Indemnity Escrow Agreement Sample Contracts

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Andina Acquisition Corporation – Indemnity Escrow Agreement (December 27th, 2013)

INDEMNITY ESCROW AGREEMENT ("Agreement") dated December 20, 2013 by and among Tecnoglass Inc. (formerly known as Andina Acquisition Corporation), an exempted company incorporated under the laws of the Cayman Islands ("Parent"), Jose Daes, acting as the representative of the recipients of the Parent Ordinary Shares (the "Representative"), A. Lorne Weil and Martha L. Byorum, acting as the committee (the "Committee") representing the interests of Parent, and Continental Stock Transfer & Trust Company, as escrow agent (the "Escrow Agent"). Capitalized terms used herein that are not otherwise defined herein shall have the meanings ascribed to them in the Merger Agreement (as defined below).

Andina Acquisition Corporation – Indemnity Escrow Agreement (August 22nd, 2013)

INDEMNITY ESCROW AGREEMENT ("Agreement") dated [_________], 2013 by and among [Andina Acquisition Corporation]1, a Cayman Islands corporation ("Parent"), [_________], acting as the representative of the recipients of the Parent Ordinary Shares (the "Representative"), [_________], acting as the committee (the "Committee") representing the interests of Parent, and Continental Stock Transfer & Trust Company, as escrow agent (the "Escrow Agent"). Capitalized terms used herein that are not otherwise defined herein shall have the meanings ascribed to them in the Merger Agreement (as defined below).

Andina Acquisition Corporation – Indemnity Escrow Agreement (August 22nd, 2013)

INDEMNITY ESCROW AGREEMENT ("Agreement") dated [_________], 2013 by and among [Andina Acquisition Corporation]1, a Cayman Islands corporation ("Parent"), [_________], acting as the representative of the recipients of the Parent Ordinary Shares (the "Representative"), [_________], acting as the committee (the "Committee") representing the interests of Parent, and Continental Stock Transfer & Trust Company, as escrow agent (the "Escrow Agent"). Capitalized terms used herein that are not otherwise defined herein shall have the meanings ascribed to them in the Merger Agreement (as defined below).

Plastec Technologies, Ltd. – Indemnity Escrow Agreement (December 22nd, 2010)

ESCROW AGREEMENT ("Agreement") dated December 16, 2010 by and among GSME ACQUISITION PARTNERS I, a Cayman Islands exempted company ("GSME"), Kin Sun SZE-TO and Ho Leung NING as the representatives (collectively the "Representative") of all the former shareholders (the "Shareholders") of Plastec International Holdings Limited ("Plastec"), JING DONG GAO and ELI D. SCHER, acting as the committee (the "Committee") representing the interests of GSME, and CONTINENTAL STOCK TRANSFER & TRUST COMPANY, as escrow agent (the "Escrow Agent"). Capitalized terms used herein that are not otherwise defined herein shall have the meanings ascribed to them in the Merger Agreement (as defined below).

American Assets Trust – Indemnity Escrow Agreement (September 13th, 2010)

This INDEMNITY ESCROW AGREEMENT (this Agreement), dated as of September 13, 2010, is made by and among American Assets Trust, Inc., a Maryland corporation (the REIT), American Assets Trust, L.P., a Maryland limited partnership and subsidiary of the REIT (the Operating Partnership and collectively with the REIT, the Consolidated Entities), the REIT, acting in the capacity of escrow agent (the Escrow Agent), and the Ernest Rady Trust U/D/T March 10, 1983, as amended (the Principal). Capitalized terms used and not otherwise defined herein shall have the respective meanings ascribed to such terms in the Indemnity Agreement (as defined below).

Younan Properties Inc – Indemnity Escrow Agreement (April 9th, 2010)

This INDEMNITY ESCROW AGREEMENT (this Agreement), dated as of April 8, 2010, is made by and among Younan Properties, Inc., a Maryland corporation (the REIT), Younan Properties, L.P., a Maryland limited partnership and subsidiary of the REIT (the Operating Partnership and collectively with the REIT, the Consolidated Entities), and the REIT, acting in the capacity of escrow agent (the Escrow Agent). Capitalized terms used and not otherwise defined herein shall have the respective meanings ascribed to such terms in the Indemnity Agreement (as defined below).

Indemnity Escrow Agreement (April 1st, 2010)
Indemnity Escrow Agreement (April 1st, 2010)
Broadview Networks Holdings Inc – Indemnity Escrow Agreement (November 19th, 2007)

THIS INDEMNITY ESCROW AGREEMENT, dated as of May 31, 2007 (the Agreement), is made by and among by and among Broadview Networks Holdings, Inc., a Delaware corporation (Parent), Jeffrey Ginsberg, as agent for the former Stockholders of the Company (the Stockholders Agent), and JPMorgan Chase Bank N.A., a national banking association, as escrow agent (the Escrow Agent). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the Merger Agreement (as defined below).

Answers.com – Indemnity Escrow Agreement (July 17th, 2007)

This Indemnity Escrow Agreement (this Agreement) is made as of this 13th day of July 2007, by and among the Persons listed on Exhibit A attached hereto (each, a Seller, and collectively, the Sellers), Answers Corporation, a Delaware corporation (the Purchaser), Brian Kariger, as representative for and on behalf of the Sellers (the Sellers Representative) and American Stock Transfer & Trust Co. (Escrow Agent).

Indemnity Escrow Agreement (November 16th, 2005)

THIS INDEMNITY ESCROW AGREEMENT (the Agreement) is entered into this 9th day of November 2005, by and among IT&E International Group, a Nevada corporation, (IT&E or the Buyer) and Gene Resnick, M.D., an individual (the Shareholder), and Union Bank of California, N.A. (the Escrow Agent) with respect to the following facts:

Contract (December 21st, 2004)

Exhibit 10.9 INDEMNITY ESCROW AGREEMENT This INDEMNITY ESCROW AGREEMENT (this "Agreement") is entered into and effective as of this 15th day of December, 2004, by and among KANSAS CITY SOUTHERN, a Delaware corporation ("KCS"), Caymex Transportation, Inc., a Delaware corporation "Caymex"), KARA Sub, Inc., a Delaware corporation ("KARA"), KCS Investment I, Ltd., a Delaware corporation ("KCS Investment") (KCS, Caymex, KARA, and KCS Investment are sometimes collectively referred to herein as the "KCS Purchasers"), GRUPO TMM, S.A., a SOCIEDAD ANONIMA organized under the laws of the United Mexican States ("UMS") and TMM Multimodal, S.A. de C.V., a SOCIEDAD ANONIMA DE CAPITAL VARIABLE organized under the laws of the UMS ("MM") (MM and TMM, collectively with the KCS Purchasers, are collectively referred to herein as the "Parties") and The Bank of Nova Scotia Trust Company of New York (the "Escrow Agent"). WHEREAS,

Form of Indemnity Escrow Agreement (August 10th, 2004)

This INDEMNITY ESCROW AGREEMENT (this Escrow Agreement) is entered into as of this day of July, 2004 by and between Southern Iowa Gaming Co., an Iowa corporation, St. Joseph Riverboat Partners, a Missouri general partnership and Mark Twain Casino, L.L.C., a Missouri limited liability company (collectively, and together with their respective affiliates, Seller), Herbst Gaming, Inc., a Nevada corporation, (together with its affiliates, Buyer) and Lawyers Title of Arizona (Escrow Agent).

Masada Security Holdings Inc – Tax Indemnity Escrow Agreement (October 4th, 1996)