Retention Holdback Amount definition

Retention Holdback Amount means, for each Founder Shareholder, $1,000,000. “S EC” means the United States Securities and Exchange Commission.
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Retention Holdback Amount means the sum of the Option Retention Holdback Amount and the RSU Retention Holdback Amount.
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Retention Holdback Amount means, for each Founder Shareholder, $1,000,000. “SEC” means the United States Securities and Exchange Commission.
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Examples of Retention Holdback Amount in a sentence

  • The Retention Holdback Amount shall be held by the Buyer to satisfy any Retention Bonus Payments, and any employer payroll Taxes due thereon, that the Company is required to make following the Closing Date.

  • The Employee Retention Holdback Amount will be releasable and accrue to Seller (if at all and subject to the limitations set forth in Section 2.3(b)(ii)) on the three (3) year anniversary of the Closing Date (the “Retention Date”) and will be payable (if at all, and subject in all events to the terms and conditions of this Agreement, including Section 2.3(b)(ii)) on the 15th day following the Retention Date (the “Holdback Payment Date”).

  • For the avoidance of doubt, and by way of example, if Kxxxxx ceases to be employed prior to the Retention Date as a result of his termination for Cause, or Kxxxxx’x termination of his employment without Good Reason, then the entire Employee Retention Holdback Amount will be forfeited by Seller and not paid to any Seller Party.

  • With respect to indemnification claims for which the Indemnity Escrow Fund does not serve as the sole source of recovery, any amounts owing to any Buyer Indemnified Party by the Founder Shareholders pursuant to this Article IX may be recovered, at Buyer’s discretion, from each Founder Shareholder’s share of the Retention Holdback Amount.

  • For the avoidance of doubt, Buyer will pay or cause to be paid the Final Payment to the Seller no later than the 15th day following the Retention Date, and, if Buyer has no basis for further withholding the Employee Retention Holdback Amount pursuant to terms and conditions of this Agreement or the Employment Agreement, Buyer will release the Employee Retention Holdback Amount of $749,997 to Seller on or before the Holdback Payment Date.

  • Joachim Ahrens, “Introduction: Market, State, and Economic Development.” Governance and Economic Development: A Comparative Institutional Approach; Edward Elgar Publishing Limited: UK, 2002.regulator must allow – even encourage - the competition of ideas and interests, and the bargaining and negotiation of all affected parties.


More Definitions of Retention Holdback Amount

Retention Holdback Amount has the meaning set forth in Section 2.4(b). “Review Period” has the meaning set forth in Section 2.6(c)(i). “SEC” means the United States Securities and Exchange Commission. “Second Release Date” has the meaning set forth in Section 2.4(b). “Securities Act” means the Securities Act of 1933. “Seed Stock” has the meaning set forth in the Recitals. “Seller Group” has the meaning set forth in Section 10.13. “Seller Indemnified Taxes” means, without duplication (i) any Taxes of the Company or any of its Subsidiaries relating or attributable to any Pre-Closing Tax Period (including such Taxes that are not yet due and payable; and including any Taxes the payment of which has been deferred (including any payroll taxes with respect to any Pre-Closing Tax Period deferred under the CARES Act or any Taxes deferred under Section 965(h) of the Code) as of the Closing Date), determined with respect to any Straddle Period, in accordance with Section 5.14(b); (ii) any Taxes of any Person (other than the Company or any of its Subsidiaries) for which the Company or any of its Subsidiaries is liable as a result of (x) having been a member of an affiliated, consolidated, combined, unitary or similar group prior to the Closing and (y) being a transferee or successor, or as a result of a transaction or Contract entered into prior to the Closing (other than commercial Contracts not primarily related to Taxes (such as financing or employment Contracts with Tax gross-up obligations or leases with Tax escalation provisions)); and (iii) any Transfer Taxes for which the Company Securityholders are responsible pursuant to Section 5.14(d); provided that, notwithstanding anything to the contrary herein, Seller Indemnified Taxes shall (A) not include (1) Taxes reflected Net Working Capital or Indebtedness, (2) any Taxes attributable to actions of the DK Parties, their Affiliates, the Initial Surviving Company, or the Subsequent Surviving Company on the Closing Date after the occurrence of the Initial Effective Time that occur outside the Ordinary Course, other than as explicitly contemplated by this Agreement, (3) any Taxes resulting from any breach by Parent of Section 5.14(j), (4) any Transfer Taxes that Parent is responsible for pursuant to Section 5.14(d), (5) any Excluded Payroll Taxes, and (6) any Taxes resulting from an election under Section 338 of the Code (or any similar provision of state, local or non-U.S. Law) with respect to the transactions contemplated by this Agreement a...
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Retention Holdback Amount has the meaning set out in Section 1.5(a).
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Related to Retention Holdback Amount

  • Holdback Amount has the meaning set forth in Section 2.06(a).

  • Escrow Amount has the meaning set forth in Section 2.1(c).

  • Escrow Cash is defined in Section 4.1(a).

  • Indemnity Escrow Amount means $5,000,000.

  • Escrow Fund means the escrow fund established pursuant to the Escrow Agreement.

  • Indemnity Escrow Fund means the Indemnity Escrow Amount deposited with the Escrow Agent, as such sum may be increased or decreased as provided in this Agreement and the Escrow Agreement, including any remaining interest or other amounts earned thereon.

  • Retention Amount means, in relation to any Retention Date, such sum as shall be the aggregate of:

  • Professional Fee Escrow Amount means the aggregate amount of Professional Fee Claims and other unpaid fees and expenses Professionals estimate they have incurred or will incur in rendering services to the Debtors prior to and as of the Confirmation Date, which estimates Professionals shall deliver to the Debtors as set forth in Article II.C hereof.

  • Retained Amount means the present value (as determined in accordance with sections 280G(b)(2)(A)(ii) and 280G(d)(4) of the Code) of the Total Benefits net of all federal, state and local taxes imposed on Executive with respect thereto.

  • Holdback has the meaning set forth in Section 4.1(d)(i).

  • Indemnification Escrow Amount has the meaning set forth in Section 2.2(b).

  • Indemnity Escrow Account has the meaning set forth in Section 2.3(c).

  • Escrow Deposit has the meaning set forth in Section 3.3.

  • Cash Portion is defined in Section 2.2(a)(iii) hereof.

  • Working Capital Escrow Amount means $500,000.

  • Indemnity Escrow Agreement has the meaning set forth in Section 1.5.

  • Escrow Funds means the Advance funds deposited with the Escrow Agent pursuant to this Agreement.

  • Adjustment Escrow Amount means $1,000,000.

  • Clawback Amount means the “Clawback Amount” and the “Interim Clawback Amount,” both as defined in Article One of the BREP VII Partnership Agreement, and any other clawback amount payable to the limited partners of BREP VII or to BREP VII pursuant to any BREP VII Agreement, as applicable.

  • Earn-Out Consideration is defined in Section 2.5(c).

  • Earnout Consideration has the meaning set forth in Section 2.6 below.

  • Indemnification Escrow Fund has the meaning set forth in Section 2.12(a).

  • Adjustment Escrow Fund means the Adjustment Escrow Amount deposited with the Escrow Agent, as such amount may be increased or decreased as provided in this Agreement and the Escrow Agreement, including any remaining interest or other amounts earned thereon.

  • Adjustment Escrow Funds means, at any time, the portion of the Adjustment Escrow Amount then remaining in the Adjustment Escrow Account.

  • Cash Amount means an amount of cash per Partnership Unit equal to the value of one share of Common Stock as determined under the applicable Exchange Rights Agreement on the Valuation Date of the Common Stock Amount.

  • Release Amount has the meaning set forth in Section 4.3(f).