Management Warranties definition

Management Warranties means the warranties given pursuant to clause 8.3;

Management Warranties means the Warranties set out in paragraph 2 of Schedule 4, and each a "MANAGEMENT WARRANTY";

Management Warranties has the meaning given in the Management Warranty Deed;

Examples of Management Warranties in a sentence

• Content of the class Its needed to choose how the stimuli will be teach to students.

• This warranty shall be deemed to be repeated immediately before Completion by reference to the facts and circumstances subsisting immediately before Completion and, for this purpose only, where there is an express or implied reference in the Management Warranties to the date of the Management Warranty Deed, that reference is to be construed as a reference to the Completion Date in respect of the Management Warranties.

• Notwithstanding Closing, all Management Warranties, covenants, indemnities and other undertakings and assurances contained in or entered into pursuant to this Deed will remain in full force and effect and (except as otherwise expressly provided) subject to the time and other limits set provided in Schedule 4.

• A schematic view of the sample distribution is given below in Table 1 .

• The Management are joining in this Agreement, inter alia to give the restrictive covenants set out in Clause 8.4.2, the warranties set out in Schedule 5 (The Management Warranties) and the undertakings set out in Schedule 10 (Interim Period).

More Definitions of Management Warranties

Management Warranties means the warranties given by the Management Warrantors under the Management Warranty Agreement.

Management Warranties means the warranties given by the Management Warrantors as set out in Schedule 3; Material Acquisition means the acquisition of:

Management Warranties means the representations, warranties and undertakings contained or referred to in SECTION 4 hereof and SCHEDULE 4.

Management Warranties means the warranties set out in the Warranty Deed

Management Warranties means the warranties given by the Management Warrantors as set out in Schedule 3; Management Warrantors has the meaning given to it the recitals; Material Contract has the meaning given to it in paragraph 7.1 of Schedule 3; Xxxxxxx Datasite means the data room virtually held for project “Halo” by Xxxxxxx Datasite Non Tax Claim means a Claim other than a Tax Claim; Owned IP means the registered Intellectual Property Rights owned by the Group Companies. The registered Owned IP is listed in the Disclosure Letter; Party has the meaning given to it the recitals; Parties has the meaning given to it the recitals; Pension Schemes means the pension schemes, details of which are set out in the Disclosure Letter; Purchaser has the meaning given to it the recitals; Purchaser’s Bank Account means the bank account of Purchaser identified in writing to the Management Warrantors, as the same may be updated by the Purchaser in writing delivered to the Management Warrantors from time to time; Properties means the land and buildings which are set out in the Property Schedule and all of which are either owned or leased by any of the Group Companies; Property Schedule means the property schedule at Exhibit 2 of the Disclosure Letter;

Management Warranties means the warranties and covenants given in the Management Warranty Deed; Management Warranty Deed means the deed dated the same day as this agreement providing for members of the management of the Group Companies to give warranties and a tax covenant in favour of the Buyer Parties; MAS means the Monetary Authority of Singapore and any successor Singapore regulatory authority from time to time; Measurement Time has the meaning given to it in paragraph 2.1 of Part 1 of Schedule 5; New LTIP means the new long term incentive plan to be adopted by the Company on Completion in replacement of the Existing LTIP; New LTIP Term Sheet means the Project Conduit summary of LTIP proposal in the Agreed Form; Ordinary Shares means ordinary shares of £1 each in the capital of the Company; Other Value Items has the meaning given to it in paragraph 4 of Part 1 of Schedule 5; Parties means the parties to this agreement; Pensions Regulator means the pensions regulator established under the Pensions Xxx 0000; Performance Fee Estimated Amount means an amount equal to 0.60, multiplied by the amount included in the Regulatory Capital Amount for the estimate of uncrystalized Performance Fees at the Measurement Time. Performance Fee Payment means the net amount of (A) an amount equal to the product of: (a) a percentage determined by dividing (i) the number of days from and including 1 January 2018 to and including the Measurement Time, by (ii) 365; multiplied by (b) the amount of Performance Fees crystalizing after the Measurement Time through 31 December 2018 that either (a) are crystalized and received in cash between the Measurement Time and 31 December 2018 or (b) have been crystalized and included as receivables in the 2018 Group consolidated audited accounts and received in cash on or before 31 March 2019; multiplied by (c) 0.60, less (B) the Performance Fee Estimated Amount. Performance Fee and Carried Interest Payment Date means the fifth Business Day after final agreement or determination of the Performance Fee and Carried Interest True-Up in accordance with clause 6 (or such other date as is agreed in writing by the Seller and the Buyer);

Management Warranties means the warranties in Schedule 5.