Indemnity Escrowed Funds definition

Indemnity Escrowed Funds has the meaning specified in Section 2.17.
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Indemnity Escrowed Funds means the Indemnity Escrow Deposit, plus the amount of any interest, dividends and other income resulting from the investment of the Indemnity Escrow Deposit and earnings thereon and proceeds thereof.
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Indemnity Escrowed Funds has the meaning specified in Section 2.3(3).
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Examples of Indemnity Escrowed Funds in a sentence

  • Promptly following the final determination in accordance with this Article XI of any claim for indemnification made by any Purchaser Group Member, upon request by Purchaser, Sellers shall execute and deliver a certificate requesting the Indemnity Escrow Agent to deliver by wire transfer to an account designated by Purchaser immediately available funds in the amount of such claim as finally determined in accordance with this Article XI (not to exceed the Indemnity Escrowed Funds).

  • If at any time after the Termination Date the amount of the Indemnity Escrowed Funds then held by the Indemnity Escrow Agent exceeds the sum of any amounts subject to the Outstanding Claims, ResCap and Purchaser shall execute and deliver a certificate requesting the Indemnity Escrow Agent to deliver such excess amount to Sellers by wire transfer to one or more accounts designated by ResCap.

  • Provide a written statement outlining the timeline of activities as well as a completion date for this project.

  • The right to receive distributions from the Indemnity Escrowed Funds shall be the sole and exclusive source for indemnification payments to the Buyer Indemnified Parties from Seller in respect of any claim under this A rticle I X for which a claim must be validly asserted prior to the earlier of the twelve (12)-month anniversary of the Closing or December 30, 2011.

  • If at any time after the Termination Date the amount of the Indemnity Escrowed Funds then held by the Indemnity Escrow Agent exceeds the sum of any amounts subject to the Outstanding Claims, the Vendors’ Representative and Stericycle shall execute and deliver a certificate requesting the Indemnity Escrow Agent to deliver such excess amount to Vendors by wire transfer to one or more accounts designated by the Vendors’ Representative.

  • There have been small shifts in enrolments and in 2014‐15 a change in funding for ESL resulted in a noticeable decrease in domestic student enrolments in the Faculty of Access and Continuing Education.

  • The portion of the Purchase Price consisting of the Indemnity Escrowed Funds shall not be treated as received by Seller, and shall not be included in the Purchase Price Allocation, except as and to the extent released to Seller pursuant to the Indemnity Escrow Agreement.

  • On the first anniversary of the Closing Date, the Escrow Agent shall release the Indemnity Escrowed Funds (to the extent not utilized to pay Purchaser for any indemnification claim) to Seller Representative, except that the Escrow Agent shall retain an amount equal to the amount of claims for indemnification under this Article XI asserted prior to such first anniversary but not yet resolved (“Unresolved Claims”).

  • The Indemnity Escrowed Funds retained for Unresolved Claims shall be released by the Escrow Agent (to the extent not utilized to pay Purchaser for any such claims resolved in favor of Purchaser) upon their resolution in accordance with this Article XI and the Indemnity Escrow Agreement.

  • If at any time after the Escrow Termination Date the entire balance remaining in the Indemnity Escrowed Funds exceeds the sum of any amounts subject to claims for indemnification made by any Buyer Indemnified Parties pursuant to this A rticle IX that have not been finally determined in accordance with this A rticle IX as of such time, the Escrow Agreement shall provide that the Indemnity Escrow Agent will deliver such excess to Seller by wire transfer to an account designated in writing by Seller.


More Definitions of Indemnity Escrowed Funds

Indemnity Escrowed Funds has the meaning set forth on Schedule 7.16(a) of the Company Disclosure Letter.
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Indemnity Escrowed Funds means the Indemnity Escrowed Amount plus all interest accrued thereon as provided in Section 2.02 hereof minus the sum of (i) any Indemnity Amounts paid to Buyer Indemnitees pursuant to Section 4.01 or 4.02(b) hereof, (ii) any Indemnity Stepdown Payments paid to Seller pursuant to Secton 4.02 (a) hereof, (iii) Indemnity Accounting Fees, and (iv) any amounts distributed to Seller pursuant to Section 4.03 or 4.04 hereof, all of which shall be held by the Escrow Agent in the Indemnity Collateral Account (as defined herein).
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Indemnity Escrowed Funds has the meaning ascribed to such term in the Recitals.
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Related to Indemnity Escrowed Funds

  • 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.

  • Indemnity Escrow Amount means $5,000,000.

  • Indemnity Escrow Account has the meaning set forth in Section 2.3(c).

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

  • Indemnity Escrow Agreement has the meaning set forth in Section 1.5.

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

  • Escrow Fund means the escrow fund established pursuant to the Escrow Agreement.

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

  • Indemnification Escrow Amount has the meaning set forth in Section 2.2(b).

  • 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.

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

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

  • Adjustment Escrow Funds means, at any time, the portion of the Adjustment Escrow Amount then remaining in the Adjustment Escrow Account.

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

  • Escrow Property has the meaning set forth in the Escrow Agreement.

  • 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.

  • 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.

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

  • 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.

  • 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.

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

  • Escrowed Payment means an aggregate cash payment of up to $250,000;

  • Adjustment Escrow Account has the meaning set forth in Section 2.4(a)(i).

  • Working Capital Escrow Amount means $500,000.

  • Earnest Money Deposit (EMD) means the refundable amount to be submitted by the Bidder along with RFP documents to NMRC