Definition of Tax Indemnity Escrow Amount

  1. Tax Indemnity Escrow Amount means an amount equal to $3,000,000, comprised of (i) an amount in cash equal to $1,500,000 or such amount greater than $1,500,000 as determined by the Purchaser in its sole discretion and set forth on the Allocation Statement, (such amount, the "Tax Indemnity Escrow Cash Amount") and (ii) such number of shares of Class A Common Stock having an aggregate value (based on the 30-day volume-weighted average price per share as of the day prior to the date the Purchaser delivers the Allocation Statement pursuant to Section 3.01(a)) equal to the difference of (A) $3,000,000 minus (B) the Tax Indemnity Escrow Cash Amount (the "Tax Indemnity Escrow Stock Amount").

Examples of Tax Indemnity Escrow Amount in a sentence

  1. Parent shall be treated as the owner of the Adjustment Escrow Account, the Indemnity Escrow Account and the Tax Indemnity Escrow Amount for income Tax purposes until such amounts are released.

Definition of Tax Indemnity Escrow Amount in Securities Purchase Agreement

Tax Indemnity Escrow Amount means an amount equal to $3,000,000, comprised of (i) an amount in cash equal to $1,500,000 or such amount greater than $1,500,000 as determined by the Purchaser in its sole discretion and set forth on the Allocation Statement, (such amount, the "Tax Indemnity Escrow Cash Amount") and (ii) such number of shares of Class A Common Stock having an aggregate value (based on the 30-day volume-weighted average price per share as of the day prior to the date the Purchaser delivers the Allocation Statement pursuant to Section 3.01(a)) equal to the difference of (A) $3,000,000 minus (B) the Tax Indemnity Escrow Cash Amount (the "Tax Indemnity Escrow Stock Amount").