Escrow Amount 2 definition

Escrow Amount 2 means the sum of £148,941to be placed into the Escrow Account 2 and released to the Seller and the Purchaser in accordance with the provisions of Clause 5.4.
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Escrow Amount 2 means $4,000,000.00 (in words: US Dollar four million).
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Escrow Amount 2 means US$3,740,500;
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Examples of Escrow Amount 2 in a sentence

  • Any time there is a claim of the Purchaser covered by the Escrow Amount 2, such claim of the Purchaser shall in the first instance be debited against the Escrow Amount 2, and (only after there are no more funds available under the Escrow Amount 2) in the second instance against the Escrow Amount 1.

  • The Escrow Amount, as may be increased from time to time by interest accruing thereon if applicable and as reduced from time to time by any amounts paid out to the Purchaser from the Escrow Amount (the Escrow Fund), will be maintained by the Escrow Agent, whereby the Escrow Amount 1 shall be maintained until the Escrow Release Date 1 and the Escrow Amount 2 shall be maintained until the Escrow Release Date 2.

  • The Escrow Amount 2 shall serve as an additional security for indemnification of claims for Fundamental Seller Guarantees and for specific indemnification in accordance with Clause 12 and 13.

  • Escrow Amount 1 and Escrow Amount 2 shall be hereinafter referred to as the “Escrow Amount”.

  • If the report concludes that the cell line: [CONFIDENTIAL TREATMENT REQUESTED], then the Parties shall promptly instruct the escrow agent to release Escrow Amount 2 to Somanta.

  • In the event that any amount is due by the Seller to the Buyer as indemnification regarding the Bribery Case, then the Escrow Amount 2, together with any interest thereon, or part thereof, shall be released to the Buyer, in the amount of such indemnification.

  • Payments to Buyer shall be paid (1) first from the Closing Adjustment Escrow Amount; (2) then, to the extent the Closing Adjustment Escrow Amount is insufficient, from the Indemnity Escrow Amount; (3) then, to the extent the Closing Adjustment Escrow Amount and Indemnity Escrow Amount are insufficient, directly from Seller Representative on behalf of Seller to Buyer via wire transfer of immediately available funds to such account as is directed by Buyer; in each case, by the Post-Closing Payment Date.

  • On the Closing Date, Purchaser paid to Seller Parent the Closing Cash (1) less the Indemnity Escrow Amount, (2) less the Special Indemnity Escrow Amount, (3) less the Working Capital Escrow Amount, (4) less the Closing Payments, and (5) less the Unpresented Check Holdback, by wire transfer of immediately available funds, as such calculation of the Closing Cash is set forth on Schedule 3.2.

  • The following terms have the meanings defined for such terms in the Sections set forth below: Aggregate Purchase Consideration 2.6(a) Agreement Preamble Asset Purchase Recitals Assumed Liabilities 2.3 Assumption Document 3.2(b)(i) Business Preamble Buyer Preamble Parent Common Stock 2.3(b)(ii) Buyer Indemnified Parties 8.2(a) Buyer Threshold Amount 8.2(e) Claim 8.2(c) Claim Notice 8.2(c) Closing 3.1 Closing Date 3.1 Disagreement Notice 8.2(c)(ii) Earnout Consideration 2.7 Escrow Amount 2.


More Definitions of Escrow Amount 2

Escrow Amount 2 has the meaning given to it Section 7 of this Agreement; Expenditures means any and all reasonable and justified expenditure and/or costs and expenses, including the costs and expenses related to legal and other professional assistance, necessary to be incurred by a given Party, the Company and/or one of the Target Companies in order to remedy a given Breach, i.e. in order to restore the legal and/or factual state to the legal and/or factual state that should have existed, had there been no Breach; Fixed Assets has the meaning given to it in Section 10 of this Agreement Guarantee has the meaning given to it in Section 12 of this Agreement; Inventory Days means Total Inventories *90 days Last 3 months COGS Key Managers has the meaning given to it in Section 12 of this Agreement;
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Escrow Amount 2 shall have the meaning set out in Article 2.6(a).
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Related to Escrow Amount 2

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

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

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

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

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

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

  • 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 Cash is defined in Section 4.1(a).

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

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

  • 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.

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

  • 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.

  • 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.

  • 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.

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

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

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

  • 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.

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

  • Pre-Funded Amount With respect to any date of determination, the amount on deposit in the Pre-Funding Account.

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

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

  • 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.

  • Transfer Deposit Amount has the meaning given to it in Section 2.02(b).