Closing Escrow Fund definition

Closing Escrow Fund means the fund established pursuant to Section 2.4(b) into which the Closing Escrow Amount and the ******* Escrow Amount are to be deposited.
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Closing Escrow Fund means the fund established pursuant to Section 2.6(f) into which the Closing Escrow Cash Amount is to be deposited.
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Closing Escrow Fund means an amount equal to $1,637,500, which shall be deposited with the Escrow Agent pursuant to the terms of the Closing Escrow Agreement.
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Examples of Closing Escrow Fund in a sentence

  • The Post Closing Escrow Fund shall be held and invested in accordance with the terms of the Post Closing Escrow Agreement which shall provide that Six Hundred Fifty Thousand Dollars ($650,000), less any claims which have been paid or are still in dispute, be released twelve (12) months after Closing and Three Hundred Fifty Thousand Dollars ($350,000), less any claims which have been paid or are still in dispute, be released eighteen (18) months after Closing (the "Post Closing Escrow Termination Date").

  • The existing differences are related to different interpretations of the GDPR regulations.

  • If not paid to Parent in connection with the indemnification obligations owed to any Parent Indemnified Party, the failure to execute the *******, the failure to obtain the *******, or to cover Taxes, any income and gains of the Closing Escrow Fund shall ultimately be distributable to the Seller in accordance with this Agreement and the Escrow Agreement.

  • In the event that the Seller has consented to any such settlement, the Indemnifying Parties shall have no power or authority to object under any provision of this Article IX to the amount of any Third Party Claim by Parent against the Closing Escrow Fund or special Escrow Fund with respect to such settlement.

  • The Purchaser shall deliver the Closing Payment and establish the Closing Escrow Fund in accordance with the provisions of Article II of this Agreement.

  • Thereafter, as soon as any such Unresolved Claims have been resolved, the Escrow Agent shall deliver the remaining portion of the Closing Escrow Fund, if any, no longer required to satisfy such previously Unresolved Claims in the manner set forth in the preceding sentence.

  • If any party elects to terminate the Purchase Agreement prior to Closing, such party shall send a notice to the Escrow Agent substantially in the form of Exhibit A hereto setting forth the grounds for such termination and the requested disposition of the Xxxxxxx Money deposited in the Closing Escrow Fund.

  • The funds in the Post- Closing Escrow Fund shall be held for disbursement as provided in the Post- Closing Escrow Agreement.

  • Claims for indemnification against the Purchase Price, Earnout Payments (if any) and Closing Escrow Fund shall be the sole and exclusive remedy for the Purchaser Indemnified Parties with respect to claims relating to any of the matters set forth in Section 9.2(a), except in the case of claims of common law fraud, intentional misrepresentation or criminal activity.

  • In the event that the Shareholder Representative has consented to any such settlement, the Indemnifying Parties shall have no power or authority to object under any provision of this Article 9 to the amount of any Third Party Claim by Parent against the Closing Escrow Fund or Special Escrow Fund with respect to such settlement.


More Definitions of Closing Escrow Fund

Closing Escrow Fund means $3,750,000, plus the interest earned thereon, to be held pursuant to the Escrow Agreement.
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Related to Closing Escrow Fund

  • 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.

  • 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.

  • Indemnity Escrow Amount means $3,000,000.

  • Escrow Fund has the meaning ascribed to it in Section 7.2(a).

  • Indemnity Escrow Account means the escrow account established by the Escrow Agent pursuant to the terms of the Escrow Agreement for purposes of holding the Indemnity Escrow Amount.

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

  • Escrow Funds means the Advance funds deposited with the Escrow Agent pursuant to this Agreement.

  • Indemnity Escrow Agreement means the Indemnity Escrow Agreement substantially in the form attached hereto as Exhibit B, among the Sellers, the Buyers and the Escrow Agent.

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

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

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

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

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

  • Indemnification Escrow Amount has the meaning specified in Section 3.6(a).

  • Working Capital Escrow Amount means $2,000,000.

  • Deposit Escrow Agreement has the meaning set forth in Section 2.2.

  • Indemnification Escrow Fund has the meaning set forth in Section 2.12(a).

  • 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 Account The Eligible Account or Accounts established and maintained pursuant to Section 3.09(b).

  • Professional Fee Escrow Amount means the aggregate amount of Professional Fee Claims and other unpaid fees and expenses Professionals estimate they have incurred or will incur in rendering services to the Debtors prior to and as of the Confirmation Date, which estimates Professionals shall deliver to the Debtors as set forth in Article II.C hereof.

  • Closing Cash means the amount of Cash determined as of the close of business on the Closing Date.

  • Escrowed Funds Has the meaning, with respect to any Trust, specified in Section 2.02(b).

  • Escrow Property means the Escrow Funds and the Certificates delivered to the Escrow Agent as contemplated by Section 1(c) hereof.

  • Holdback has the meaning set forth in Section 4.1(d)(i).

  • Final Closing Cash shall have the meaning set forth in Section 2.11(g).