Remaining Escrow Amount definition

Remaining Escrow Amount means such portion of the Escrow Amount set aside or required to be set aside by the Escrow Agent pursuant to Section 7(a) with respect to any Loss Notice delivered by Buyer prior to the Escrow Period Termination Date, which shall not have been otherwise paid, settled or resolved on or before the Escrow Period Termination Date.
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Remaining Escrow Amount means an amount equal to $800,000.
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Remaining Escrow Amount has the meaning as set forth in Section 1.11(b).
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Examples of Remaining Escrow Amount in a sentence

  • In the event that the Escrow Amount has been exhausted or the Escrow Agreement has terminated pursuant to its terms or the Claim by PESI or any of the PESI Indemnitees under Article VIII exceeds the Remaining Escrow Amount, PESI may then offset such portion of such Claim that cannot be satisfied out of the Escrow Amount against its obligations to make payments to Parent provided for in this Agreement (including, but not limited to, payments under the Note).

  • Section 6.11(b) Remaining Escrow Amount............................

  • To the extent that the liability for [***] and [***] is discharged and fully paid post Closing from the funds available in the Escrow Account, the amounts available for the General Specified Matters shall not exceed the Maximum Remaining Escrow Amount; and (iii) no Seller shall be liable for any Loss beyond its Pro Rata Share in respect of any Specified Matter and with respect to any amount then remaining at such time in the Indemnity Escrow Amount.

  • Thereafter, after the resolution of all unresolved claims under Section 1.11 or Section 8, if any, the Remaining Escrow Amount shall be distributed to the Securityholders’ Agent, on behalf of each Effective Time Holder, and to Parent, on behalf of the Management Participants to be paid in accordance with the terms of the Transaction Bonus Plan, all based on their respective Escrow Contributions and in accordance with the terms of the Escrow Agreement.

  • On the eighteen (18) month anniversary of the Closing Date, the Remaining Escrow Amount shall be released to the Representative for disbursement to the holders of Series D Shares and Company Common Stock in accordance with Section 2.12.


More Definitions of Remaining Escrow Amount

Remaining Escrow Amount means such portion of the Escrow Amount set aside or required to be set aside by the Escrow Agent pursuant to Section 7(a) with respect to any Loss Notice delivered by the Purchaser prior to the Escrow Period Termination Date which shall not have been otherwise paid, settled or resolved on or before the Escrow Period Termination Date.
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Remaining Escrow Amount has the meaning specified in Section 7.
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Remaining Escrow Amount means at a given time all or such portion of the Escrow Amount as is (i) remaining following any amounts thereof paid or to be paid to the Indemnified Parties pursuant to this Agreement or the Escrow Agreement and (ii) free of any claim by any Indemnified Party or any dispute or accrual with respect to any Loss and pursuant to the terms of this Agreement or the Escrow Agreement. AGREEMENT AND PLAN OF MERGER
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Remaining Escrow Amount. Section 2.2(g)(ii) “Representative” Preamble “Representatives” Section 5.3(a) “Sale Bonuses” Section 9.5 “Specified Arrangement” Section 3.21 “Stockholder Notice” Section 5.23 “Surviving Company” Recitals “Transactions” Recitals “Transfer” Section 5.16 “Transfer Taxes” Section 9.3
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Remaining Escrow Amount shall have the meaning set forth in Section 3.3.
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Remaining Escrow Amount means the balance of the Escrow Fund through the date immediately prior to the disbursement of funds in accordance with Section 5.1 hereof less (i) subject to Section 4.1(a) hereof, any fees or expenses payable to any Person on account of, in connection with or related to this Agreement; (ii) subject to Section 4.1(b) hereof, any Taxes on earnings of the Escrow Fund (which shall be paid out of the Escrow Fund); (iii) any costs and expenses arising from or related to the Escrow Distribution and (iv) any Damages (defined below) that may be imposed on, incurred by or asserted against the Agent Indemnitees (defined below) (the foregoing subclauses (i), (ii), (iii) and (iv) collectively, the "ESCROW DISTRIBUTION COSTS").
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Remaining Escrow Amount has the meaning set forth in Section 3.5.
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