Sale Bonuses definition

Sale Bonuses means all sale, change in control, transaction or similar payments or bonuses payable at or prior to the Closing by Sellers and/or the Acquired Company Entities to any employee, officer or director, together with the employer’s share of any payroll Taxes attributable to such amounts, in each case arising solely as a result of the Transactions; provided that Sale Bonuses shall not exceed the aggregate amount set forth on Schedule II.

Sale Bonuses means the aggregate amount of (i) all transaction, sale and change of control bonuses and similar payments, and (ii) all payments in respect of stock appreciation, phantom stock or similar rights.

Sale Bonuses means the sale bonuses payable to employees of the Company or any Subsidiary in connection with the Closing, as reflected on Schedule 1.3(a)-2.

Examples of Sale Bonuses in a sentence

• Adjustments to the initial Sale Bonus and additional Sale Bonuses ("Sale Bonus Adjustments") shall be payable with respect to any additional transactions or asset sales that occur during the Term that would have constituted part of the Triggering Event had they occurred prior to the Change in Control.

• In such case, the Board's good faith initial estimate of ANSP will be binding on all Participants whose Sale Bonus is so paid and there will be no adjustments to such Sale Bonuses for events occurring before or after such determination.

• For clarity, Sale Bonuses shall not be double-counted as Administrative Expenses.

• Schedule 2.28 (the “Sale Bonus Schedule”) sets forth: (a) each employee of the Company Entities or other individual entitled to receive a Sale Bonus (collectively, the “Sale Bonus Recipients”), (b) the accurate amount of Sale Bonus payable to each such Sale Bonus Recipient, and (c) the aggregate amount of Sale Bonuses payable to all Sale Bonus Employees, collectively.

• The portion of the Sale Bonuses due at Closing shall be paid promptly after the Closing by the Company to the recipients (less applicable Tax withholdings) as part of its normal payroll process.

More Definitions of Sale Bonuses

Sale Bonuses means the aggregate amount payable by the Sellers, the Companies or the Company Subsidiaries (including all applicable withholding and employment Taxes) in respect of (i) all transaction, sale and change of control bonuses and similar payments payable in connection with the transactions contemplated hereby, and (ii) all payments in respect of stock appreciation, phantom stock or similar rights. For purposes hereof, the term “withholding and employment Taxes” shall include, without limitation, all Pay as You Earn, income Tax, and National Insurance Contributions or equivalent liabilities in all relevant jurisdictions (including, for avoidance of doubt, the employer portion thereof).

Sale Bonuses has the meaning set forth in the definition of Unpaid Transaction Expenses.

Sale Bonuses means the Closing Sale Bonuses and the Earnout Sale Bonuses, if any.

Sale Bonuses means all bonuses or other payments (regardless of form) paid or payable to any employees, independent contractors, officers or consultants of the Company or any Subsidiary as a result of the Closing of the Transactions and based on contracts or agreements in effect as of the Closing Date. Sale Bonuses shall not include payments paid or payable after the Closing Date based upon any action of the Company or any Subsidiary after the Closing Date, including, for example, the termination of any such person post-Closing. Sale Bonuses shall not include payments due under any agreements entered into with Parent or any of its Affiliates.

Sale Bonuses means all severance payments, change of control payments, stay bonuses, retention bonuses, transaction completion bonuses and other sale bonuses payable to certain members and/or employees of the Company in connection with the Closing of the Transactions, together with the employer portion of any employment Taxes payable in respect of the foregoing.

Sale Bonuses means any change in control bonus or transaction bonus to be paid to any current employee, director or officer of any of the Group Companies at or after the Closing pursuant to any agreement to which any of the Group Companies is a party prior to the Closing that becomes payable solely as a result of the execution of this Agreement or the consummation of the transactions contemplated hereby.

Sale Bonuses means the aggregate sale bonuses payable pursuant to the Sale Bonus Letters. “Second Release Amount” has the meaning ascribed thereto in Section 2.6.