Escrow Consideration Sample Clauses

Escrow Consideration. (a) At or before the Effective Time, BFST shall deposit or cause to be deposited, from the Aggregate Stock Consideration, a number of validly issued, fully paid and nonassessable shares of BFST Common Stock, having a value equal to $1,500,000.00 based on the BFST Share Closing Price (the “Escrow Consideration”), into a segregated escrow account (the “Escrow Account”) with Computershare Trust Company, N.A. (the “Escrow Agent”) until the later of (i) the date that the litigation set forth on Section 2.2 of the Oakwood Disclosure Schedules (the “Escrow Litigation”) is fully and finally resolved in accordance with the terms of the Escrow Agreement or (ii) two (2) years from the Closing Date; provided, however, if BFST is not a party to any claim related to the Escrow Litigation at the expiration of the two (2) year period described in clause (ii) of this Section 2.2(a), then the Escrow Consideration shall be distributed in accordance with Section 6(b) of the Escrow Agreement (the “Escrow Period”). BFST shall cause the Escrow Agent to distribute the Escrow Consideration to the holders of Oakwood Stock immediately prior to the Effective Time (other than Cancelled Shares and Dissenting Shares) in accordance with the terms and conditions of this Agreement and the Escrow Agreement.
AutoNDA by SimpleDocs
Escrow Consideration. An amount equal to the Purchase Price less Two Hundred Fifty Thousand and 00/100 Dollars ($250,000.00) (the "Escrow Consideration") shall be placed in escrow pursuant to the provisions of Paragraph 5.9 hereof to be held for a period of 18 months as security for indemnification obligations of Shareholder under this Agreement.
Escrow Consideration. (a) At Closing, Acquiror will deposit, or cause to be deposited, the Escrow Consideration with the Escrow Agent appointed pursuant to the Escrow Agreement (the “Escrow Agent”). The Escrow Consideration shall be held as security of the indemnification obligations of the Effective Time Holders under this Section 9, and administered per the terms of this Agreement and the Escrow Agreement. The Escrow Consideration will be held by the Escrow Agent for the periods provided herein and in the Escrow Agreement, and any Escrow Consideration to be distributed to the Effective Time Holders shall be distributed in accordance with such Effective Time Holder’s Pro Rata Portion.
Escrow Consideration. (a) On the date hereof, in accordance with the terms of the Underlying Agreements, the MSP Principals agree to deposit with the Escrow Agent, from the Equity Consideration issuable to the MSP Principals or their respective controlled affiliates (in their respective capacity as Members) under the MIPA, an aggregate of 1,029,000,000 Up-C Units (valued at $10.00 per unit) (the “Escrow Consideration”). The Escrow Agent shall hold the Escrow Consideration as a book-entry position registered in the name of “Continental Stock Transfer & Trust Company as Escrow Agent for the benefit of MSP Recovery, Inc.” The Escrow Agent agrees to keep the Escrow Consideration separate from all other property held by the Escrow Agent and to identify the Escrow Consideration as being held in connection with this Agreement (the “Escrow Fund”). The Escrow Agent shall acknowledge in writing to the Parties receipt of evidence of book-entry registration of the Escrow Consideration from Parent’s transfer agent.
Escrow Consideration. (a) On the Closing Date, Guaranty shall deposit or cause to be deposited Two Million Dollars ($2,000,000.00) in cash out of the Aggregate Cash Consideration, subject to adjustment pursuant to Section 5.18 (the “Escrow Consideration”), into an escrow account (the “Escrow Account”) with GBT (or such other Person as may be designated by the mutual agreement of the Westbound Representative and Guaranty), in its capacity as escrow agent, to be held in the Escrow Account and distributed only in accordance with the terms and conditions set forth in an escrow agreement substantially in the form attached hereto as Exhibit D (the “Escrow Agreement”). The Escrow Consideration shall be deducted from the Shareholder Cash Consideration.
Escrow Consideration. The Escrow Consideration shall have been deposited with the Escrow Agent as contemplated hereby and by the Escrow Agreement.
Escrow Consideration. The "Escrow Consideration" shall mean 0.1 multiplied by the Stock Consideration; provided, however, that such amount shall be reduced by the number of shares of Parent Common Stock calculated by multiplying (i) the aggregate number of shares of Company Common Stock held by holders of less than 1,001 shares of Company Common Stock ("Non-Indemnifying Shareholders"), times (ii) the Exchange Ratio, times (iii) 0.1.
AutoNDA by SimpleDocs
Escrow Consideration. The Escrow Consideration shall be released from the Escrow Account as follows:
Escrow Consideration. 1.4.1 At the Closing, Buyer shall deposit into escrow the portions of the Purchase Price identified in Subsection 1.4.2 hereafter (the "Escrow Consideration"
Escrow Consideration. 3.1. Buyer has delivered to the Escrow Agent (i) $100,000 in cash (the "ESCROW CASH") and (ii) 50,000 shares of Common Stock, par value $.001 per share, of Buyer (the "ESCROW SHARES" and, together with the Escrow Cash, the "ESCROW ASSETS"), representing the Escrow Consideration required to be placed in escrow under SECTIONS 2.2 and 7.5 of the Asset Purchase Agreement. The "
Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!