Indemnity Escrow Amount definition
Examples of Indemnity Escrow Amount in a sentence
The Securityholders’ respective Pro Rata Portions of the Indemnity Escrow Amount shall equal in the aggregate the Indemnity Escrow Amount.
Buyer shall pay fifty percent (50%) of the administrative fees and expenses of the Escrow Agent in connection with the Indemnity Escrow Amount, and the remainder of the administrative fees and expenses of the Escrow Agent in connection therewith will be treated as Excess Adjustment Items of the Company in accordance with Section 9.5(b) and Section 11.2(a)(v).
Buyer shall deposit the Additional Indemnity Escrow Amount with the Escrow Agent on the Additional Consideration Payment Date, to be included in the Indemnity Escrow Fund on the terms set forth herein.
Such deposit of the Indemnity Escrow Amount as of the Closing Date and, following the Additional Consideration Payment Date, the Additional Indemnity Escrow Amount, together with all interest and earnings thereon, shall constitute an escrow fund (the “Indemnity Escrow Fund”) to be governed solely by the terms of the Escrow Agreement.
Upon the first (1st) anniversary of the Closing Date (the “Indemnity Escrow Release Date”), Buyer, the Operator and Seller shall each provide the Escrow Agent with Release Instructions instructing the Escrow Agent to, in accordance with the Escrow Agreement, release to Seller (or its designee), the amount equal to the Indemnity Escrow Amount minus the Pending Claims Amount.