Adjustment Escrow Account means the escrow account established pursuant to the Escrow Agreement in respect of the Adjustment Escrow Amount.
Post-Closing Adjustment Amount has the meaning set forth in Section 2.2(a).
Adjustment Escrow Funds means the amounts held in the Adjustment Escrow Account, including any dividends, interest, distributions and other income received in respect thereof, less any losses on investments thereof, less distributions thereof in accordance with this Agreement and the Escrow Agreement.
Post-Closing Adjustment has the meaning set forth in Section 2.04(b)(ii).
Adjustment Escrow Fund means the Adjustment Escrow Amount deposited with the Escrow Agent, as such amount 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 Amount means $1,000,000.
Purchase Price Adjustment Escrow Amount means $3,000,000.
Closing Adjustment Amount shall have the meaning set forth in Section 3.2(c).
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.
Closing Adjustment has the meaning set forth in Section 2.04(a)(ii).
Indemnity Escrow Amount means $3,000,000.
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.
Escrow Account The Eligible Account or Accounts established and maintained pursuant to Section 3.09(b).
Seller Account shall have the meaning set forth in the preamble of this Agreement.
Escrow Amount has the meaning set forth in Section 2.1(c).
Closing Date Purchase Price shall have the meaning set forth in Section 2.1 hereof.
Working Capital Escrow Amount means $1,000,000.
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.
Final Adjustment Amount shall have the meaning set forth in Section 2.5(e).
Post-Closing Statement has the meaning set forth in Section 3.3(c).
Purchase Price Allocation has the meaning set forth in Section 2.6(a).
Closing Amount has the meaning set forth in Section 2.3.
Purchase Price Adjustment shall have the meaning specified in Section 3.02.
Closing Payment Amount shall have the meaning set forth in Section 3.1(a).
Post-Closing Straddle Period means the portion of a Straddle Period beginning the day after the Closing Date.