Holdback Payment. 7 1.37 Holdings ................................................ 7 1.38
Holdback Payment. Holdback Payment" shall mean an amount equal to $750,000.00, less the indemnification payments satisfied pursuant to Section 9.7 hereof, which amount shall be paid by Buyer to Figgie pursuant to Section 8.9 hereof.
Holdback Payment. On the sixth anniversary of the Closing Date, Buyer shall pay to Figgie the Holdback Payment.
Holdback Payment. (a) Within three (3) business days after the date on which Sellers and Helix have finally and fully resolved the Pending Litigation and paid in full all liabilities associated therewith including the attorneys’ fees, court costs or other expenses related thereto (collectively, the “Full Resolution”), Buyer shall pay to Sellers, by wire transfer of immediately available funds, to an account or accounts specified by Sellers in writing, an amount equal to $200,000 of the Holdback Amount, minus the sum of (A) any amounts which have been then set off against indemnification obligations of Sellers and Helix pursuant to Section 5.8, and (B) any amounts against which indemnification claims have been made under Article 5, but which have not been resolved as of such date (collectively, the “Pending Claims”); and
Holdback Payment. 7.2(c) Indemnification Letter ........................... 9.19
Holdback Payment. At Closing, in accordance with the terms of an ----------------- escrow agreement, substantially in the form of Exhibit H (the "Escrow --------- Agreement"), Purchaser will deliver into escrow 433,333 shares of HESG Common Stock (the "Holdback"). The Holdback will be subject to set-off for (i) any net accounts receivable of Seller in existence as of the Closing as shown on the Closing Date Balance Sheet and determined in accordance with Seller's customary practices (the "Net Accounts Receivable") that are not collected within 150 days of the Closing, and (ii) any other Indemnity Claims (as defined herein) under this Agreement which arise during the period of the Holdback. Seller covenants that it will assist Purchaser in the collection of outstanding Net Accounts Receivables in a manner consistent with past collection practices of Seller. Any uncollected Net Accounts Receivable set-off against the Holdback will be reassigned back to Seller and any amounts subsequently collected by Purchaser on account of such Net Accounts Receivable will be promptly turned over to Seller. No later than nine months after the Closing Date, subject to Purchaser's right to set-off, the Shares remaining in escrow, if any, will be delivered to Seller.
Holdback Payment. No later than 150 days after the Closing Date, Purchaser shall pay Seller the sum of One Million Dollars ($1,000,000) (the "Holdback") by wire transfer or other immediately available funds. The Holdback shall be subject to setoff for (i) any accounts receivable of Seller in existence as of the Closing that are not collected within 120 days of the Closing (to the extent such uncollected accounts receivable exceed in amount the Doubtful Accounts Allowance provided for in Section 5.1.7); (ii) the amount, if any, by which notes payable to third parties included in the Assumed Liabilities, as reflected on the Closing Date Balance Sheet, exceed the amount of such notes payable as reflected on Seller's December 31, 1996 Financial Statements to the extent such excess is greater than the increase in the value of the fixed assets included in the Assets, as reflected on the Closing Date Balance Sheet, above the value of such fixed assets as reflected on Seller's December 31, 1996 Financial Statements; and (iii) any other Indemnity Claims (as defined herein) under this Agreement which arise during said 150 day period. Any accounts receivable as to which Purchaser exercises its right of setoff shall be reassigned to Seller. Purchaser shall give Seller a written notice specifying any setoffs made or to be made against the Holdback. If Seller disputes any of such setoffs, it shall so notify Purchaser prior to that date which is 30 days after its receipt of Purchaser's Notice. If Seller and Purchaser cannot resolve any of such disputes within thirty (30) days after the date of Purchaser's receipt of Seller's notice, Seller shall be free to submit such unresolved disputes to arbitration as provided in Section 6.2.4 hereof.
Holdback Payment. (a) If the Company or any of its Affiliates is confirmed as a successful bidder and is awarded the Retention Contract, then an amount (if greater than zero) equal to the Holdback Amount minus the aggregate Extension Amounts paid by Buyer pursuant to Section 2.7(b) shall be due and payable within five (5) Business Days of Buyer’s receipt of such confirmation in writing and a copy of the written definitive Retention Contract executed and delivered by both the Company (or its Affiliate) and the applicable Governmental Entity; provided, however, that if there is a bid protest challenge to the award of the Retention Contract, such payment shall not become due and payable until the resolution of such challenge and the reconfirmation of the Retention Contract award.
Holdback Payment. Upon the fifth anniversary of the Effective Date or, if earlier, upon the occurrence of an IPO, Sale of Stock or Sale of Assets, the Company shall promptly pay the Participant an amount in cash equal to the following:
Holdback Payment. At the Closing, Buyer shall deposit with Bond, ---------------- Sxxxxxxxx & Kxxx, LLP, as escrow agent (the "Escrow Agent"), the remaining TEN ------------ PERCENT (10%) of the cash component of the Purchase Price (the "Holdback -------- Payment"). The terms of the custody and release of the Holdback Payment shall be governed by an escrow agreement, by and among the parties hereto and the Escrow Agent, in form and substance reasonably satisfactory to the parties hereto (the "Escrow Agreement"). Among other things, the Escrow Agreement shall ---------------- provide that on the day (or if such day is not a business day, then the next following business day) that is 90 days after the Closing Date, the Escrow Agent shall release the Holdback Payment by wire transfer to an account specified by @POS at least three (3) business days before such date, provided, that if Buyer -------- has asserted one or more indemnification claims under and in accordance with Article XII prior to the end of business day on the Expiration Date, Escrow ----------- Agent shall be entitled to withhold in escrow on behalf of Buyer an amount equal to the amount of such indemnification claims until at such time as such claims are adjudicated by a final, non-appealable decision of a court of competent jurisdiction or are settled by the parties hereto (in each case, upon such adjudication or settlement, the Escrow Agent shall release all unpaid portion, if any, of the Holdback Payment belonging to Sellers).
