Examples of Secondary Escrow Amount in a sentence
Buyer and Representative hereby appoint and designate Escrow Agent to receive the Primary Escrow Amount and the Secondary Escrow Amount (as defined below), maintain possession of the Deposit (as defined below) and act as escrow agent for the purposes set forth herein, and Escrow Agent hereby accepts such appointment and designation under the terms and conditions set forth herein.
At Closing, the Buyer shall deposit the Secondary Escrow Amount with the Escrow Agent by wire transfer of immediately available funds to an account designated by the Escrow Agent, such Secondary Escrow Amount to be held by the Escrow Agent in a segregated account separate and apart from the Escrow Account for the sole and exclusive benefit of and access and recourse by the Shareholder Representative, acting on behalf of the Sellers, in accordance with the Escrow Agreement (the “Secondary Escrow Account”).
He submits that the alleged factual errors resulted in a miscarriage of justice because the Trial Chamber would not have rejected his alibi defence had it assessed the alibi evidence more fairly.15160.
For thirty (30) months following the Closing Date, the Shareholder Representative agrees that he shall cause at least Thirty Million Dollars ($30,000,000) (including the Escrow Amount and the Secondary Escrow Amount) to be available in the Escrow Account or Secondary Escrow Account or otherwise to satisfy claims made by the Buyer hereunder, as such available amount may be reduced by payments to the Buyer or any Buyer Indemnified Person as contemplated hereby.
At the Closing, as partial security for the indemnity provided in Section 8.1 for claims arising under clause (ii)(B) thereof, the Direct Holder will be deemed to have received and deposited, without any action, and Buyer will deposit, the Secondary Escrow Amount with the Escrow Agent, such deposit to constitute an escrow fund (the "Secondary Escrow Fund") to be governed by the terms of the Escrow Agreement.
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The Buyer shall pay the Escrow Amount and the Secondary Escrow Amount to the Escrow Agent, and the Buyer shall reduce the Cash Closing Price payable to the Sellers by the Escrow Amount and the Secondary Escrow Amount (the Cash Closing Price as reduced by the Escrow Amount and the Secondary Escrow Amount, the “Cash Closing Payment”).
The Primary Escrow Amount and the Secondary Escrow Amount shall be subject to, and distributable in accordance with, the Escrow Fund established pursuant to Article VIII below and the Escrow Agreement.