Adjustment Escrow Release Date definition

Adjustment Escrow Release Date has the meaning set forth in Section 2.9(a).
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Adjustment Escrow Release Date means the earlier of (a) the date as of which (i) there has been a final determination of the Pre-Closing Tax Liabilities in accordance with Section 3.10(d)(iii), and of the Final Merger Consideration in accordance with Section 3.10(b) or 3.10(c), and (ii) Purchaser has received in full out of the Adjustment Escrow Account or through offsets against Post-Closing Payments as provided in Section 3.10(f), the full amount of the Pre-Closing Tax Liabilities and any amount payable to the Purchaser pursuant to Section 3.10(d)(i), and (b) the 120th day following the Closing Date.
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Examples of Adjustment Escrow Release Date in a sentence

  • A colleague was involved in a case where the firm "recruited" a relative of the CEO.

  • If Purchaser or the Company receives any refund of Tax to which the Company Securityholders are entitled pursuant to this Section 7.4(g), Purchaser will pay (or cause the Company to pay) such refund of Tax (including any interest received thereon) to the Stockholder Representative pursuant to Section 3.10(d)(iii), provided that, for the avoidance of doubt, no amount of such tax refund shall be paid by Purchaser until after the Adjustment Escrow Release Date.

Related to Adjustment Escrow Release Date

  • Escrow Release Date means the date of the Escrow Release.

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

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

  • Adjustment Escrow Account means the escrow account established pursuant to the Escrow Agreement in respect of the Adjustment Escrow Amount.

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

  • Escrow Release Conditions means, collectively, the conditions set forth in Section 4.3.

  • Escrow Termination Date has the meaning ascribed to such term in Section 9.12.

  • Payment Adjustment Date With respect to each ARM Loan, the date on which the Borrower's Monthly Payment changes in accordance with the terms of the related Mortgage Note.

  • Escrow End Date has the meaning specified in the Escrow Agreement.

  • Post-Closing Adjustment Amount has the meaning set forth in Section 1.9.3.

  • Escrow Receipt Means the receipt substantially in the form annexed to the Escrow Agreement representing a fractional undivided interest in the funds held in escrow thereunder.

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

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

  • Allowance transfer deadline means midnight of January 30 or, if January 30 is not a business day, midnight of the first business day thereafter and is the deadline by which allowances may be submitted for recordation in an affected unit’s compliance subaccount for the purposes of meeting the unit’s acid rain emissions limitation requirements for sulfur dioxide for the previous calendar year.

  • Closing Adjustment Amount shall have the meaning set forth in Section 2.3(b)(i)(A).

  • Escrow Deposit shall have the meaning set forth in Section 2.2(a).

  • Closing Escrow Agreement means the Closing Escrow Agreement, dated as of the date hereof, between the Company, Xxxx Capital Partners, LLC and the escrow agent (the “Escrow Agent”) identified therein, in the form of Exhibit B hereto.

  • Initial Adjustment Date As to any Adjustable Rate Mortgage Loan, the first Adjustment Date following the origination of such Mortgage Loan.

  • Purchase Price Allocation Schedule has the meaning set forth in Section 5.11(f)(ii).

  • Retained Excess Cash Flow Amount means, at any date of determination, an amount, determined on a cumulative basis, that is equal to the aggregate cumulative sum of the Excess Cash Flow that is not required to be applied as a mandatory prepayment under Section 2.11(b)(i) for all Excess Cash Flow Periods ending after the Closing Date and prior to such date; provided that such amount shall not be less than zero for any Excess Cash Flow Period.

  • Purchase Termination Date means the date upon which the Transferor shall cease, for any reason whatsoever, to make purchases of Receivables from the Seller under the Receivables Purchase Agreement or the Receivables Purchase Agreement shall terminate for any reason whatsoever.

  • Final Shared-Loss Month means the calendar month in which the tenth anniversary of the Commencement Date occurs.

  • Closing Payment has the meaning set forth in Section 2.2(a).

  • Collateral Release Date shall have the meaning provided in Section 10.15(d).

  • Purchase Price Date means the date the Purchase Price is delivered by Lender to Borrower.

  • Release Amount means, for a Property, the following applicable amount together with any other amounts specified in Section 2.4.4: