A attached hereto.
SPAC Warrants means the SPAC Public Warrants and the SPAC Private Placement Warrants.
Private Placement Warrants shall have the meaning given in the Recitals hereto.
Sponsor Warrants shall have the meaning given in the Recitals hereto.
Management Unit means an area established by the Commission for management purposes.
Investment Management Agreement means the Investment Management Agreement, dated as of the date hereof, by and between the Investment Manager and the Borrower.
Management Shares means a management share in the capital of the ICAV which shall have the right to receive an amount not to exceed the consideration period for such Management Share.
Initial Warrants means the warrants of the Company to purchase shares of Common Stock underlying the Initial Units issued and outstanding prior to the IPO.
Option Warrants shall have the meaning ascribed to such term in Section 2.2(a).
Investment Management Agreement or IMA means the Investment Management Agreement (IMA) dated December 9, 2002, executed between UTI Trustee Company Private Limited and UTI Asset Management Company Limited.
Private Placement Warrants Purchase Agreement shall have the meaning given in the Recitals hereto.
Management Shareholders means Xxxxxx X. Xxxx, Xxxx X. Xxxxxxx, and Xxxxxx X. Xxxxxxxxx.
Private Warrants means the Warrants the Investors are privately purchasing simultaneously with the consummation of the Company’s initial public offering.
Existing Warrants means any warrants to purchase Common Stock outstanding on the date of this Agreement.
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.
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).
Membership Card means a card issued by the Club to indicate membership of a Membership Scheme.
Replacement Management Agreement means, collectively, (a) either (i) a management agreement with a Qualified Manager substantially in the same form and substance as the Management Agreement, or (ii) a management agreement with a Qualified Manager, which management agreement shall be reasonably acceptable to Lender in form and substance, provided, with respect to this subclause (ii), Lender, at its option, may require that Borrower shall have obtained prior written confirmation from the applicable Rating Agencies that such management agreement will not cause a downgrade, withdrawal or qualification of the then current rating of the Securities or any class thereof and (b) an assignment of management agreement and subordination of management fees substantially in the form then used by Lender (or of such other form and substance reasonably acceptable to Lender), executed and delivered to Lender by Borrower and such Qualified Manager at Borrower’s expense.
Series D Warrants means, collectively, the Common Stock purchase warrants delivered to the Purchasers at the Closing in accordance with Section 2.2(a) hereof, which Warrants shall be exercisable immediately upon issuance and have a term of exercise equal to five (5) years, in the form of Exhibit C attached hereto.
Investment Management Fee means each of the Senior Investment Management Fee, the Subordinated Investment Management Fee and the Incentive Investment Management Fee.
sweat equity shares means equity shares issued by a company to its employees or directors at a discount or for consideration other than cash for providing know-how or making available rights in the nature of intellectual property rights or value additions, by whatever name called;