Common use of Security and Offset Clause in Contracts

Security and Offset. Buyer and Sellers’ Representative hereby grant to Escrow Agent and the other Indemnified Parties a first priority security interest in, lien upon and right of sale and offset against the Escrow Funds with respect to any compensation or reimbursement due any of them hereunder (including any claim for indemnification hereunder). If for any reason the Escrow Funds are insufficient to cover such compensation and reimbursement, Buyer and Sellers’ Representative shall promptly pay such amounts upon receipt of an itemized invoice.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Universal Logistics Holdings, Inc.), Stock Purchase Agreement (Universal Logistics Holdings, Inc.)

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Security and Offset. Seller Representative, Buyer and Sellers’ Representative the Designees hereby grant to Escrow Agent and the other Indemnified Parties a first priority security interest in, lien upon and right of sale and offset against the Escrow Funds Amount with respect to any compensation or reimbursement due any of them hereunder (including any claim for indemnification hereunder). If for any reason the Escrow Funds are Amount is insufficient to cover such compensation and reimbursement, Buyer and Sellers’ Seller Representative shall promptly pay such amounts to Escrow Agent or any Indemnified Party upon receipt of an itemized invoice.

Appears in 2 contracts

Samples: Equity Interest Purchase Agreement, Equity Interest Purchase Agreement

Security and Offset. Buyer and Sellers’ Representative Seller hereby grant to Escrow Agent and the other Indemnified Parties a first priority security interest in, lien upon and right of sale and offset against the Escrow Funds Escrowed Property with respect to any compensation or reimbursement due any of them hereunder (including any claim for indemnification hereunder). If for any reason the Escrow Funds are insufficient to cover such compensation and reimbursement, Buyer and Sellers’ Representative Seller shall promptly pay such amounts to Escrow Agent or any Indemnified Party upon receipt of an itemized invoice.

Appears in 1 contract

Samples: Stock Purchase Agreement (Plantronics Inc /Ca/)

Security and Offset. Buyer Purchaser and Sellers’ Representative Seller hereby grant to Escrow Agent and the other Indemnified Parties a first priority security interest in, lien upon and right of sale and offset against the Escrow Funds Fund with respect to any compensation or reimbursement due any of them hereunder (including any claim for indemnification hereunder). If for any reason the Escrow Funds Fund are insufficient to cover such compensation and reimbursement, Buyer Purchaser and Sellers’ Representative Seller shall promptly pay such amounts upon receipt of an itemized invoice. 13.

Appears in 1 contract

Samples: Asset Purchase Agreement (Comstock Holding Companies, Inc.)

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Security and Offset. Buyer Purchaser and Sellers’ Sellers Representative hereby grant to Escrow Agent and the other Indemnified Parties a first priority security interest in, lien upon and right of sale and offset against the Escrow Funds with respect to any compensation or reimbursement due any of them hereunder (including any claim for indemnification hereunder). If for any reason the Escrow Funds are insufficient to cover such compensation and reimbursement, Buyer Purchaser and Sellers’ Sellers Representative shall promptly pay such amounts to Escrow Agent or any Indemnified Party upon receipt of an itemized invoice.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Vocera Communications, Inc.)

Security and Offset. Buyer Purchaser and Sellers’ Representative Sellers hereby grant to Escrow Agent and the other Indemnified Parties a first priority security interest in, lien upon and right of sale and offset against the Escrow Funds with respect to any compensation or reimbursement due any of them hereunder (including any claim for indemnification hereunder). If for any reason the Escrow Funds are insufficient to cover such compensation and reimbursement, Buyer Purchaser and Sellers’ Representative Sellers shall promptly pay such amounts upon receipt of an itemized invoice.

Appears in 1 contract

Samples: Asset Purchase Agreement (American Virtual Cloud Technologies, Inc.)

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