Adjustment Escrow Agreement definition

Adjustment Escrow Agreement means the Adjustment Escrow Agreement to be executed and delivered by Buyer, Charter, Holdings and the Adjustment Escrow Agent, substantially in the form of Exhibit F hereto.

Adjustment Escrow Agreement means that certain escrow agreement substantially in the form attached hereto as Exhibit D for purposes of the Adjustment Escrow Amount, to be entered into at the Closing by and between Parent, Securityholders’ Representative and Adjustment Escrow Agent.

Adjustment Escrow Agreement has the meaning specified in Section 1.5(d).

Examples of Adjustment Escrow Agreement in a sentence

• Adjustment Escrow Agreement means the agreement for the escrow of the Adjustment Escrow Amount with the Adjustment Escrow Agent, to be entered into between MAFM, VTH RE and the Adjustment Escrow Agent on or before Completion.

• Adjustment Certificate has the meaning given in paragraph 5.2. Adjustment Escrow Agent means the escrow agent to be appointed by MAFM and VTH RE on or before Completion to hold the Adjustment Escrow Amount in accordance with the Adjustment Escrow Agreement.

• Buyer shall pay and deliver to Holdings at the Closing, as consideration for the sale of the Purchased Interests, a cash payment equal to Four Hundred Fifty-Nine Million Dollars ($459,000,000), subject to adjustment in accordance with Sections 2.3, 2.4 and 2.5 (the "Cash Consideration"), less the amounts to be deposited by Buyer in escrow under the Adjustment Escrow Agreement pursuant to Section 2.4(b), to the extent applicable, and under the Indemnity Agreement and pursuant to Section 10.4.

• As of immediately prior to or substantially simultaneously with the Closing, Parent will have sufficient funds to pay the Merger Consideration and to effect all other transactions contemplated by this Agreement and the Purchase Price Adjustment Escrow Agreement.

• This Agreement, together with the Confidentiality Agreement, Adjustment Escrow Agreement, the Restrictive Covenant Agreements and any other agreements expressly referred to herein or therein (collectively, “Transaction Documents”), contain the entire agreement of the parties regarding the subject matter of this Agreement and the Transactions and supersede all prior agreements among the parties with respect to the subject matter hereof and thereof.

More Definitions of Adjustment Escrow Agreement

Adjustment Escrow Agreement has the meaning set forth in Section 2.3 hereof.

Adjustment Escrow Agreement means the adjustment escrow agreement, dated as of the Closing Date, among Buyer Parent, Buyer, Holdings, and the Escrow Agent, substantially in the form attached hereto as Exhibit A.

Adjustment Escrow Agreement shall be the Adjustment Escrow Agreement to be entered into among the Purchaser, the Sellers' Representative and the Escrow Agent substantially in the form of Exhibit A attached hereto.

Adjustment Escrow Agreement means the escrow agreement to be entered into by the Acquiror, the Stockholder Representative and the Escrow Agent, substantially in the form of Exhibit A.

Adjustment Escrow Agreement shall have the meaning set forth in Section 1C(ii).

Adjustment Escrow Agreement means the agreement among Parent, the Sellers’ Representative and the Escrow Agent, in the form as set forth in Exhibit F.

Adjustment Escrow Agreement means that certain Escrow Agreement (Adjustment), by and among Buyer, Sellers’ Representative and the Escrow Agent, in substantially the form attached hereto as Exhibit B-1.