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
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.
Tax Indemnity Escrow Amount means $425,000, as such amount decreases or increases after the Closing in accordance with the Escrow Agreement.
The Escrow Agent will hold the Adjustment Escrow Amount, the Indemnity Escrow Amount and the Tax Indemnity Escrow Amount, and all interest (if any) and other amounts earned thereon (if any) in escrow pursuant to the Escrow Agreement.
Funds with respect to the Limited Tax Indemnity Escrow Amount shall be released from the applicable segregated escrow account in accordance with the terms and conditions and used for the purposes set forth in the Escrow Agreement.
Tax Indemnity Escrow Account means the escrow account consisting of the Tax Indemnity Escrow Amount established by the Escrow Agent pursuant to the terms of the Escrow Agreement.