Holdback Escrow. At the Closing, the Buyer shall deposit (or cause to be deposited) an amount equal to the Holdback Amount with the Escrow Agent to be held pursuant to the terms of the Holdback Escrow Agreement (the “Holdback Escrow”). Such amount delivered to the Escrow Agent, together with any investment proceeds thereon, and subject to any reduction for distributions made pursuant to the terms of the Holdback Escrow Agreement, are referred to herein, collectively, as the “Holdback Funds”. If the Buyer or a Buyer Related Party (including, following the Closing, Reorganized RentPath) suffers, sustains or incurs any Holdback Liabilities, it shall promptly provide reasonably detailed written evidence of such Holdback Liabilities to the other Parties (a “Holdback Notice”). The Holdback Funds shall be distributed as follows:
(a) following the Closing, if the Buyer or a Buyer Related Party (including, following the Closing, Reorganized RentPath) suffers, sustains or incurs any Holdback Liabilities, the Sellers and the Buyer shall deliver a joint written instruction to the Escrow Agent within two (2) Business Days after a Holdback Notice is duly delivered (or, if a Party disputes the nature or amount of the liabilities described in the Holdback Notice, within two (2) Business Days after such dispute is resolved), which joint written instruction shall direct the Escrow Agent to release Holdback Funds in an amount equal to such Holdback Liabilities to an account designated by Buyer or such Buyer Related Party;
(b) after the occurrence of the Sellers’ administrative claims bar date (the “Administrative Claims Bar Date”), within five (5) Business Days following the Buyer’s receipt from Sellers (or Wind Down Co.) of an analysis (with supporting material) of the then-outstanding claims asserted against any Seller, any Seller Related Party or Wind Down Co. with respect to any Specified Tax Liabilities (such claims, including any such similar claims asserted against Buyer or a Buyer Related Party (including, following the Closing, Reorganized RentPath), the “Specified Tax Liabilities Claims”), the Sellers and the Buyer shall deliver a joint written instruction to the Escrow Agent instructing the Escrow Agent to release to Wind Down Co. the difference between (i) $5,000,000 minus (ii) the Specified Tax Liabilities Claims, which resulting number, if negative, shall be deemed to be zero; the amount of the Holdback Funds not so released are referred to herein, collectively, as the “Remaini...
Holdback Escrow. Upon Closing, a portion of the Closing Payment in the amount equal to the “Post-Closing Escrow Funds” (as defined herein) shall be held in an escrow (the “Holdback Escrow”) by Escrow Holder pursuant to and in accordance with the terms of a Holdback Escrow Agreement by and among Buyer (or its assignee(s)), Existing Owner, the Other Existing Owners (as defined herein) and Escrow Holder in the form attached hereto as Exhibit K (the “Holdback Escrow Agreement”).
Holdback Escrow. A Holdback Escrow Agreement in the form attached hereto as Exhibit U (the “Holdback Escrow Agreement”).
Holdback Escrow. At Closing, Seller shall deliver to Escrow Agent the amount set forth on Section 29(g) of Exhibit A (the “Escrowed Funds”). The Escrowed Funds shall be held by Escrow Agent pursuant to an escrow agreement by and between Seller, Related Sellers, Purchaser, Related Purchasers and Escrow Agent in substantially the form attached hereto as Exhibit 29.
Holdback Escrow. At Closing, Seller shall deposit $145,000 into a strict joint escrow with the Title Company by and among Seller, Purchaser and the Title Company (the"Holdback Escrow"), which shall be separate from the escrows described in Section 4.4 of the Sale Agreement. The cost of the Holdback Escrow, if any, shall be split equally by the parties.
Holdback Escrow. In order to secure the indemnities provided by Seller and other obligations of Seller provided for herein, at Closing, Seller agrees to deposit into escrow with the Title Insurer in accordance with an indemnity escrow agreement (the “Holdback Escrow Agreement”) entered into by the parties TWO MILLION DOLLARS ($2,000,000.00) (the “Holdback Escrow Funds”) of the Purchase Price paid to it in an interest bearing account, which interest is to accrue to the benefit of Seller, for a period of fifteen (15) months from the Closing. The Holdback Escrow Funds shall be used to satisfy any entitlement of Buyer pursuant to this Agreement. The Holdback Escrow Funds, and any interest accrued thereon, shall be disbursed to Seller upon the expiration of fifteen (15) months from the Closing unless Buyer has made a claim for indemnification under this ARTICLE X and such claim is then outstanding.
Holdback Escrow. In order to secure the indemnities provided by Seller and other obligations of Seller provided for herein, at Closing, Seller agrees to deposit into escrow with the Title Insurer in accordance with an indemnity escrow agreement (the “Holdback Escrow Agreement”) entered into by the parties Two Hundred Fifty Thousand Dollars ($250,000.00) (the “Holdback Escrow Funds”) of the Purchase Price paid to it in an interest bearing account, which interest is to accrue to the benefit of Seller, for a period of eighteen (18) months from the Closing. The Holdback Escrow Funds shall be used to satisfy any entitlement of Buyer pursuant to this Agreement.
Holdback Escrow. (a) Simultaneously herewith Landlord is authorizing the Escrow Agent to disburse to Tenant a portion of the balance of the Final Payment in the amount of $3,000,000, which constitutes a portion of “Escrowed Funds” as defined in the First Amendment.
(b) Upon delivery to Landlord of (i) a certification in the form of Schedule A attached hereto executed by Tenant and containing true and complete copies of all exhibits referenced therein and (ii) a true and complete copy of all of the Applications for Payment submitted to Tenant by Xxxx Enterprises Real Estate Group with respect to the construction of the Property, Landlord will authorize the Escrow Agent to release the entire balance remaining of the Escrowed Funds to Tenant together with any interest which has accrued on the Escrowed Funds while in escrow.
Holdback Escrow. Purchaser acknowledges that Seller’s general contractor will be completing certain work under the Patagonia, Inc. leases for Xxxxxxxx 0, Xxxxxxxx 0 and Building 4 and certain work to the common areas of the Property following the Closing. Upon the Closing, the sum of one hundred twenty-five percent (125%) of the outstanding costs to complete the remaining outstanding tenant improvements described in Exhibit J shall be retained from Seller’s proceeds and held in escrow by the Title Company, which shall represent the balance due Seller’s general contractor and which shall be released by Title Company pursuant to the terms of the Escrow Agreement attached hereto as Exhibit K. Notwithstanding the foregoing, Seller reserves the right to invoice Patagonia, Inc., after Closing for any additional tenant improvement work requested by Patagonia, Inc. as evidenced by any appropriate executed change orders and outlined in Exhibit K.
Holdback Escrow. The Agreement is hereby amended by adding new Sections 2.3 through 2.5 thereto, which read in their entirety as follows:
