Interim Loss Indemnity Escrow Amount means the greater of (i) zero and (ii) (a) the Interim Loss Estimate Amount less (b) $4,925,000.
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.
Indemnification Escrow Amount has the meaning specified in Section 3.6(a).
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.
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.
Indemnification Escrow Fund has the meaning set forth in Section 2.12(a).
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).
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.
Escrow Cash is defined in Section 4.1(a).
Adjustment Escrow Amount means $1,000,000.
Indemnification Escrow Agreement means that certain Indemnification Escrow Agreement in the form attached hereto as Exhibit D, with such changes as may be agreed to among the Buyer, the Seller and the Escrow Agent.
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 Cap has the meaning set forth in Section 9.2(b).
Working Capital Escrow Amount means $2,000,000.
Escrow Deposit shall have the meaning set forth in Section 2.2(a).
Buyer Losses has the meaning set forth in Section 10.1(a).
Purchaser Losses shall have the meaning set forth in Section 9.1(a).
Tax and Insurance Escrow Fund shall have the meaning set forth in Section 7.2 hereof.
Escrow Funds means the Advance funds deposited with the Escrow Agent pursuant to this Agreement.
Purchase Price Adjustment Escrow Amount means $500,000.
Indemnity Threshold has the meaning set forth in Section 9.3.
Adjustment Escrow Account means the escrow account established pursuant to the Escrow Agreement in respect of the Adjustment Escrow Amount.
Holdback has the meaning set forth in Section 4.1(d)(i).