Closing Escrow Fund definition

Closing Escrow Fund means the fund established pursuant to Section 2.4(b) into which the Closing Escrow Amount and the ******* Escrow Amount are to be deposited.
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Closing Escrow Fund means an amount equal to $1,637,500, which shall be deposited with the Escrow Agent pursuant to the terms of the Closing Escrow Agreement.
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Closing Escrow Fund means $3,750,000, plus the interest earned thereon, to be held pursuant to the Escrow Agreement.
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Examples of Closing Escrow Fund in a sentence

  • The Purchaser shall deliver the Closing Payment and establish the Closing Escrow Fund in accordance with the provisions of Article II of this Agreement.

  • Thereafter, as soon as any such Unresolved Claims have been resolved, the Escrow Agent shall deliver the remaining portion of the Closing Escrow Fund, if any, no longer required to satisfy such previously Unresolved Claims in the manner set forth in the preceding sentence.

  • Such recovery shall initially be limited, in the case of claims brought pursuant to the Special Indemnification, to the forfeiture of that portion of the Special Escrow Fund having an aggregate value equal to such Losses and any Losses in excess of the Special Escrow Cash Amount shall be limited to the forfeiture of that portion of the Closing Escrow Fund having an aggregate value equal to all such Losses in excess of the Special Escrow Cash Amount.

  • All interest earned on the Closing Escrow Fund shall inure to the benefit of the Seller.

  • In the event that the Seller has consented to any such settlement, the Indemnifying Parties shall have no power or authority to object under any provision of this Article IX to the amount of any Third Party Claim by Parent against the Closing Escrow Fund or special Escrow Fund with respect to such settlement.

  • If not paid to Parent in connection with the indemnification obligations owed to any Parent Indemnified Party, the failure to execute the *******, the failure to obtain the *******, or to cover Taxes, any income and gains of the Closing Escrow Fund shall ultimately be distributable to the Seller in accordance with this Agreement and the Escrow Agreement.

  • Sansom, as representative of the Surviving Corporation, shxxx xxx xxx xxxsonable best efforts to cure, correct and withdraw all such Existing Violations; provided, however, the costs and expenses incurred in connection therewith shall be paid out of the Post Closing Escrow Fund.

  • Promptly following the Closing Date, Parent shall cause the cash to be deposited with the Escrow Agent and the Escrow Agent shall hold such cash in the Closing Escrow Fund as security for the indemnification obligations under Article 9.

  • Escrow Agent may employ such legal counsel and other experts as it may deem necessary to retain for advice in connection with its obligations under this Agreement, may rely upon the advice of such counsel or experts, and shall be reimbursed for the reasonable expense of such counsel or experts, the expense of which shall be borne one-half by MDC and one-half by Purchaser, to be paid from the Closing Escrow Fund either at Closing or at the time of termination prior to Closing.

  • Escrow Agent shall continue to serve until its successor accepts and receives the Closing Escrow Fund.

Related to Closing Escrow Fund

  • Closing Escrow Agreement means the Closing Escrow Agreement, dated as of the date hereof, between the Placement Agent, the Company and the Escrow Agent pursuant to which the Investors shall deposit their Investment Amounts with the Escrow Agent to be applied to the transactions contemplated hereunder, in the form of Exhibit B hereto.

  • 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.

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

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

  • Indemnity Escrow Account means the escrow account established by the Escrow Agent pursuant to the terms of the Escrow Agreement for purposes of holding the Indemnity Escrow Amount.

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

  • Escrow Funds means the Advance funds deposited with the Escrow Agent pursuant to this Agreement.

  • Indemnity Escrow Agreement means the Indemnity Escrow Agreement substantially in the form attached hereto as Exhibit B, among the Sellers, the Buyers and the Escrow Agent.

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

  • Adjustment Escrow Funds means, at any time, the portion of the Adjustment Escrow Amount then remaining in the Adjustment Escrow Account.

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

  • Escrow Deposit has the meaning set forth in Section 2.1.

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

  • Adjustment Escrow Amount means $1,000,000.

  • Indemnification Escrow Amount has the meaning set forth in Section 2.2(b).

  • Working Capital Escrow Amount means $2,000,000.

  • Deposit Escrow Agreement has the meaning set forth in Section 2.2.

  • Indemnification Escrow Fund has the meaning set forth in Section 2.12(a).

  • Adjustment Escrow Account means the escrow account established by the Escrow Agent pursuant to the Escrow Agreement for purposes of holding the Adjustment Escrow Amount and any interest or earnings accrued thereon or in respect thereof.

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

  • Escrow Account The Eligible Account or Accounts established and maintained pursuant to Section 3.09(b).

  • 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.

  • Closing Cash means the aggregate amount of all Cash of the Company as of the close of business on the day immediately preceding the Closing Date.

  • Escrowed Funds Has the meaning, with respect to any Trust, specified in Section 2.02(b).

  • Escrow Property means the Escrow Funds and the Certificates delivered to the Escrow Agent as contemplated by Section 1(c) hereof.

  • Holdback has the meaning set forth in Section 4.1(d)(i).