Management Purchaser definition

Management Purchaser has the meaning set forth in Section 3.3(d).
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Management Purchaser. See Section 1.
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Management Purchaser shall have the meaning specified in Section 2.3(a) hereof.
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Examples of Management Purchaser in a sentence

  • This Agreement shall be binding upon, and shall inure to the benefit of and be enforceable by the Company, Warburg and H&F, and for the purposes of such provisions hereof as may be indicated immediately above the signatures of Farallon, GE, Trident and each Management Purchaser, and their respective successors and permitted assigns, and no such term or provision is for the benefit of, or intended to create any obligations to, any other Person, except as otherwise specifically provided in this Agreement.

  • Foxconn will review specifications compliance sheet and get approval of any modification from Purchaser Program Management Purchaser will involve in project oversight.

  • In connection with any approved issuance of interests to a Management Purchaser hereunder (including upon exercise or conversion of any option, warrant or right to acquire such interest), such Management Purchaser shall enter into such other documents and instruments to effect such purchase as are required by the Board.

  • For the avoidance of doubt, the Unitholders and the Company acknowledge and agree that no Management Purchaser may be required to enter into non-competition or similar restrictive covenants in connection with a Sale of the Company that are more burdensome than the non-competition or similar restrictive covenants that such Management Purchaser is a party to in connection with his or her employment or engagement by the Company or any of its Subsidiaries.

  • In the case of each Management Purchaser, he has the legal capacity to execute, deliver and perform this Agreement.

  • Subject to the limitations set forth herein, the Board shall have sole and complete power and discretion to determine which employees, officers, other service providers or consultants of the Company shall be offered such interests, the number to be offered and issued to each such Management Purchaser, the purchase price therefor and the terms and conditions of any agreement or other instrument to be entered into reflecting that Management Purchaser’s rights and obligations with respect to an interest.

  • The Management Purchaser covenants and agrees to procure that the Company effect a Cashless Exercise with respect to the Seller’s options such that the Company delivers to the Seller 20,882 Ordinary Shares prior to the Closing Date.

  • As used in this Section 7.7, "fair market value" shall be determined in the same manner as set forth in the definition of "Fair Value" (substituting for the rights of a Management Purchaser described therein the rights of First Plaza and NationsBank) and any valuation of the Common Stock by an Independent Investment Banking Firm shall be made based on an arm's length sale of the Company as an entirety without discount for minority interests, disparate voting rights or any similar matter.

  • Purchaser has deposited with the Title Company cash in the sum of One Million Four Hundred Twenty Eight Thousand Six Hundred Dollars ($1,428,600.00) (such sum, together with any interest earned thereon, the “Xxxxxxx Money”), pursuant to the terms of that certain Downpayment Escrow Agreement dated as of March 21, 2005 by and among Blackacre Capital Management, Purchaser and Title Company (the “Escrow Agreement”), a copy of which is attached hereto as Exhibit B.

  • The term "CHANGE IN OWNERSHIP" means an event which results in any Management Purchaser (as defined in the Purchase Agreement) ceasing to hold, beneficially and of record, at least 85% of the issued and issuable capital stock of the Corporation that such Management Purchaser holds at Closing (as adjusted for any subsequent stock splits, stock dividends, combinations of shares or similar recapitalizations), other than Tom Boner in respect of sales of capital stock to David Anderson.


More Definitions of Management Purchaser

Management Purchaser has the meaning set forth in the preamble to this Agreement.
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Management Purchaser means E. Xxxx Xxxxxx. --------------------
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Related to Management Purchaser

  • Subsequent Purchaser Any Person that acquires an interest in a Mortgage Loan from Purchaser.

  • Bona fide purchaser means a purchaser of property for value who was not knowingly a party to fraud or illegality affect- ing the interest of the spouses or other parties to the transaction, does not have notice of an adverse claim by a spouse and acted in the transaction in good faith.

  • First purchaser means the first buyer of a manufactured item that contains ferrous or nonferrous metal in a retail or business-to-business transaction. A person that purchases scrap metal, or other property described in section 10, in violation of this act, or an automotive recycler, pawnshop, scrap metal recycler, or scrap processor is not considered a first purchaser.

  • retail investor means a person who is one (or more) of the following:

  • Purchasers is defined in Section 12.3.1.

  • Investor means the Buyer, any transferee or assignee thereof to whom a Buyer assigns its rights under this Agreement in accordance with Section 9 and who agrees to become bound by the provisions of this Agreement, and any transferee or assignee thereof to whom a transferee or assignee assigns its rights under this Agreement in accordance with Section 9 and who agrees to become bound by the provisions of this Agreement.

  • Purchaser means the organization purchasing the goods.

  • U.S. Purchaser is (a) any U.S. Person that purchased Units, (b) any person that purchased Units on behalf of any U.S. Person or any person in the United States, (c) any purchaser of Units that received an offer of the Units while in the United States, (d) any person that was in the United States at the time the purchaser’s buy order was made or the subscription agreement for Units was executed or delivered;

  • Subsequent Purchase Agreement means an agreement by and between the Seller and the Purchaser pursuant to which the Purchaser will acquire Subsequent Receivables.

  • Professional Investor means an investor who possesses the experience, knowledge and expertise to make its own investment decisions and properly assess the risks that it incurs. Professional investors include, among others, entities which are required to be authorised or regulated to operate in the financial markets, large undertakings, and other institutional investors whose main activity is to invest in financial instruments;

  • The Purchaser means the organization purchasing the Goods, as named in SCC.

  • Prospective Purchaser shall have the meaning set forth herein in Section 2.2(a).

  • Forward Purchaser has the meaning set forth in the introductory paragraph of this Agreement.

  • Retail buyer or "buyer" means a person that buys or agrees to buy goods or obtain services or agrees to have services rendered or furnished from a retail seller.

  • Initial Purchaser As defined in the preamble hereto.

  • Qualified Institutional Buyers as defined in Rule 144A. It is aware that the sale of the Privately Offered Certificates is being made in reliance on its continued compliance with Rule 144A. It is aware that the transferor may rely on the exemption from the provisions of Section 5 of the Act provided by Rule 144A. The undersigned understands that the Privately Offered Certificates may be resold, pledged or transferred only to (i) a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of a Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance in Rule 144A, or (ii) an institutional "accredited investor," as such term is defined under Rule 501 of the Act in a transaction that otherwise does not constitute a public offering. The undersigned agrees that if at some future time it wishes to dispose of or exchange any of the Privately Offered Certificates, it will not transfer or exchange any of the Privately Offered Certificates to a Qualified Institutional Buyer without first obtaining a Rule 144A and Related Matters Certificate in the form hereof from the transferee and delivering such certificate to the addressees hereof. Prior to making any transfer of Privately Offered Certificates, if the proposed Transferee is an institutional "accredited investor," the transferor shall obtain from the transferee and deliver to the addressees hereof an Investment Letter in the form attached to the Pooling and Servicing Agreement, dated as of February 1, 2003, among Structured Asset Mortgage Investments Inc., Wells Fargo Bank Minnesota, National Xxxxxiation, EMC Mortgage Corporation and JPMorgan Chase Bank, as Trustee, pursuant to Certificates were issued. The undersigned certifies that it either: (i) is not acquiring the Privately Offered Certificate directly or indirectly by, or on behalf of, an employee benefit plan or other retirement arrangement which is subject to Title I of the Employee Retirement Income Security Act of 1974, as amended, or section 4975 of the Internal Revenue Code of 1986, as amended, or (ii) is providing a representation or an opinion of counsel to the effect that the proposed transfer and holding of a Privately Offered Certificate and the servicing, management and operation of the Trust and its assets: (I) will not result in any prohibited transaction which is not covered under a prohibited transaction exemption, including, but not limited to, Prohibited Transaction Exemption ("PTE") 84-14, PTE 91- 38, PTE 90-1, PTE 95-60, PTE 00-00 xxx (XX) xxxx xxx xive rise to any additional fiduciary duties on the part of the Seller, the Master Servicer or the Trustee or (iii) has attached hereto the opinion specified in Section 5.07 of the Agreement. If the Purchaser proposes that its Certificates be registered in the name of a nominee on its behalf, the Purchaser has identified such nominee below, and has caused such nominee to complete the Nominee Acknowledgment at the end of this letter. Name of Nominee (if any):

  • Anchor Investor means a Qualified Institutional Buyer, applying under the Anchor Investor Portion in accordance with the requirements specified in the SEBI ICDR Regulations and the Red Xxxxxxx Prospectus and who has Bid for an amount of at least ₹100 million.

  • Management Investor means any officer, director, employee or other member of the management of the Company or any of its Subsidiaries, or family members or relatives thereof, or trusts or partnerships for the benefit of any of the foregoing, or any of their heirs, executors, successors and legal representatives.

  • Third Party Purchaser means any Person who, immediately prior to the contemplated transaction, (a) does not directly or indirectly own or have the right to acquire any outstanding Common Shares or (b) is not a Permitted Transferee of any Person who directly or indirectly owns or has the right to acquire any Common Shares.

  • Selling Stockholder means any Stockholder owning Registrable Shares included in a Registration Statement.

  • Additional Purchased Securities Securities provided by Seller to Buyer pursuant to Paragraph 4(a) hereof;

  • Other Selling Stockholders means persons other than Holders who, by virtue of agreements with the Company, are entitled to include their Other Shares in certain registrations hereunder.

  • Approved Investor means any institution which has made a Takeout Commitment and has been approved by Buyer and not subsequently disapproved by Buyer.

  • Original Purchaser means the original purchaser of the Bonds designated by the Fiscal Officer in the Certificate of Award.

  • Selling Group has the meaning ascribed thereto in Section 2.2;