Retention Agreements. Mallinckrodt Enterprises LLC has entered into retention agreements with certain U.S. Transferred Employees. Buyers shall have no liability with respect to the payments required under such retention agreements.
Retention Agreements. Schedule 10.09 contains a list of retention agreements between Seller and certain Business Employees (“Retention Agreements”), which have previously been provided to Purchaser. Effective as of the Closing, Purchaser or one of its Affiliates shall succeed to and assume each Retention Agreement with a Transferred Employee and all of the obligations and Liabilities of Seller thereunder for the Retention Incentives and Severance Payments described in the Retention Agreements.
Retention Agreements. The Seller or any of the Selling Affiliates shall be solely liable for any payments, including but not limited to any retention bonuses and other bonus payments, which become due prior to or after the Closing Date under retention agreements between the Seller or any Selling Affiliates and the Business Employee identified on Schedule 4.5. Seller shall indemnify Purchaser and hold Purchaser harmless against any and all claims which Purchaser or the relevant Purchaser Designee, a Sold Entity or a JV Majority Participation may be subject to in that respect and against any and all costs Purchaser or a Purchaser Designee may suffer as a result thereof. None of Seller or any Selling Affiliate shall issue a competing offer of employment as contemplated by such Retention Agreements.
Retention Agreements. The parties agree and acknowledge that the obligations due to each of Xxxx Xxxxxx, Xxx Xxxx, Xxxx Xxxxx, Xxx Xxxxx and Xxxxxx X. Xxxxxxxxxx pursuant to the Retention Agreements shall not be due and payable until such amounts are due under such Retention Agreements and that, notwithstanding the foregoing, such amounts shall be deducted from the Aggregate Merger Consideration at the Closing as Company Transaction Expenses and paid by the Surviving Corporation when due under the Retention Agreements. Parent agrees to cause the Surviving Corporation to transmit any amounts deducted from the Effective Date Aggregate Merger Consideration with respect to the Retention Agreements that, after the Closing, no longer will become due or payable in accordance with the terms of the Retention Agreements as determined in good faith by the Surviving Corporation, plus an amount equal to three and 15/100 percent (3.15%) interest compounding annually on the obligations due pursuant to the Retention Agreements (collectively, the “Unused Retention Amount”) to the Stockholders’ Representative for distribution to the Stockholders.
Retention Agreements. Parent shall solely and exclusively retain the Liability for all payments (the “Retained Payments”) under the retention agreements with Business Employees listed in Section 6.10 of the Parent Disclosure Schedule (the “Retention Agreements”).
Retention Agreements. Buyer shall have received from each Retention Payment Recipient a duly executed counterpart to a Retention Agreement between such Retention Payment Recipient and Buyer.
Retention Agreements. (a) In connection with the Closing, the Company will pay, prior to the Closing, retention bonus installments under the Retention Agreements as referenced on Schedule 6.5(a).
Retention Agreements. A. Owner-Occupied Projects
Retention Agreements. The letter agreements executed on or prior to the date of this Agreement by Purchaser and each of Xxxxx Xxxxxx, Xxxxxxx Xxxx, Xxx Xxxxxx and Xxxxx Xxxx (the “Retention Agreements”), which Retention Agreements contain provisions making the effectiveness thereof subject to, and contingent upon, the Closing, shall remain in full force and effect at the Closing.
Retention Agreements. The Retention Agreements, which shall contain provisions making the effectiveness thereof subject to, and contingent upon, the Closing, shall remain in full force and effect at the Closing.
