PSR Recruiting definition

PSR Recruiting has the meaning set forth in the first paragraph of this Agreement. "PSR Recruiting Common Stock" has the meaning set forth in Section 3.2(a). "PSR Recruiting Shareholder" has the meaning set forth in the first paragraph of this Agreement. "PSR Shareholders" shall collectively refer to the PSR Recruiting Shareholder and the PSR Holdings Shareholders. "PSR Shareholder Representative" has the meaning set forth in Section 2.11(a). "Qualified Plan" means each Benefit Plan which is intended to qualify under Section 401 of the Code. "Real Property" has the meaning set forth in Section 3.14. "Recruiting Merger" has the meaning set forth in the Recitals. "Related Person" means with respect to a particular individual: (a) each other member of such individual's Family; (b) any Person that is directly or indirectly controlled by such individual or one or more members of such individual's Family; (c) any Person in which such individual or members of such individual's Family hold (individually or in the aggregate) a Material Interest; and (d) any Person with respect to which such individual or one or more members of such individual's Family serve as a director, officer, partner, executor, or trustee (or in a similar capacity). With respect to a specified Person other than an individual: (a) any Person that directly or indirectly controls, is directly or indirectly controlled by, or is directly or indirectly under common control with such specified Person; (b) any Person that holds a Material Interest in such specified Person; (c) each Person that serves as a director, officer, partner, executor, or trustee of such specified Person (or in a similar capacity); (d) any Person in which such specified Person holds a Material Interest;
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Examples of PSR Recruiting in a sentence

  • To the Knowledge of PSR, there is no pending Action or Proceeding by any Governmental or Regulatory Authority which could affect the Permits or their sufficiency for the current conduct of business by PSR Recruiting, PSR Holdings or the Partnership or of the conduct of business by PSR Recruiting, PSR Holdings or the Partnership after the Closing.

  • No PSR Shareholder nor any other director or officer incumbent at any time prior to the Closing shall be entitled to indemnification directly or indirectly under such Articles of Incorporation or Bylaws or otherwise for any matter upon which PSR Recruiting, PSR Holdings or any PSR Shareholder has or might have an indemnification obligation hereunder and the Articles of Incorporation and Bylaws shall be deemed amended accordingly.

  • Each of PSR Recruiting, PSR Holdings and the Partnership has delivered or made available true and complete copies of each document which has been requested by Parent or its counsel in connection with their legal and accounting review of PSR Recruiting, PSR Holdings and the Partnership, to the extent such document exists or could reasonably be acquired.

  • There are no renegotiations of, attempts to renegotiate or outstanding rights to renegotiate any material amounts paid or payable to PSR Recruiting, PSR Holdings or the Partnership under current or completed Contract with any Person and, to the Knowledge of PSR, no such Person has made written demand for such renegotiation.

  • The Proceedings listed in Section 3.17(a) of the PSR Disclosure Schedule will not have a Material Adverse Effect on the business, operations, assets, condition, or prospects of PSR Recruiting, PSR Holdings or the Partnership.

  • Subject to the holdback of the Indemnity Escrow Shares provided for in Section 2.6(f) below, at the Closing, Parent shall issue, as allocated herein, to the PSR Holdings Shareholders and the PSR Recruiting Shareholder, an aggregate of 3,418,795 shares of Parent Common Stock.

  • Except as set forth in Section 3.25 of the PSR Disclosure Schedule and to the Knowledge of PSR, neither PSR Recruiting, PSR Holdings nor the Partnership is liable for the payment of any compensation, damages, taxes, fines, penalties or other amounts, however designated, for the failure to comply with any of the foregoing Legal Requirements.

  • Parent has, and will have, no obligation to pay any broker's, finder's, investment banker's, financial advisor's or similar fee in connection with this Agreement or the transactions contemplated hereby by reason of any action taken by or on behalf of PSR Recruiting, PSR Holdings, the Partnership or any PSR Shareholder.

  • Each share of the issued and outstanding PSR Recruiting Common Stock is duly authorized, validly issued, fully paid and nonassessable.

  • Neither PSR Recruiting, PSR Holdings nor the Partnership has never experienced any work stoppages and to the Knowledge of PSR, no work stoppage has been threatened or is planned.