NWC Escrow Amount definition
Examples of NWC Escrow Amount in a sentence
The NWC Escrow Amount and Indemnification Escrow Amount are reflected on the Flow of Funds as having been set aside and reserved for these purposes.
Clause (iv) of the preceding sentence is intended to ensure that the right of the Stockholders to the Indemnity Escrow Amount and NWC Escrow Amount and any interest and earnings earned thereon is not treated as a contingent payment without a stated maximum selling price under Section 453 of the Code and the Treasury Regulations promulgated thereunder.
On the Closing Date, the Parent agrees to deposit with the Escrow Agent: (a) the sum of $250,000 (the “Expenses Escrow Amount”) in immediately available funds, (b) the sum of $250,000 (the “NWC Escrow Amount”) in immediately available funds, and (c) the sum of $2,500,000 (the “Indemnity Escrow Amount” and together with the Expenses Escrow Amount and the NWC Escrow Amount, the “Escrow Deposits”) in immediatey available funds.
To the extent the absolute value of the Net Adjustment Amount (if negative) is greater than the NWC Escrow Amount, Seller Parent will promptly deliver such excess amount to Buyer.
Subject to the conditions and limitations set forth in the Escrow Agreement, after the determination of the final Closing Statement and payment by Seller of amounts due to Buyer, if any, under Section 1.06, the remainder of the NWC Escrow Amount shall be paid to Seller in accordance with the terms of the Escrow Agreement.