Closing Escrow Fund Amount means an amount equal to $[*].
Escrow Amount has the meaning set forth in Section 2.1(c).
Indemnity Escrow Amount means $3,000,000.
Working Capital Escrow Amount means $2,000,000.
Adjustment Escrow Amount means $1,000,000.
Closing Cash Amount has the meaning set forth in Section 2.2.
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.
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.
Purchase Price Adjustment Escrow Amount means $500,000.
Holdback Amount has the meaning set forth in Section 2.06(a).
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.
Closing Cash Payment has the meaning set forth in Section 2.06(a).
Closing Cash means the amount of Cash determined as of the close of business on the Closing Date.
Closing Cash Consideration has the meaning set forth in Section 2.6(a)(i).
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.
Post-Closing Adjustment Amount has the meaning set forth in Section 1.9.3.
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.
Cash Amount means an amount of cash equal to the Value on the Valuation Date of the Shares Amount.
Escrow Funds means the Advance funds deposited with the Escrow Agent pursuant to this Agreement.
Closing Amount has the meaning set forth in Section 2.2(a).
Escrow Deposit shall have the meaning set forth in Section 2.2(a).
Adjustment Escrow Account means the escrow account established pursuant to the Escrow Agreement in respect of the Adjustment Escrow Amount.
Final Closing Cash shall have the meaning set forth in Section 2.11(g).
Closing Adjustment Amount shall have the meaning set forth in Section 2.3(b)(i)(A).
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.