Merger Escrow Agreement definition

Merger Escrow Agreement means that certain Escrow Agreement dated as of April 9, 2003 among Borrower, Woodcraft, the parties thereto set forth on the signature pages thereto under the heading "Escrow Contributors," U.S. Bank National Association, a national banking association, in its capacity as the Escrow Agent, and Timothy D. Johnson and Michael S. Israel, as "Payee Representative," xx xxxxxxx xxxxxxx.
Sample 1
Merger Escrow Agreement means the escrow agreement to be entered into among Parent, the Company, the Stockholder Representative and the Merger Escrow Agent, substantially in the form attached hereto as Exhibit H-1.
Sample 1

Examples of Merger Escrow Agreement in a sentence

  • Fonix and/or ASI shall give written notice to Buyer ten (10) business days prior to the date (the "Release Date") on which they will be obligated to release the escrowed shares pursuant to the Merger Escrow Agreement.

  • The Stockholder Representative shall have such powers and duties as are provided to it under and pursuant to the Merger Escrow Agreement and Schedule 1.3 hereto.

  • Except as may be specifically provided to the contrary in this Agreement, whether or not the transactions contemplated hereby are consummated, Parent and the Stockholders shall each pay its/their own costs and expenses incident to or incurred in connection with the negotiation, preparation and execution of the preceding Term Sheet, this Agreement and the Merger Escrow Agreement, and the consummation of the transactions contemplated hereby and thereby.

  • This Agreement, including the Exhibits and Schedules hereto, the Confidentiality Agreement, the Merger Escrow Agreement, and any other written agreement entered into on or after the date hereof in connection with the transactions contemplated hereby and thereby embody the entire agreement and understanding among the Parties and supersede all prior understandings related to the subject matter hereof.

  • On the PMI Merger Date (as defined in the Plan), Koch Xxxustries and the Surviving Corporation will enter into the Koch Tax Sharing Agreement, and Koch Agriculture and the Surviving Corporation will enter into the Warrant Purchase Agreement and the PMI Merger Escrow Agreement.

  • The Company has all requisite corporate power and authority to (a) execute and deliver this Agreement and to perform its obligations hereunder and (b) execute, deliver and perform its obligations under the Merger Escrow Agreement and other documents, agreements and instruments to be executed and delivered pursuant to this Agreement or the Merger Escrow Agreement.

  • Merger, Escrow Agreement, Pledge and Assignment Agreement, and Special Redemption............................95 ARTICLE 8.

  • The term "Related Agreements" shall mean the Agreement of Merger, Escrow Agreement, Employment Agreements, Assignment of Rights Agreement and Non-Competition Agreements.

Related to Merger Escrow Agreement

  • 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.

  • Deposit Escrow Agreement has the meaning set forth in Section 2.2.

  • Escrow Agreement means the escrow agreement entered into prior to the date hereof, by and among the Company, the Escrow Agent and the Placement Agent pursuant to which the Purchasers shall deposit Subscription Amounts with the Escrow Agent to be applied to the transactions contemplated hereunder.

  • 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.

  • Escrow Agreements means one or more of the agreements between the Company, the Partnership and one or more of the Performance Investors, dated as of the closing of the date of the initial public offering of the common stock of the General Partner, pursuant to which the Performance Investors have deposited their Performance Shares in escrow for possible transfer to the General Partner or the Partnership (as applicable).

  • 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.

  • Exchange Agent Agreement has the meaning set forth in Section 2.5(a).

  • Escrow and Paying Agent Agreement means, with respect to either Class of Certificates, the Escrow and Paying Agent Agreement pertaining to such Class dated as of the date hereof between the Escrow Agent, the Underwriters, the Trustee for such Class and the Paying Agent, as the same may be amended, modified or supplemented from time to time in accordance with the terms thereof.

  • Escrow Deposit Agreement means the agreement provided for in Section 4.02(a) of this Resolution.

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

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

  • Master Settlement Agreement means the settlement agreement and related documents entered into on November 23, 1998, by the state and leading United States tobacco product manufacturers.

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

  • Closing Merger Consideration has the meaning set forth in Section 2.02

  • Escrow Property means the Escrow Funds and the Certificates delivered to the Escrow Agent as contemplated by Section 1(c) hereof.

  • Bank Merger Agreement has the meaning ascribed thereto in the recitals to this Agreement.

  • Escrow End Date has the meaning specified in the Escrow Agreement.

  • Cash Merger Consideration has the meaning set forth in Section 2.5.

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

  • Transaction Agreement has the meaning set forth in the recitals.

  • Share Exchange Agreement has the meaning specified in the Recitals.

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

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

  • Escrowed Funds Has the meaning, with respect to any Trust, specified in Section 2.02(b).

  • Merger Agreement has the meaning set forth in the Recitals.

  • Initial Merger Consideration has the meaning set forth in Section 2.2(a).