Holdback Escrow Amount definition
Examples of Holdback Escrow Amount in a sentence
The Holdback Escrow Amount is Purchaser’s exclusive remedy for any indemnity claim.
Subject to Section 8.8.2, the aggregate liability of Sellers for any possible claims under and in connection with this Agreement shall not exceed EUR 10,000,000 (in words: Euro ten million) ("LIABILITY CAP"), which will be covered by the Holdback Escrow Amount and cannot be directly claimed from any of the Sellers.
For the avoidance of doubt, the Selling Parties costs of defense will not be paid from the Holdback Escrow Amount.
Purchasers shall in no event be entitled to make any direct claims against any Sellers which will not be covered by the Holdback Escrow Amount.
The Holdback Escrow Amount will be deposited with the Escrow Agent in conjunction with the purchase of the Assets and in proportion to the Assets that are purchased.