Indemnity Escrow Funding Ratio definition

Indemnity Escrow Funding Ratio means the ratio, calculated as of immediately prior to the date the Purchaser delivers the Allocation Statement pursuant to Section 3.01(a), of (i) the Indemnity Escrow Cash Amount to (ii) the Indemnity Escrow Stock Amount.
Sample 1Sample 2
Indemnity Escrow Funding Ratio means the ratio, calculated as of immediately prior to the date the Purchaser delivers the Allocation Statement pursuant to S ection 3.01(a), of (i) the Indemnity Escrow Cash Amount to (ii) the Indemnity Escrow Stock Amount.
Sample 1

Examples of Indemnity Escrow Funding Ratio in a sentence

  • Not more than seven (7) Business Days nor less than five (5) Business Days prior to the Closing Date, the Purchaser shall deliver to the Company a statement (the “Allocation Statement”) setting forth its determination of each of the Cash Percentage, the Stock Percentage, the Adjustment Escrow Cash Amount, the Indemnity Escrow Cash Amount, the Tax Indemnity Escrow Cash Amount, the Adjustment Escrow Funding Ratio, the Indemnity Escrow Funding Ratio and the Tax Indemnity Escrow Funding Ratio.

Related to Indemnity Escrow Funding Ratio

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

  • 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 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.

  • Indemnity Amount means the amount of any indemnification obligation payable under the Basic Documents.

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

  • 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.

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

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

  • Indemnity Cap has the meaning set forth in Section 9.2(b).

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

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

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

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

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

  • Qualified escrow fund means an escrow arrangement with a federally or state-chartered financial institution having no affiliation with any tobacco product manufacturer and having assets of at least one billion dollars where such arrangement requires that such financial institution hold the escrowed funds’ principal for the benefit of releasing parties and prohibits the tobacco product manufacturer placing the funds into escrow from using, accessing, or directing the use of the funds’ principal except as consistent with section 453C.2, subsection 2, paragraph “b”.

  • Cash Contribution Amount means the aggregate amount of cash contributions made to the capital of the Issuer or any Guarantor described in the definition of “Contribution Indebtedness.”

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

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

  • 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.

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

  • Aggregate Cash Consideration has the meaning set forth in Section 3.01(b)(ii).

  • Closing Cash Payment has the meaning set forth in Section 2.06(a).

  • Indemnity Threshold has the meaning set forth in Section 9.3.

  • Indemnity, Subrogation and Contribution Agreement means the Indemnity, Subrogation and Contribution Agreement among Xxxxx 0, the Borrower, the Subsidiary Loan Parties and the Collateral Agent, substantially in the form of Exhibit C-3.