ESCROW CLAIM Sample Clauses
An Escrow Claim clause outlines the process by which a party can make a claim against funds or assets held in escrow, typically in the context of a transaction or agreement. This clause specifies the conditions under which a claim can be made, the procedures for notifying the escrow agent, and the documentation required to support the claim. For example, if one party believes the other has breached certain obligations, they may submit a claim to the escrow agent for compensation from the escrowed funds. The core function of this clause is to provide a clear, structured mechanism for resolving disputes over escrowed assets, thereby protecting the interests of both parties and ensuring fair handling of potential breaches or issues.
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ESCROW CLAIM. If any claim for indemnification is made by an ------------ Indemnified Party pursuant to this Article VIII prior to the expiration of the Escrow Period, such Indemnified Party shall apply to the Escrow Agent provided in Section 2.5 of this Agreement for reimbursement of such claim in accordance ----------- with the provisions of the Escrow Agreement.
ESCROW CLAIM. Following the Closing and through the date of the Escrow Sum has been exhausted for fully released, if any claim for indemnification other than Individual Obligations is made by an Indemnified Party pursuant to this Article VIII prior to the expiration of the Escrow Period, such Indemnified Party shall first apply to the Escrow Agent for reimbursement of such claim in accordance with the provisions of this Agreement and the Escrow Agreement. Thereafter, the Buyer Indemnified Parties may have recourse against Parent and Sellers pursuant to the terms of this Agreement subject to the limitations contained in this Agreement.
ESCROW CLAIM. Upon notice to the Rare Telephony Shareholders (or any one of them as specified in the Escrow Agreement) specifying in reasonable detail the basis for such setoff, either Acquiror or Sub may give notice of a Claim under the Escrow Agreement in such amount to which it may be entitled under this Article VII. Neither the exercise of nor the failure to give a notice of a Claim under the Escrow Agreement will constitute an election of remedies or limit Acquiror or Sub in any manner in the enforcement of any other remedies that may be available to either of them."
ESCROW CLAIM. If any claim for indemnification is made by an ------------ Indemnified Party or a Seller pursuant to this Article VIII prior to the ------------ expiration of the Escrow Period, such Indemnified Party or Seller shall first apply to the Escrow Agent for reimbursement of such claim in accordance with the provisions of the Escrow Agreement prior to seeking reimbursement for such claim.
ESCROW CLAIM. If any claim for indemnification is made by an ------------ Indemnified Party or a Seller pursuant to this Article VIII prior to the ------------ expiration of the Escrow Period, such Indemnified Party or Seller shall first apply to the Escrow Agent for reimbursement of such claim in accordance with the provisions of the Escrow Agreement prior to seeking reimbursement for such claim. Upon expiration of the Escrow Period, the Buyer or Global may offset any claim for indemnification made by the Buyer or Global pursuant to this Article ------- VIII against the Earn-Out Payment. ----
ESCROW CLAIM. If any claim for indemnification is made by an Indemnified Party pursuant to this Article VIII prior to the expiration of the Escrow Period, such Buyer Indemnified Party shall apply to the Escrow Agent provided in Section 2.8 of this Agreement for reimbursement of such claim in accordance with the provisions of the Escrow Agreement; provided, however, the Escrow Sum is not intended to be an exclusive remedy in the event Buyer has indemnification claims hereunder which exceed such amount.
ESCROW CLAIM. If any claim for indemnification is made by an ------------ Indemnified Party pursuant to this Article VIII prior to the expiration of the ------------ Escrow Period, such Indemnified Party shall first apply to the Escrow Agent provided in Section 2.7 of this Agreement for reimbursement of such claim in ----------- accordance with the provisions of the Escrow Agreement provided, however, the Escrow Sum is not intended to be an exclusive remedy in the event ▇▇▇▇▇▇ Holdings or the Company has indemnification claims hereunder which exceed such amount.
ESCROW CLAIM. If any claim for indemnification is made by a ------------ Buyer Indemnified Party pursuant to this Article VIII prior to the expiration ------------ of the Escrow Period, such Buyer Indemnified Party shall first apply to the Escrow Agent provided in Section 2.7 of this Agreement for reimbursement of such ----------- claim in accordance with the provisions of the Escrow Agreement provided, however, the Escrow Sum is not intended to be an exclusive remedy in the event Iconixx or Buyer has indemnification claims hereunder which exceed such amount. In the event that Iconixx offsets more than the amount of any Indemnifiable Costs (as finally determined), Iconixx shall be responsible to the Company for such sums which should not have been subject to an offset, together with interest at the rate of 10% per annum.
ESCROW CLAIM. Upon notice to the Indemnitor Representative for the ------------ ACSYS Shareholders specifying in reasonable detail the basis therefor, ICCE may give notice of an Escrow Claim under the Escrow Agreement. Neither the giving of nor the failure to give such notice of an Escrow Claim under the Escrow Agreement shall constitute an election of remedies nor limit ICCE in any manner in the enforcement of any other remedies that may be available to it under this Agreement or the Escrow Agreement.
ESCROW CLAIM. Upon notice to Sellers specifying in reasonable detail the basis for such setoff, Buyer may give notice of a Claim under the Escrow Agreement in such amount to which it may be entitled under this Article 10. Neither the exercise of nor the failure to give a notice of a Claim under the Escrow Agreement will constitute an election of remedies or limit Buyer in any manner in the enforcement of any other remedies that may be available to it.