Management Carveout Plan definition

Management Carveout Plan means the Company’s Management Carveout Plan adopted by the Company’s Board of Directors on July 27, 2017.
Sample 1
Management Carveout Plan means the Clade Therapeutics, Inc. Change in Control Bonus Plan, effective as of April 10, 2024. “Management Carveout Plan Payment ” shall mean the payments payable under the Management Carveout Plan.
Sample 1
Management Carveout Plan means the Clade Therapeutics, Inc. Change in Control Bonus Plan, effective as of April 10, 2024.
Sample 1

Examples of Management Carveout Plan in a sentence

  • If Holders’ Representative is dissolved, resigns or is otherwise unable to fulfill its responsibilities hereunder, the Holders and Management Carveout Plan Participants shall (by consent of those Persons entitled, or who were entitled, to at least a majority of the Initial Hold-Back Shares), within 10 days after such dissolution, resignation or inability, appoint a successor to Holders’ Representative reasonably satisfactory to Parent.

  • Notwithstanding anything in this Agreement to the contrary, the fees and expenses of the mutually agreed upon firm or person, as described in the preceding sentence, relating to any dispute as to the amount of Taxes owed shall be paid by Parent, on the one hand, and the Noteholders and Management Carveout Plan Participants, on the other hand, in proportion to each Party’s respective liability for the portion of Taxes in dispute, as determined by such mutually agreed upon firm or person.

  • Active Participation Active participation, as opposed to passive participation, provides a more experiential offering where people can enjoy more interactive roles such as maker, performer, story-teller.

  • The Company shall have delivered to Parent (i) the Note Termination Agreements duly executed by all Noteholders and the Company and (ii) the Management Carveout Plan Participant Agreements duly executed by all Management Carveout Plan Participants and the Company.

  • The sum of the Aggregate Non-Accredited Holder Consideration (including, for the avoidance of doubt, any portion thereof comprising the Indemnity Holdback, the Adjustment Holdback Fund and the Seller Agent Expense Fund) and the Closing Indebtedness shall not exceed $130,200,000, inclusive of all cash payments pursuant to the Management Carveout Plan.

  • As soon as reasonably practicable after the date on which the Contingent Consideration is determined (and in any event no later than ten (10) Business Days after such date), Acquirer shall or shall cause one of its Affiliates to pay the Contingent Consideration to the participants of the Management Carveout Plan and to the Company Noteholders and holders of Series D Preferred Stock and Series E Preferred Stock in accordance with the provisions of this Agreement.

  • Parent and the Surviving Corporation shall consider in good faith any changes to such Tax Returns that are reasonably requested by Holders’ Representative with respect to Taxes for which the Noteholders and Management Carveout Plan Participants would bear liability pursuant to this Agreement.

  • However, if one eats these foods after 5:50 PM, one should be especially careful not eat too much thereby diminishing his appetite for the Seder.

  • Subject to the receipt of any applicable Board and stockholder consent, Executive shall be granted an interest in the Management Carveout Plan (the “MCP”) attached hereto as Exhibit A, as set forth therein.

  • For example, if Holders’ Representative challenges the calculation in the Final Calculation by an amount of $100,000, but the Reviewing Party determines that Holders’ Representative has a valid claim for only $40,000, Parent shall bear 40% of the fees and expenses of the Reviewing Party and Holders’ Representative on behalf of the Holders and Management Carveout Plan Participants shall bear the other 60% of such fees and expenses.


More Definitions of Management Carveout Plan

Management Carveout Plan means the Company’s Amended and Restated Change in Control Carveout Bonus Agreement.
Sample 1

Related to Management Carveout Plan

  • Management Plan means a plan to manage the activities and protect the special value or values in an Antarctic Specially Protected Area or an Antarctic Specially Managed Area.

  • Asset Management Plan means a strategic document that states how a group of assets are to be managed over a period of time. The plan describes the characteristics and condition of infrastructure assets, the levels of service expected from them, planned actions to ensure the assets are providing the expected level of service, and financing strategies to implement the planned actions. The plan may use any appropriate format, as long as it includes the information and analysis required to be in a plan as described in Ontario’s Building Together: Guide for Asset Management Plans.

  • Forest management plan means a written plan prepared and signed by a qualified forester that prescribes measures to optimize production, utilization, regeneration, and harvest of timber. The forest management plan shall include a schedule and timetables for the various silvicultural practices used on forestlands, which shall be a maximum of 20 years in length. A forest management plan shall include all of the following:

  • Asset Management Agreement means, as the context requires, any agreement entered into between a Series and an Asset Manager pursuant to which such Asset Manager is appointed as manager of the relevant Series Assets, as amended from time to time.

  • Construction Management Agreement means the Construction Management Agreement, dated as of the date of the Common Agreement, between Construction Manager and the Project Company.

  • Quality Management Plan means the portion of the Project Development Plan providing the information requested in Section 4.3 of Exhibit B to the ITP.

  • New Management Agreement means the management agreement to be entered into between Buyer and the Manager for the operation and management of the Hotel on and after the Closing Date.

  • Security Management Plan means the Supplier's security management plan prepared pursuant to paragraph 3 of schedule 2 an outline of which is set out in paragraph 2.7 of the Order Form as updated from time to time;

  • Project Management Plan means the portion of the Project Development Plan providing the information requested in Section 4.2 of Exhibit B to the ITP.

  • Investment Management Agreement means the Investment Management Agreement, dated as of the date hereof, by and between the Investment Manager and the Borrower.

  • Collateral Management Agreement The agreement dated as of the Closing Date, between the Issuer and the Collateral Manager relating to the management of the Collateral Obligations and the other Assets by the Collateral Manager on behalf of the Issuer, as amended from time to time in accordance with the terms thereof.

  • Hotel Management Agreement means any management agreement or operating agreement pursuant to which a Hotel Operator manages the operations of a Hotel Asset.

  • Property Management Agreement means any property management agreement in respect of the Property or any portion thereof entered into in accordance with the terms of this Agreement.

  • Nutrient management plan means a plan developed or approved by the Department of Conservation and Recreation that requires proper storage, treatment and management of poultry waste, including dry litter, and limits accumulation of excess nutrients in soils and leaching or discharge of nutrients into state waters.

  • Long-term inpatient care means inpatient services for

  • Sponsor Management Agreement means the Management Agreement between certain of the management companies associated with the Sponsors and the Borrower.

  • Nursing Service Plan means the plan that is developed by the registered nurse based on an Individual’s initial nursing assessment, reassessment, or updates made to a nursing assessment as a result of monitoring visits. The Nursing Service Plan must describe all licensed nursing services the Individual shall receive and be pursuant to the Individual’s Service Plan.

  • Virginia Stormwater Management Program or “VSMP” means a program approved by the State Board after September 13, 2011, that has been established by a locality to manage the quality and quantity of runoff resulting from land-disturbing activities and shall include such items as local ordinances, rules, permit requirements, annual standards and specifications, policies and guidelines, technical materials, and requirements for plan review, inspection, enforcement, where authorized in this article, and evaluation consistent with the requirements of this article and associated regulations.

  • Network Operating Agreement means an executed agreement that contains the terms and conditions under which the Network Customer shall operate its facilities and the technical and operational matters associated with the implementation of Network Integration Transmission Service under Tariff, Part III.

  • Project Management Agreement means the agreement dated the 20th February 1985 made between the Trustee and the Manager providing for the Manager to manage and co-ordinate the development and construction of the Resort and includes, if that agreement is terminated, any other agreement in like and similar terms made with the prior consent of the Minister;

  • Environmental Management Plan or “EMP” means the environmental management plan for the Project, including any update thereto, incorporated in the IEE;

  • Storm water management plan means a comprehensive plan designed to reduce the discharge of pollutants from storm water after the site has under gone final stabilization following completion of the construction activity.

  • Existing Management Agreement means that certain management agreement between the Seller and the Existing Manager for the operation and management of the Hotel.

  • PEBB program means the program within the HCA that administers insurance and other benefits for eligible employees (as described in WAC 182-12-114), eligible retired employees (as described in WAC 182-12-171 and 182-12-180), eligible survivors (as described in WAC 182-12-180, 182-12-250, and 182-12-265), eligible dependents (as de- scribed in WAC 182-12-250 and 182-12-260) and others as defined in RCW 41.05.011.

  • Replacement Management Agreement means, collectively, (a) either (i) a management agreement with a Qualified Manager substantially in the same form and substance as the Management Agreement, or (ii) a management agreement with a Qualified Manager, which management agreement shall be reasonably acceptable to Lender in form and substance, provided, with respect to this subclause (ii), Lender, at its option, may require that Borrower shall have obtained prior written confirmation from the applicable Rating Agencies that such management agreement will not cause a downgrade, withdrawal or qualification of the then current rating of the Securities or any class thereof and (b) an assignment of management agreement and subordination of management fees substantially in the form then used by Lender (or of such other form and substance reasonably acceptable to Lender), executed and delivered to Lender by Borrower and such Qualified Manager at Borrower’s expense.

  • Stormwater management plan means the set of drawings and other documents that comprise all the information and specifications for the programs, drainage systems, structures, BMPs, concepts and techniques intended to maintain or restore quality and quantity of stormwater runoff to pre-development levels.