Special Escrow Funds definition

Special Escrow Funds means at any time an amount equal to the portion of the Special Escrow Amount then held by the Escrow Agent pursuant to the Escrow Agreement.
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Special Escrow Funds means any remaining balance in the Special Escrow Account from time to time. “Specified Matters” shall have the meaning given to such term in Annex 6.
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Special Escrow Funds means, at any given time after Closing, the remaining portion of the Special Escrow Amount then held by the Escrow Agent, including the remaining interest actually earned thereon.
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Examples of Special Escrow Funds in a sentence

  • The Special Escrow Funds and Indemnity Escrow Funds shall be reduced on a dollar-for-dollar basis, by any amounts received by Buyer Indemnified Parties from the Special Escrow Account or Indemnity Escrow Account, as applicable.

  • If Stockholders’ Agent accepts such Indemnification Claim, Parent and the Stockholders’ Agent shall promptly execute and deliver a Joint Release Instruction (as defined in the Escrow Agreement) directing the Escrow Agent to disburse such accepted amount of Special Escrow Funds.

  • Except as otherwise agreed by Escrow Agent in writing, Escrow Agent has no tax reporting or withholding obligation except with respect to Form 1099-B reporting on payments of gross proceeds under Internal Revenue Code Section 6045 and Form 1099 and Form 1042-S reporting with respect to investment income earned on the Special Escrow Funds, the General Escrow Buyer Stock and the General Escrow Funds.

  • Buyer and Seller have determined that any interest or income on Special Escrow Funds shall be reported on a cash basis and deemed to be for the account of Seller.

  • Escrow Agent shall not be obligated to take any legal action or commence any proceeding in connection with the Escrowed Property, any account in which any of the Special Escrow Funds, General Escrow Funds or the General Escrow Buyer Stock are deposited, this Agreement or the Underlying Agreement or to appear in, prosecute or defend any such legal action or proceeding or to take any other action that in Escrow Agent’s reasonable judgment may expose it to potential expense or liability.

  • It often ensures that conversations are avoided, even when they are so desperately needed.

  • There came on for the Board’s consideration, approval to pay engineering fees for Longview Road using Special Escrow Funds, and on motion by Member Montgomery, seconded by Member Miller, the Board by a 3-2 vote approved the same.

  • Hence, due to the limited and minor nature of potential negative impacts of the RAMP identified in this ESIAF, it is proposed that only Environmental and Social Management Plans (ESMPs) should be prepared for each of the Governorates/sub-project which will satisfy environmental and social safeguards of OP 4.01 and OP 4.12.

  • Subject to the limitations contained in this Article 9, any claims for indemnification by a Purchaser Indemnified Party against the Seller Parties (or any of them) arising out of or in connection with the Specified Matter may only be satisfied from the Special Escrow Funds.

  • The TogetherSoft Board believes that having funds available to the Primary Stockholders’ Agent to, among other actions, defend non-meritorious claims for payment from the $26,000,000 held in the General and Special Escrow Funds will allow the Primary Stockholders’ Agent to more effectively defend such claims and discharge his duties as Primary Stockholders’ Agent.


More Definitions of Special Escrow Funds

Special Escrow Funds will have the meaning set forth in Section 1.3(d).
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Special Escrow Funds shall have the meaning set forth in Section 9.4(b).
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Special Escrow Funds means the Special Escrow Amount, together with any interest and other earnings or income thereon.
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Special Escrow Funds means any remaining balance in the Special Escrow Account from time to time.
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Related to Special Escrow Funds

  • Escrow Funds means the Advance funds deposited with the Escrow Agent pursuant to this Agreement.

  • Escrow Fund has the meaning ascribed to it in Section 7.2(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.

  • 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.

  • Indemnity Escrow Amount means $3,000,000.

  • Escrow Cash is defined in Section 4.1(a).

  • Escrow Deposit shall have the meaning set forth in Section 2.2(a).

  • 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”.

  • 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 Account The Eligible Account or Accounts established and maintained pursuant to Section 3.09(b).

  • Adjustment Escrow Account means the escrow account established pursuant to the Escrow Agreement in respect of the Adjustment Escrow Amount.

  • Escrow Property means the Escrow Funds and the Certificates delivered to the Escrow Agent as contemplated by Section 1(c) hereof.

  • Deposit Escrow Agreement has the meaning set forth in Section 2.2.

  • Tax and Insurance Escrow Fund shall have the meaning set forth in Section 7.2 hereof.

  • Indemnification Escrow Fund has the meaning set forth in Section 2.12(a).

  • Escrowed Funds Has the meaning, with respect to any Trust, specified in Section 2.02(b).

  • Escrow Amount has the meaning set forth in Section 2.1(c).

  • Expense Account has the meaning given to such term in Section 3.01(a) hereof.

  • Indemnification Escrow Amount has the meaning specified in Section 3.6(a).

  • Holdback has the meaning set forth in Section 4.1(d)(i).

  • Working Capital Escrow Amount means $2,000,000.

  • Holdback Amount has the meaning set forth in Section 2.06(a).

  • 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.

  • Professional Fee Escrow Account means an interest-bearing account funded by the Debtors with Cash on the Effective Date in an amount equal to the Professional Fee Amount.

  • Subsidy Funds With respect to any Subsidy Loans, funds contributed by the employer of a Mortgagor in order to reduce the payments required from the Mortgagor for a specified period in specified amounts.