Examples of Adjustment Escrow Shares in a sentence
The Adjustment Escrow Shares shall be held in a segregated account for the return to Parent with respect to any post-closing adjustment to the Estimated Closing Merger Consideration in Parent’s favor pursuant to Section 3.6 and shall be disbursed in accordance with this Agreement and the Escrow Agreement.
Until the Adjustment Escrow Date, each of the holders of Company Capital Stock shall have the right to exercise any voting or consent rights pertaining to the Adjustment Escrow Shares held in the Escrow Account in the name of such holder.
Upon receipt of such amount, Buyer shall deposit or cause to be deposited in the Escrow Accounts the number of Indemnity Escrow Shares and Adjustment Escrow Shares attributable to such Potential Seller as a Seller hereunder.
Pursuant to Section 2.02(a)(ii)(2) of the Merger Agreement, on the Closing Date, Parent shall deliver to the Escrow Agent an aggregate of [—]2 shares of Parent Common Stock in book entry form (the “Indemnity Escrow Shares” and, together with the Adjustment Escrow Shares, the “Escrow Shares”) to be held as a book position in the name of American Stock Transfer & Trust Company, LLC, as escrow agent.
This Agreement shall terminate when all of the Adjustment Escrow Shares have been distributed in accordance with this Agreement.