Cash Holdback Amount definition

Cash Holdback Amount means (i) the Non-Qualified Shareholder Percentage multiplied by (ii) Nine Million Dollars ($9,000,000).
Sample 1Sample 2
Cash Holdback Amount means an amount equal to $750,000.
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Cash Holdback Amount means the (i) Indemnity Holdback Amount and (ii) Purchase Price Holdback Amount.
Sample 1

Examples of Cash Holdback Amount in a sentence

  • The Cash Holdback Amount (as defined below) shall be retained by Buyer to secure the adjustments to the Consideration pursuant to Section 2.4 and the indemnification obligations in Article X.

  • At the Closing, Purchaser shall retain an amount equal to the Cash Holdback Amount for purposes of satisfying (i) the Purchase Price adjustments set forth in Section 1.3, (ii) the Additional Payment Amount, and (iii) claims pursuant to and in accordance with ARTICLE 7 of this Agreement.

  • It being understood that Buyer will hold, on behalf of Sellers, One Million Two Hundred Fifty Thousand Dollars and No Cents ($1,250,000.00) of Xxxxxxx Closing Date Shares (valued in accordance with the first sentence of this Section) as security for Sellers' indemnification Obligations set forth in Article X below (the "Stock Holdback Amount," and together with the Cash Holdback Amount, the "Holdback Amount").

  • The Cash Holdback Amount shall be withheld from the Closing Cash Consideration paid to the Previous Equityholders at Closing as provided in Section 2.7(c).

  • Parent shall have paid each Shareholder such Shareholder’s pro rata portion of the Merger Consideration, less the Cash Holdback Amount and the Escrow Shares.

  • The Cash Holdback Amount shall accrue interest at a rate of prime per annum until distributed in accordance with this Section 6.9.

  • The amount of any decrease, plus interest at a rate of prime per annum from the Closing Date until the date deducted pursuant to this Section 2.7(d)(ii), shall be deducted by Parent from the Holdback Consideration by (A) reducing the Cash Holdback Amount by the product of (x) the Adjustment Amount and (y) the Cash Holdback Consideration Percentage and (B) reducing the Stock Holdback Amount by the product of (x) the Adjustment Amount and (y) the Stock Holdback Consideration Percentage.

  • The Buyer Affiliates may elect to set off against and recoup from any Seller Party, the Holdback Amount (whether from the Cash Holdback Amount or the Stock Holdback Amount) the Indemnifiable Damages, and any such Xxxxxxx Securities so set-off against will immediately be deemed to be canceled.

  • The Cash Holdback Amount shall be held by Parent and administered following the Closing in accordance with the terms of the Cash Holdback Agreement and the payment and/or forfeiture of the Cash Holdback Amount with respect to the Cash Holdback Stockholder will be subject to the terms and conditions of the Cash Holdback Agreement.

  • In addition, they have very limited time cover a large number of curricula and PBL is time consuming teaching method in agreement to this Hendricson and Cohen (2001) argued that dental curricula are overcrowded and PBL was inserted as an “add-on.” Further, dental faculty are perhaps not fully aware of the benefits of PBL or are sceptical about replacing existing methods in dental education with PBL or even increasing its use largely.


More Definitions of Cash Holdback Amount

Cash Holdback Amount means $5,000,000.
Sample 1
Cash Holdback Amount means the sum of the Working Capital Holdback Amount and the Cash Indemnification Holdback Amount, which shall be deposited into an escrow account (the "ESCROW ACCOUNT") to be established by Buyer and the Seller's Representative with SunTrust Bank,
Sample 1
Cash Holdback Amount has the meaning set forth in Section 3.1.
Sample 1
Cash Holdback Amount means the (i) Indemnity Holdback Amount and (ii) Purchase Price Holdback Amount. “CERCLA” means the Comprehensive Environmental Response, Compensation and Liability Act, 42 U.S.C. ss. 9601, etseq.
Sample 1
Cash Holdback Amount means Nine Hundred Thirty-Three Thousand Three Hundred Thirty-Four Dollars ($933,334.00).
Sample 1
Cash Holdback Amount means (a) as of the Equity Release Date, the Cash Proceeds and (b) as of the applicable date of determination after the Equity Release Date, the amount described in subpart (a) of this definition, minus any and all disbursements and distributions of such Cash Holdback Amount made after the Equity Release Date pursuant to Section 10.4.”
Sample 1

Related to Cash Holdback Amount

  • Holdback Amount has the meaning set forth in Section 2.1(c).

  • Escrow Amount has the meaning set forth in Section 2.1(c).

  • Escrow Cash is defined in Section 4.1(a).

  • Indemnity Escrow Amount means $3,000,000.

  • Cash Amount means an amount of cash equal to the product of (i) the Value of a REIT Share and (ii) the REIT Shares Amount determined as of the applicable Valuation Date.

  • Aggregate Cash Consideration has the meaning set forth in Section 3.01(b)(ii).

  • Cash Portion is defined in Section 2.2(a)(iii) hereof.

  • Cash Contribution Amount means the aggregate amount of cash contributions made to the capital of the Issuer or any Guarantor described in the definition of “Contribution Indebtedness.”

  • Closing Cash Consideration has the meaning set forth in Section 2.6(a)(i).

  • Retained Amount means the present value (as determined in accordance with sections 280G(b)(2)(A)(ii) and 280G(d)(4) of the Code) of the Total Benefits net of all federal, state and local taxes imposed on Executive with respect thereto.

  • Adjustment Escrow Amount means $2,000,000.

  • Cash Election Amount means the product of the number of Cash Election Shares multiplied by the Cash Election Consideration.

  • Working Capital Escrow Amount means $1,000,000.

  • Closing Cash Amount has the meaning set forth in Section 2.2.

  • Cash Consideration has the meaning set forth in Section 2.2.

  • Indemnity Escrow Fund means the Indemnity Escrow Amount deposited with the Escrow Agent, as such sum may be increased or decreased as provided in this Agreement and the Escrow Agreement, including any remaining interest or other amounts earned thereon.

  • Non-Cash Consideration means the Fair Market Value of non-cash consideration received by the Borrower or a Subsidiary in connection with an Asset Sale less the amount of cash or Cash Equivalents received in connection with a subsequent sale of or collection on such Non-Cash Consideration.

  • Closing Payment Amount will have the meaning set forth in Section 1.3(a).

  • Escrow Fund means the escrow fund established pursuant to the Escrow Agreement.

  • Purchase Price Adjustment Escrow Amount means $1,500,000.

  • Post-Closing Adjustment Amount has the meaning set forth in Section 2.2(a).

  • Professional Fee Escrow Amount means the aggregate amount of Professional Fee Claims and other unpaid fees and expenses Professionals estimate they have incurred or will incur in rendering services to the Debtors prior to and as of the Confirmation Date, which estimates Professionals shall deliver to the Debtors as set forth in Article II.C hereof.

  • Earn-Out Amount has the meaning set forth in Section 2.07(a).

  • Closing Cash Payment has the meaning set forth in Section 2.06(a).

  • Unadjusted Principal Distribution Amount As defined in the definition of “Principal Distribution Amount.”

  • Earnout Amount has the meaning set forth in Section 2.7(a).