Post-Closing Indemnity Escrow Amount means Fifteen Million Dollars (US$15,000,000).
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 set forth in Section 2.2(b).
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 Amount has the meaning set forth in Section 2.1(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.
Holdback Amount has the meaning set forth in Section 2.06(a).
Indemnification Escrow Fund means the Indemnification Escrow Amount deposited into escrow pursuant to the Escrow Agreement, together with any interest and income earned thereon.
Escrow Fund means the escrow fund established pursuant to the Escrow Agreement.
Escrow Cash is defined in Section 4.1(a).
Adjustment Escrow Amount means $1,000,000.
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.
Working Capital Escrow Amount means $1,000,000.
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 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.
Closing Cash Amount has the meaning set forth in Section 2.2.
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 of the Plan.
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.
Purchase Price Adjustment Escrow Amount means $3,000,000.
Closing Cash means the aggregate amount of all Cash of the Company as of the close of business on the day immediately preceding the Closing Date.
Indemnity Cap has the meaning set forth in Section 10.3(a).
Closing Cash Payment has the meaning set forth in Section 2.06(a).
Indemnity Amount means the amount of any indemnification obligation payable under the Basic Documents.
Escrow Deposit has the meaning set forth in Section 3.3.
Escrow Funds means the Advance funds deposited with the Escrow Agent pursuant to this Agreement.
Final Closing Cash shall have the meaning set forth in Section 2.11(g).