Specified Management definition

Specified Management means current or former officers, managers, consultants, partners, directors and employees (or their respective Affiliates, spouses, former spouses, other Permitted Transferees, successors, executors, administrators, heirs, legatees or distributees) of Partially Management Owned Subsidiaries.
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Examples of Specified Management in a sentence

  • No holder of Shares shall directly or indirectly Sell, Transfer, or otherwise dispose of any Shares (including Sales or Transfers that are only for tax purposes and including Sales or Transfers between related or affiliated parties) of the Company, Lowerco, Holdings, LLC or SDS for one year following the date of the External Split-Off (other than a Required ▇▇▇▇-▇▇▇▇▇ Disposition or Specified Management Repurchase).

  • The effectiveness or enforceability of any Specified Management Employee Agreement is not a condition to Closing.

  • The Specified Management Withheld Proceeds will become payable (if at all) pursuant to each Specified Management Equityholder's Specified Restricted Share Agreement.

  • Seller is not, and Buyer acknowledges and agrees that Seller is not (i) making any representations, warranties or covenants with respect to any Excluded Assets, Excluded Liabilities, Retained Business or to the enforceability or validity (or otherwise) as to any Specified Management Employee Agreements or (ii) making any representations or warranties with respect to any accounts receivable (including the collectability thereof or the sufficiency of the reserves with respect thereto).

  • Subject to Section 1.12(c), such Forfeited Management Proceeds shall be distributed by Buyer to the Paying Agent (for further distribution to the Equityholders) promptly after the determination that such Specified Management Withheld Proceeds have been forfeited.

  • Any portion of the Specified Management Withheld Proceeds that is forfeited by a Specified Management Equityholder pursuant to such Specified Management Equityholder's Specified Restricted Share Agreement (collectively, the "Forfeited Management Proceeds") shall be distributed by Buyer to the Equityholders in accordance with each such Equityholder's Allocated Share (net of applicable withholdings, if any).

  • In the event that a Specified Management Shareholder becomes employed by the Acquired Companies following the Closing and is then terminated from employment by Buyer or one of the Acquired Companies without Cause after the Closing Date, this Section 6.2(a) shall cease to apply to such Specified Management Shareholder.