Adjustment Escrow definition

Adjustment Escrow has the meaning set forth in Section 2.2(ii) hereof.

Adjustment Escrow means the portion of the Escrow Account designated for the Adjustment Escrow Amount to be held by the Escrow Agent in accordance with the terms of the Escrow Agreement.

Adjustment Escrow has the meaning set forth in Section 2.04(d).

Examples of Adjustment Escrow in a sentence

• As of immediately prior to or substantially simultaneously with the Closing, Parent will have sufficient funds to pay the Merger Consideration and to effect all other transactions contemplated by this Agreement and the Purchase Price Adjustment Escrow Agreement.

• The fees, expenses and costs of the Independent Accountant shall be borne equally by Parent and the Fully-Diluted Stockholders, with the portion to be borne by the Fully-Diluted Stockholders being paid solely out of the Purchase Price Adjustment Escrow Account.

• The Post-Closing Adjustment Escrow Fund and the Indemnification Escrow Fund shall be held by the Escrow Agent under the Escrow Agreement pursuant to the terms thereof.

• The Post-Closing Adjustment Escrow Shares and the Indemnification Escrow Shares shall not be subject to any Lien, trustee process or any other judicial process of any creditor of any Party, and shall be held and disbursed solely for the purposes and in accordance with the terms of the Escrow Agreement.

• In the event that the Multiple Voting Shares available in the Adjustment Escrow Account are less than the required number of shares to satisfy the Net Working Capital Deficit, the Adjustment Escrow Account shall be the sole source of recovery for the Net Working Capital Deficit, and the Stockholders and the Stockholder Representative shall not have any liability for any amounts due pursuant to this Section 2.17 in excess of the Adjustment Escrow Account.

More Definitions of Adjustment Escrow

Adjustment Escrow shall have the meaning in Section 1.5(b).

Adjustment Escrow means a portion of the Escrow Fund, as such term is defined in the Escrow Agreement, in the amount of Four Hundred Thousand Dollars ($400,000).

Adjustment Escrow means Five Hundred Thousand Dollars ($500,000), to be held by the Escrow Agent pursuant to the terms of the Escrow Agreement pending final calculation of the Post-Closing Adjustment Amount and disbursed in accordance with the provisions of Section 2(f)(vi).

Adjustment Escrow shall have the meaning as given in the Recitals hereto.

Adjustment Escrow. As defined in Clause 4.1.1.

Adjustment Escrow shall have the meaning set forth in Section 3.5(c).

Adjustment Escrow means an amount in cash equal to $15,000,000.00, together with any interest or other earnings thereon, which amounts shall be deposited with and held by the Escrow Agent pursuant to the Escrow Agreement to secure and serve as a fund in respect of any required payment to Buyer pursuant to Section 2.4.