Escrow Condition has the meaning given in clause 4.1.2;
Escrow Condition means the condition that the Consideration Shares comprising the Consideration to be issued to the Principals in connection with the Arrangement shall be subject to escrow and released as follows: 1/5th of such Consideration Shares shall be released on the on the Effective Date, 1/5th of such Consideration Shares shall be released on the date that is three (3) months after the Effective Date, and 1/5th of such Consideration Shares shall be released every three (3) months thereafter;
Examples of Escrow Condition in a sentence
If an Eligible Participant ceases to be an Eligible Participant as a result of an occurrence other than certain bad leaver occurrences prior to the satisfaction of all Restriction Conditions, the escrow restriction applied under the Escrow Condition in relation to the Plan Shares held by the Participant will be extended by 6 months.
In addition, the absence of an Event of Default shall not be an Escrow Condition that must be satisfied or waived in order for the Escrow Property to be released from the Escrow Account pursuant to Section 6.2 of this Agreement or Section 3(b) of the Escrow Agreement.
In addition, the absence of an Event of Default shall not be an Escrow Condition that must be satisfied or waived in order for the Escrow Property to be released from the Escrow Account pursuant to Section 4.02 of this Agreement or Section 3(b) of the Escrow Agreement.
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On fulfilment of the Escrow Condition all parties to this Agreement will become bound contemporaneously.
More Definitions of Escrow Condition
Escrow Condition means the delivery of an Officers’ Certificate instructing the Escrow Agent to release the Escrow Property from the Escrow Account and certifying that, prior to or concurrently with the release of the Escrow Property from the Escrow Account, (i) the Acquisition shall have been consummated and the existing reserve-based credit facility of the Acquired Business retired in all material respects as described under “Summary—The Transactions” in the Offering Memorandum, (ii) borrowings under the Term Loan Facility shall have been made, (iii) investments in EPE Acquisition, LLC’s equity by funds affiliated with the Sponsors and other investors shall have been made and (iv) borrowings under the Credit Agreement shall have been made, in the case of clauses (ii), (iii) and (iv) above in an aggregate amount sufficient, when taken together with the net proceeds of the Notes and the Senior Notes, to fund the Acquisition and to pay related fees and expenses, and (v) the Subsidiary Guarantors that have on such date guaranteed the Credit Agreement shall have, by supplemental indenture effective upon the Escrow Release Date, become parties to this Indenture as Subsidiary Guarantors.
Escrow Condition means the release of all of the SDIF Pledge(s);
Escrow Condition means the completion of Capital Raise(s) of the Purchaser for aggregate gross proceeds that cumulatively meet or exceed $8,000,000.
Escrow Condition means that both (i) the AER has approved the transfer of the Assets and License Transfers related to the Assets from Vendor to Purchaser over which the AER has jurisdiction; and (ii) no Third Party has applied to the Court for a further order vacating, substituting, modifying or varying the terms of the Approval Order and has not been resolved, to the satisfaction of Purchaser acting reasonably, prior to the Escrow Deadline;
Escrow Condition means that the steps taken towards, and the documents delivered for the purposes of, completing the sale and purchase of the Non-ISP Interests are taken and/or delivered subject only to the condition that if the Scheme has not become effective by filing of the Order with the Registrar within 15 days after the Escrow Completion Date, those steps shall be deemed not to have been taken and all documents shall be returned and deemed never to have been delivered;
Escrow Condition means the filing of the final order of the Federal Court of Australia (Western Australia Registry) approving the Acquisition with the Australian Securities and Investments Commission has been successfully completed and all conditions to the completion of the Acquisition set out in the Acquisition Agreement (other than payment of the purchase price) have been satisfied;
Escrow Condition means delivery by QCP to the Escrow Agent and the Trustee of an Officer’s Certificate instructing the Escrow Agent to release the funds and certifying that, prior to or concurrently with the release of funds from the Escrow Account, that the following conditions have been met: (i) the Spin-Off shall have been consummated on the date of release of the Escrowed Property in all material respects as described under “Summary-The Transactions” in the Offering Memorandum, including entering into the agreements and arrangements described under “Our Relationship with HCP” in the Offering Memorandum; (ii) borrowings under the Credit Agreement will be available in an aggregate amount sufficient, when taken together with the Escrowed Property and any other cash or Permitted Escrow Investments available to the Issuers, to consummate the Spin-Off and pay related fees and expenses; and (iii) the Issuers and the Guarantors have entered into the Security Documents and have become parties to this Indenture, as applicable.