ESCROW AGREEMENTEscrow Agreement • May 10th, 2018 • RMG Networks Holding Corp • Services-business services, nec • Delaware
THIS ESCROW AGREEMENT (this “Agreement”) is made and entered into as of April 23, 2018, by and between RMG Networks Holding Corporation, a Delaware corporation, (the “Company”), SCG Digital, LLC, a Delaware limited liability company (“Parent”), SCG Digital Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), and, SCG Digital Financing, LLC (“Lender” and, together with the Company, Parent and Merger Sub, sometimes referred to individually as a “Party” and collectively as the “Parties”), and Citibank, National Association, as escrow agent (the “Escrow Agent”). Capitalized terms not defined herein shall have the meanings assigned to them in that certain Subordinated Loan and Security Agreement, dated as of April 2, 2018 (the “Loan Agreement”), by and between the Company, certain Subsidiaries of the Company party thereto and the Lender and/or that certain Agreement and Plan of Merger, dated as of April 2, 2018 (the “Merger Agreement” and, togethe
