Polish Tax Escrow Amount means $1,000,000, as such amount is adjusted in accordance with Section 6.10, which amount shall secure Nortel Poland’s obligations under Section 6.10.”
Indemnity Escrow Amount means $3,000,000.
Escrow Amount has the meaning set forth in Section 2.1(c).
Adjustment Escrow Amount means $1,000,000.
Holdback Amount has the meaning set forth in Section 2.06(a).
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.
Adjustment Escrow Funds means, at any time, the portion of the Adjustment Escrow Amount then remaining in the Adjustment Escrow Account.
Escrow Fund has the meaning ascribed to it in Section 7.2(a).
Indemnification Escrow Amount has the meaning specified in Section 3.6(a).
Purchase Price Adjustment Escrow Amount means $500,000.
Working Capital Escrow Amount means $2,000,000.
Tax and Insurance Escrow Fund shall have the meaning set forth in Section 7.2 hereof.
Escrow Cash is defined in Section 4.1(a).
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.
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.
Retained Excess Cash Flow Amount means, at any date of determination, an amount, determined on a cumulative basis, that is equal to the aggregate cumulative sum of the Excess Cash Flow that is not required to be applied as a mandatory prepayment under Section 2.11(b)(i) for all Excess Cash Flow Periods ending after the Closing Date and prior to such date; provided that such amount shall not be less than zero for any Excess Cash Flow Period.
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 Account means the escrow account established pursuant to the Escrow Agreement in respect of the Adjustment Escrow Amount.
Escrow Deposit shall have the meaning set forth in Section 2.2(a).
maximum council tax reduction amount means the amount determined in accordance with paragraph 29;
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”.
Tax Loss means the taxable income or tax loss of the Trust, determined in accordance with Section 703(a) of the Code, for each Fiscal Year as determined for federal income tax purposes, together with each of the Trust's items of income, gain, loss or deduction which is separately stated or otherwise not included in computing taxable income and tax loss.
Straddle Tax Period means a Tax period that begins on or before the Closing Date and ends after the Closing Date.
Tax Period means, with respect to any Tax, the period for which the Tax is reported as provided under the Code or other applicable Tax Law.
Indemnification Escrow Fund has the meaning set forth in Section 2.12(a).
Post-Closing Adjustment Amount has the meaning set forth in Section 1.9.3.
Tax Refund means any refund of Taxes (including any overpayment of Taxes that can be refunded or, alternatively, credited or applied to future Taxes payable), including any interest paid on or with respect to such refund of Taxes.