Specified Group definition

Specified Group mean, collectively, the Specified Obligors and their Restricted Subsidiaries.

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Specified Group has the meaning specified in Section 5.02(e)(iii). ---------------

Specified Group means any group of Persons which includes 2/3 of the Current Management Team.

Examples of Specified Group in a sentence

• If the Participant takes any leave of absence that exceeds ninety (90) days and this option is designated in Section 1 as an Incentive Stock Option, then this option shall be deemed a Nonstatutory Stock Option, unless the Participant’s reemployment is guaranteed at the end of such leave by contract (including certain policies of the applicable Specified Group Member), statute, or applicable regulation.

• If the Participant violates the terms of any employment agreement, non-competition agreement, non-solicitation agreement, confidentiality agreement, non-disclosure agreement, intellectual property agreement, or any other agreement or contract between the Participant and the applicable Specified Group Member, the Participant’s right to exercise this option shall terminate immediately upon such violation.

• Except as otherwise provided in this Section 3, this option may not be exercised unless the Participant, at the time he or she exercises this option, is, and has been at all times since the Date of Grant, an employee, officer, director, consultant or advisor of any of the Specified Group Members (an “Eligible Participant”).

• The Participant shall not cease to be an Eligible Participant if the Participant takes a leave of absence permitted under any policy of the applicable Specified Group Member or if the Participant’s leave is approved by the Board of Directors of the applicable Specified Group Member, including sick leave, vacation leave, military leave, or any other personal leave, or transfers between locations of the applicable Specified Group Member.

• The Participant shall be considered to have been discharged for “Cause” if the applicable Specified Group Member determines, within 30 days after the Participant’s resignation, that discharge for cause was warranted.

• If the Participant, prior to the Expiration Date, is discharged by the applicable Specified Group Member for “cause” (as defined below), the right to exercise this option shall terminate immediately upon the effective date of such discharge.

• The Lenders shall have received (i) audited consolidated financial statements of Group Holdings as of December 31, 2011, (ii) and unaudited interim consolidated financial statements of the Specified Group Members for each fiscal month ended after the date of the latest applicable financial statements delivered pursuant to clause (i) of this paragraph and at least 30 days before the Closing Date.

• No Specified Group Member shall change its fiscal year end from March 31 or make any significant change in accounting treatment and reporting practices except as required by GAAP.

• Section 4.23 of the Company Disclosure Letter sets forth all Specified Group Insurance Policies (as defined in the Separation Agreement).

• The Company will not, and will not permit any of the Specified Group Members to, permit EBITDA for the Specified Group Members (excluding EBITDA of Persons that are not Specified Group Members unless, subject to the proviso in the definition of EBITDA, such earnings have been received in cash as dividends by a Specified Group Member) for any fiscal quarter through and including December 31, 2005 to be less than the amount set forth opposite such fiscal quarter in the table below.

More Definitions of Specified Group

Specified Group means ESRX, Medco and their respective Subsidiaries, taken as a whole.

Specified Group collectively, all Subsidiaries of Holdings other --------------- than the Borrower and its Subsidiaries.

Specified Group means each a specific group of Containers identified on Schedule 2 to this Agreement.

Specified Group has the meaning given to it in the Ancillary Agreement;

Specified Group means the members of the Consolidated Group other than any Excluded Subsidiary; provided that for purposes of (i) financial statements and other reports delivered pursuant to Section 6.1(a) and (b) and (ii) calculating the financial covenants hereunder as of and for each reporting or measurement period prior to and including the Fiscal Quarter ending June 30, 2011, the Subsidiaries listed on Schedule 1.1 shall be deemed to be, and shall be, included in the Specified Group regardless of whether any such Subsidiary remains an Excluded Subsidiary as of such date.