Escrow of Liquid Assets. From and after the date of this ----------------------- Agreement through the longer of (a) one (1) year from the Closing Date or (b) so long as any Claim made during such one (1) year period is still outstanding and unresolved as set forth in this Article XI hereof, One Million Dollars ($1,000,000.00) of the Purchase Price otherwise payable to Xxxx Xxxxx for the Shares shall be maintained in an escrow account (the "ESCROW ACCOUNT"), in Boatmen's Bank of South Central Illinois, pursuant to the terms and provisions of an Escrow Agreement to be executed at Closing substantially in the form attached hereto as Exhibit 11.2. Purchaser may make a claim for payment of any indemnity payment due under Section 11.3 in the manner provided in the Escrow Agreement.
Escrow of Liquid Assets. One Million Dollars ($1,000,000.00) of the Purchase Price otherwise payable to the Seller for her Shares shall be maintained in an escrow account (the "Indemnity Escrow Account"), in First Federal Savings and Loan Association, pursuant to the terms and provisions of an Indemnity Escrow Agreement to be executed at Closing substantially in the form attached hereto as Exhibit 11.2 (the "Indemnity Escrow Agreement"). In the event of a claim for indemnity against Seller pursuant to Article XI, the Purchaser's sole recourse shall be to make a claim directly from the Indemnity Escrow Account for payment of any such indemnity in the manner provided in the Indemnity Escrow Agreement.
Escrow of Liquid Assets. One Million and No/100 Dollars ($1,000,000.00) of the Adjusted Purchase Price otherwise payable to Seller for the Shares (the "Escrow Funds") shall be maintained in an escrow account (the "Escrow Account") in pursuant to the terms and provisions of an Escrow Agreement to be executed at Closing substantially in the form attached hereto as Exhibit 11.2 (the "Escrow Agreement"). In addition to seeking indemnification directly from Seller under the provisions of Section 11.3 hereof, the Purchaser may make a claim from the Escrow Account for payment of any indemnity payment due under Section 11.3 in the manner provided in the Escrow Agreement.
Escrow of Liquid Assets. The Parent’s and/or the Surviving Corporation’s sole remedy for payment of any indemnity amounts due under this Article IX and any indemnification due under the Agreement by the shareholders of Company Common Shares converted hereunder (the “Shareholders”), shall be exclusively from the Escrow Amount in the manner provided in the Escrow Agreement, and notwithstanding anything contained herein to the contrary, the Shareholders shall have no personal liability under or in connection with this Agreement.
Escrow of Liquid Assets. Two Million Dollars ($2,000,000) of the Purchase Price otherwise payable to Sellers for their Company Capital Stock (the "Escrow Funds") shall be maintained in an escrow account (the "Escrow Account"), with The Middlefield Banking Company, Middlefield, Ohio (the "Escrow Agent"), pursuant to the terms and provisions of an Escrow Agreement to be executed at Closing substantially in the form attached hereto as Exhibit 11.2 (the "Escrow Agreement"). In the event the Escrow Account is still in existence, then prior to seeking indemnification directly from the Seller under the provisions of Section 11.3 hereof, the Purchaser shall make a claim from the Escrow Account, to the extent there are Escrow Funds remaining in the Escrow Account at such time, for payment of any indemnity payment due under Section 11.3 in the manner provided in the Escrow Agreement.
Escrow of Liquid Assets. The Parent and/or the Surviving Corporation shall make a claim exclusively from the Escrow Amount in the manner provided in the Escrow Agreement for payment of any indemnity amounts due under this Section IX.
Escrow of Liquid Assets. One Hundred Fifty Thousand Dollars ($150,000) of the Purchase Price otherwise payable to Seller (the "Escrow Funds") shall be maintained in an escrow account (the "Escrow Account"), in Geneseo, Illinois, at Central Trust and Savings Bank, pursuant to the terms and provisions of an Escrow Agreement to be executed at Closing substantially in the form attached hereto as Exhibit 11.2 (the "Escrow Agreement"). In addition to seeking indemnification directly from the Seller under the provisions of Section 11.3 hereof, the Purchaser may make a claim from the Escrow Account for payment of any indemnity payment due under Section 11.3 in the manner provided in the Escrow Agreement.
Escrow of Liquid Assets. (a) ESTABLISHMENT OF ESCROW ACCOUNT. Three Hundred Thousand Dollars ($300,000) of the Adjusted Purchase Price otherwise payable to the Sellers for their Shares hereunder (inclusive of any investment earnings thereon, the "ESCROW FUNDS") shall be maintained in an escrow account (the "ESCROW ACCOUNT"), with Centura Bank (the "ESCROW AGENT"), pursuant to the terms and provisions of an Escrow Agreement to be executed at Closing in substantially the form attached hereto as Exhibit 11.9 hereto (the "ESCROW AGREEMENT").
Escrow of Liquid Assets. Five Million Dollars ($5,000,000) of the Purchase Price otherwise payable to Sellers for the Purchased Assets (the “Escrow Amount”) shall be maintained in an escrow account (the “Escrow Account”) in U.S. Bank Trust National Association or such other bank as may be agreed to by the parties, pursuant to the terms and provisions of an Escrow Agreement to be executed at Closing substantially in the form attached hereto as Exhibit 6.2 (the “Escrow Agreement”). The Escrow Amount shall be reduced to Two Million Dollars ($2,000,000) on the first anniversary of the Closing Date if at that time Buyer has no pending claims against the Escrow Account for any indemnity payments pursuant to Section 6.3 below. If Buyer has one or more pending claims against the Escrow Account on the first anniversary of the Closing Date, the Escrow Account shall instead be reduced to the sum of Two Million Dollars ($2,000,000) plus the indemnification amount of the claims of Buyer pending at that time. Once the claim or claims of Buyer pending after the first anniversary of the Closing Date have been resolved, the Escrow Account shall be reduced to Two Million Dollars ($2,000,000). Any indemnity payment due to Buyers under Section 6.3 shall be paid to Buyer solely from the Escrow Account in the manner provided in the Escrow Agreement and Buyer shall have no recourse against Sellers with respect to any indemnification obligations under Section 6.3 that exceed the then current balance in the Escrow Account.
Escrow of Liquid Assets. Five Hundred Thousand Dollars ($500,000) of the Purchase Price otherwise payable to each of the Belch Sisters for their Shares (for a total of $1,000,000) (collectively, the "Escrow Funds") shall be maintained in an escrow account (the "Escrow Account"), in KeyCorp, pursuant to the terms and provisions of an Escrow Agreement to be executed at Closing substantially in the form attached hereto as Exhibit 11.2 (the "Escrow Agreement").
