Escrow Claim Period definition

Escrow Claim Period has the meaning set forth in Section 2.6(b) of this Agreement.
Sample 1Sample 2
Escrow Claim Period has the meaning set forth in Section 23(b) of this Agreement.
Sample 1Sample 2Sample 3
Escrow Claim Period means the period beginning when the Delayed Payment is paid into the Escrow Fund under Section 1.5(c) and ending upon the earlier of (i) the date that a Release is delivered to CEP II, or (ii) August 31, 2017. For purposes of this Agreement, the Carlyle Capital Matter shall be considered to be a pending claim until a court of competent jurisdiction shall have ruled in a final, non-appealable order (x) that there are no outstanding claims related to the Carlyle Capital Matter or (y) as to the monetary amount or damages to be paid by PSI (and/or CEP II and its affiliates) in the Carlyle Capital Matter and such amount (and all damages, liabilities, settlements, losses, costs and expenses, including reasonable attorneys’ fees and disbursements as provided in Section 6.2 above) shall have been paid to Carlyle Capital from the Escrow Fund or otherwise.
Sample 1Sample 2

Examples of Escrow Claim Period in a sentence

  • All representations and warranties made by Cypress shall survive the Closing and expire at the termination of the Escrow Claim Period.

  • The Escrow Fund shall remain in escrow and be held by the Escrow Agent from and after the date the Delayed Payment is paid into the Escrow Fund under Section 1.5(c) until the end of the Escrow Claim Period as security for the obligations of PSI with respect to the indemnification set forth in Section 6.2(f).

  • Subject to the terms of the Escrow Agreement, any portion of the Escrow Fund still held in escrow and not subject to pending, unresolved Indemnification Demands shall be released from the Escrow Fund and deposited with the Exchange Agent within three (3) business days following the end of the Escrow Claim Period.

  • The Representative is hereby authorized to withdraw all or any portion of the Representative Fund and to withhold, or cause to be withheld and paid to the Representative, amounts that would otherwise be distributed to the Indemnifying Parties out of the Escrow Fund (following the termination of the Escrow Claim Period, the resolution of all Claims and the satisfaction of all claims made by the Indemnified Parties for Adverse Consequences), in each case to pay for any Representative expenses.

  • All representations and warranties made by Parent and Merger Sub shall survive the Closing and expire at the termination of the Escrow Claim Period.

  • If any Escrow Funds remain in the Escrow Account at the end of the Escrow Claim Period (as defined below) after distribution of all amounts due BSVN under Sections 4(a) and 4(b) hereof, the Escrow Agent shall distribute to the Representative the amount claimed in the Representative’s notice from (and only to the extent of) the Escrow Fund.

  • The Representative Reserve Fund shall be available through the expiration of the Escrow Claim Period to satisfy any costs and expenses the Representative incurs on behalf of the former holders of WBI Acquisition Shares under this Agreement (“Representative Expenses”) in connection with the Escrow Fund and any claims that might be asserted by BSVN under the Escrow Agreement.

  • Representative Expenses will be paid first using amounts on deposit in the Representative Fund, and second out of any amounts that would otherwise be distributed to the Indemnifying Parties out of the Escrow Fund (following the termination of the Escrow Claim Period, the resolution of all Claims and the satisfaction of all claims made by the Indemnified Parties for Adverse Consequences), and third directly by the Indemnifying Parties promptly against presentation of an invoice by the Representative.

  • All funds retained in the RWI Indemnity Escrow Account after the Escrow Claim Period shall, as appropriate, be released to either Purchaser or Sellers (in the amounts designated by the Sellers’ Representative), as applicable, upon resolution of such disputed claims pursuant to this Agreement and the Escrow Agreement.

  • The Escrow Fund shall be available through the Escrow Claim Period (as defined in the Escrow Agreement) for any Escrow Claim (as defined in the Escrow Agreement).


More Definitions of Escrow Claim Period

Escrow Claim Period has the meaning set forth in Section 7.4.
Sample 1
Escrow Claim Period shall have the meaning set forth in Section 5 of this Agreement.
Sample 1
Escrow Claim Period has the meaning set forth in Section 2.08(b).
Sample 1
Escrow Claim Period has the meaning assigned to it in paragraph 2.1.2 of Schedule 4;
Sample 1

Related to Escrow Claim Period

  • Claim Period means the period of time during which a Settlement Class Member must submit a Claim Form to be eligible to receive a Cash Benefit or Billing Credit Option as part of the Settlement. The Claim Period shall commence not later than thirty (30) days after the Preliminary Approval Date, as defined herein, and shall conclude not more than ninety (90) days after it commences.

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

  • 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.

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

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

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

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

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

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

  • 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.

  • 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.

  • 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.

  • Claim Objection Deadline means the first Business Day that is 180 days after the Effective Date, as may be extended by order of the Bankruptcy Court.

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

  • Unresolved Claim means a Claim, which at the relevant time, in whole or in part: (a) has not been Finally Determined to be a Proven Claim in accordance with the Amended Claims Procedure Order and this Plan; (b) is validly disputed in accordance with the Amended Claims Procedure Order; and/or (c) remains subject to review and for which a Notice of Allowance or Notice of Revision or Disallowance (each as defined in the Amended Claims Procedure Order) has not been issued to the Creditor in accordance with the Amended Claims Procedure Order as at the date of this Plan, in each of the foregoing clauses, including both as to proof and/or quantum;

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

  • Claims Period means the period during which a claim for indemnification may be asserted hereunder by an Indemnified Party.

  • Claim Certificate shall have the meaning set forth in Section 8.6(a).

  • Expected Claim Notice means a notice that, as a result of a legal proceeding instituted by or written claim made by a third party, an Indemnified Party reasonably expects to incur Damages for which it is entitled to indemnification under Article VI.

  • Indemnification Claim Notice has the meaning set forth in Section 11.3.

  • Unresolved Claims has the meaning set forth in Section 7.6(c).

  • Claim Amount means the amount calculated in accordance with Section 6.2 of this Policy.

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

  • Indemnification Escrow Agreement means an agreement in substantially the form attached hereto as Exhibit B, between the Escrow Participant, the Escrow Agent and the Purchaser with respect to the Indemnification Escrow Shares to reflect the terms set forth in Section 10.3.

  • Claimed Amount means the amount of any Damages incurred or reasonably expected to be incurred by the Indemnified Party.