Management Retention Agreements definition

Management Retention Agreements means the agreements listed on Schedule 1.70 hereto entered into between Seller and the Management Employees.

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Management Retention Agreements means the retention agreements entered into with officers of the Company as more particularly described in Section 4.10(b) of the Company Disclosure Schedule.

Management Retention Agreements means those certain agreements and arrangements described in Section 5.11(e) of the Sorin Disclosure Letter.

Examples of Management Retention Agreements in a sentence

Other than this Agreement and the Sorin Support Agreements and the Management Retention Agreements, there are no Contracts or any commitments to enter into any Contract between Cyberonics or any of its affiliates, on the one hand, and any director, officer, employee or shareholder of Sorin, on the other hand, relating to the transactions contemplated by this Agreement or the operations of the Sorin Merger Surviving Company or the Cyberonics Merger Surviving Corporation after the Effective Times.
Any rights created under the Management Retention Agreements and this Agreement shall be mere unsecured contractual rights of Trust Beneficiaries with respect to the Company.
Seller and Purchaser each acknowledges and agrees that the Target and/or other Acquired Companies have continuing obligations under the Management Retention Agreements to pay bonuses in the aggregate amount of up to the 2016 MIP Funding to the Key Managers in 2016 in accordance with terms thereof.
Purchaser undertakes not to use the deposit comprising the 2016 MIP Funding as at Closing for any purpose other than allowing the relevant Acquired Companies to discharge their payment obligations under the Management Retention Agreements in accordance with their terms (until such obligations are discharged in full).
As a condition to the award, these executives would be required to agree to forfeit any right to cash severance pay under their Management Retention Agreements (or, with respect to ▇▇.
Provided the 2016 MIP Funding is on deposit on the MIP Bank Account at Closing, following the Closing Purchaser shall procure that the relevant Acquired Companies shall discharge their obligations under the Management Retention Agreements.
The Management Retention Agreements shall be in full force and effect, and none of the parties thereto (other than Parent) shall have indicated an intention to repudiate, terminate or challenge the enforceability of any of those agreements.
As of the Merger Date, Parent shall assume the obligation of the Company to perform any and all Management Retention Agreements identified in the Company Disclosure Schedules.

More Definitions of Management Retention Agreements

Management Retention Agreements means the agreements listed on Schedule 1.74 hereto entered into between Seller and the Management Employees.

Management Retention Agreements means the employment agreements to be entered into at or prior to the Closing between the Company and each of the members of the Senior Management of the Company, in the forms approved as of the date hereof by the members of Senior Management and the Purchaser, and attached hereto as Exhibit J.

Management Retention Agreements means the management retention agreements of the Target and/or other Acquired Companies providing for the potential payment of bonuses to the Key Managers in connection with their continued employment with the Target and/or other Acquired Companies and the achievement of key performance indicators in 2016, pursuant to the terms thereof, in the maximum amounts set out opposite the name of each Key Manager in Part A of Schedule 6.12, in each case on the terms and conditions of a bonus agreement with such Key Manager, a form of which is set out in Part B of Schedule 6.12.

Management Retention Agreements means the Management Retention Agreements between the Buyer and each of ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇ Talapan and ▇▇▇▇▇▇ ▇▇▇▇, in the form and substance set forth in Exhibit 7.1(d)(viii).

Management Retention Agreements means collectively (i) the retention agreements between the Company and each of ▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ and ▇▇▇▇▇ ▇▇▇▇▇ dated as of November 5, 2008 and between the Company and ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, dated as of November 5, 2008 and amended as of January 8, 2009 and (ii) the Engagement Letter by and between the Company and ▇▇▇▇ ▇▇▇▇▇▇▇▇ dated as of January 8, 2009.