Waived Benefits definition

Waived Benefits is defined in Section 7.04(a).

Waived Benefits has the meaning set forth in Section 6.14.

Waived Benefits has the meaning set forth in Section 4.15.

Examples of Waived Benefits in a sentence

• To the extent that the 280G Approval is not obtained with respect to any Waived Benefits, the Company will not pay or provide any such Waived Benefits, and the “disqualified individual” shall have no further rights with respect to such Waived Benefits.

• Additionally, at least three (3) Business Days prior to obtaining the Waived Benefits, and prior to seeking the 280G Approval, the Company shall provide drafts of such waivers and such equityholder approval materials to the Purchaser for its review and approval, and shall, in its sole discretion, incorporate any reasonable comments made by the Purchaser therein.

• In no event shall the Sellers be deemed in breach of this Section 8.04 if any such Person refuses to waive any such rights or if the equityholders fail to approve any Waived Benefits.

• To the extent that the 280(G) Approval is not obtained with respect to any Waived Benefits, such Waived Benefits will not be paid or provided.

• If any of the 280G Waived Benefits fail to be approved as contemplated above, such 280G Waived Benefits shall not be made or provided.

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• Prior to the Closing, the Seller shall deliver to Purchaser written notice that a vote of the equity holders was solicited in accordance with the foregoing provisions of this Section 5.1(g) and that either (i) the requisite number of votes was obtained with respect to the Waived Benefits (the “280G Approval”) or (ii) the 280G Approval was not obtained, and, as a consequence, the Waived Benefits shall not be made or provided.

• No later than two (2) days prior to the Closing, the Company shall submit the Waived Benefits of each Disqualified Individual for approval of the Company’s stockholders and such Disqualified Individual’s right to receive the Waived Benefits shall be conditioned upon receipt of the requisite approval by the Company’s shareholders in a manner that complies with Section 280G(b)(5)(B) of the Code.

• Prior to the Closing, the Company shall submit the Waived Benefits of each Disqualified Individual who has executed a Section 280G Waiver in accordance with this Section 4.7 for approval of the Company’s stockholders and such Disqualified Individual’s right to receive the Waived Benefits shall be conditioned upon receipt of the requisite approval by the Company’s stockholders in a manner that complies with Section 280G(b)(5)(B) of the Code.

• In addition, Valor shall deliver to HW, prior to seeking the 280G Approval, drafts of such 280G Approval and related analysis, for HW’s review and comment, in order to ensure that HW is reasonably satisfied that the 280G Approval of the Waived Benefits will be solicited in accordance with Section 280G(b)(5)(B) of the Code and Treasury Regulations Section 1.280G-1.

More Definitions of Waived Benefits

Waived Benefits shall have the meaning set forth in Section 4.6 of this Agreement.

Waived Benefits is defined in Section 6.8.

Waived Benefits has the meaning set forth in Section 5.3(f).

Waived Benefits is defined in Section 11.7.