Adjustment Escrow Cash definition

Adjustment Escrow Cash means, (a) as of the Closing, an aggregate amount of cash equal to (i) the Adjustment Escrow Value, and (b) thereafter, as of any time, the amount of cash in the Adjustment Escrow Account.
Sample 1
Adjustment Escrow Cash means $250,000.
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Adjustment Escrow Cash. Section 1.10(b)
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Examples of Adjustment Escrow Cash in a sentence

  • The Adjustment Escrow Cash shall be held and distributed in accordance with the provisions of Section 1.4 and the Escrow Agreement.

  • At the Closing, Parent shall deposit, or cause to be deposited, (i) the Adjustment Escrow Cash and the Adjustment Escrow Shares and (ii) the Indemnification Escrow Cash and the Indemnification Escrow Shares, into two separate escrow accounts to be held by the Escrow Agent in accordance with the terms of this Agreement and the Escrow Agreement.

  • At the Closing, Acquirer shall deposit the Escrow Cash and the Adjustment Escrow Cash with an escrow agent mutually selected by Acquirer and Parent (the “Escrow Agent”).

  • In the event of a claim by Buyer for indemnity as a result of the Closing Net Working Capital Deficit exceeding the 8/20/97 Net Working Capital Deficit by an amount greater than $100,000 is made by written notice to Escrow Agent and Seller, Buyer shall initially proceed to recover such deficiencies from the Purchase Price Adjustment Escrow Cash.

  • At the Closing Date, Buyer shall deposit the Escrow Cash and the Purchase Price Adjustment Escrow Cash into escrow (the "Escrow Fund") pursuant to the terms of the Escrow Agreement in substantially the form attached hereto as Exhibit H (the "Escrow Agreement").

  • The indemnification obligations under this Article V with respect to any Purchase Price Adjustment shall terminate upon (i) release of Purchase Price Adjustment Cash, if applicable, in satisfaction of a Purchase Price Adjustment in favor of Buyer, if any, or (ii) Escrow Agent's receipt of the Purchase Price Adjustment Escrow Cash Release Notice from Buyer.

  • The Adjustment Escrow Cash shall become issuable or payable, as applicable, to the Company Indemnitors, if at all, in accordance with each Company Indemnitor’s respective Pro Rata Share, subject to the terms and conditions of this Agreement (including Section 2.9).

  • The Buyer and the Paying Agent shall have executed and delivered the Paying Agent Agreement, and at the Closing the Buyer and Parent shall deliver the Closing Cash Merger Consideration, less the Expense Fund and the Adjustment Escrow Cash, to the Paying Agent.

  • Not more than seven (7) Business Days nor less than five (5) Business Days prior to the Closing Date, the Purchaser shall deliver to the Company a statement (the “Allocation Statement”) setting forth its determination of each of the Cash Percentage, the Stock Percentage, the Adjustment Escrow Cash Amount, the Indemnity Escrow Cash Amount, the Tax Indemnity Escrow Cash Amount, the Adjustment Escrow Funding Ratio, the Indemnity Escrow Funding Ratio and the Tax Indemnity Escrow Funding Ratio.


More Definitions of Adjustment Escrow Cash

Adjustment Escrow Cash means an amount in cash equal to $350,000.
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Adjustment Escrow Cash the aggregate cash amount comprising the Adjustment Escrow Contribution Amounts of all Company Equity Holders.
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Adjustment Escrow Cash means an amount in cash equal to 75% of the Adjustment Escrow Amount.
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Adjustment Escrow Cash means an aggregate amount of cash equal to $500,000.
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Related to Adjustment Escrow Cash

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

  • 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.

  • Purchase Price Adjustment Escrow Amount means $500,000.

  • Adjustment Escrow Account has the meaning set forth in Section 2.4(a)(i).

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

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

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

  • Working Capital Escrow Amount means $500,000.

  • Post-Closing Adjustment Amount has the meaning set forth in Section 2.04(c).

  • Closing Adjustment Amount shall have the meaning set forth in Section 3.2(c).

  • Adjustment Amount For any Distribution Date, the difference between (A) the sum of the Class A Principal Balance and the Class B Principal Balance as of the related Determination Date and (B) the sum of (i) the sum of the Class A Principal Balance and the Class B Principal Balance as of the Determination Date succeeding such Distribution Date and (ii) the aggregate amount that would have been distributed to all Classes as principal in accordance with Section 4.01(a) for such Distribution Date without regard to the provisos in the definitions of Class B-1 Optimal Principal Amount, Class B-2 Optimal Principal Amount, Class B-3 Optimal Principal Amount, Class B-4 Optimal Principal Amount, Class B-5 Optimal Principal Amount and Class B-6 Optimal Principal Amount.

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

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

  • Purchase Price Adjustment shall have the meaning specified in Section 3.02.

  • 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.

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

  • Final Adjustment Amount shall have the meaning set forth in Section 2.5(e).

  • Post-Closing Adjustment has the meaning set forth in Section 2.04(b)(ii).

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

  • Closing Cash Consideration has the meaning set forth in Section 2.02.

  • Closing Cash Amount shall have the meaning set forth in Section 2.8(b).

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

  • Estimated Closing Cash has the meaning set forth in Section 2.4(a).

  • Closing Adjustment has the meaning set forth in Section 2.04(a)(ii).

  • Closing Cash means the aggregate amount of Cash of the Company as of the Effective Time.