First Escrow Account definition

First Escrow Account means the separate escrow account at Citibank,
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First Escrow Account the joint interest-bearing bank account at the Escrow Bank to be established in accordance with the relevant Escrow Letter.
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First Escrow Account has the meaning specified in Section ‎3.4(b)(i).
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Examples of First Escrow Account in a sentence

  • If the amount of the Shortfall exceeds the amount standing to the credit of the First Escrow Account (the “Excess”) then such Excess shall be paid to the Company from the Second Escrow Account.

  • After amounts deposited into the First Escrow Account and the interests accrued thereon have been released to the Company and 18 months from the Effective Date, the Company and the Purchaser shall close the First Escrow Account and all amounts remaining in the First Escrow Account (if any) shall be released to the Purchaser.

  • In the event that the Shortfall exceeds £25,000 but is less than £225,000 any payment to be made to the Company from the First Escrow Account shall not include an additional amount to ensure that, after any Taxation of such payment the Company is left with the same amount as it would have had if the payment was not subject to Taxation.

  • The Buyer, LDC and the Seller’s Representative shall provide instructions to the Escrow Agents in order to give effect to the provisions of this clause 5 regarding the release of monies from the First Escrow Account.

  • Subject to the provisions of clause 4 no amount shall be released out of the First Escrow Account otherwise than in accordance with this clause 5.

  • The liability to Taxation on any interest on any amount in the First Escrow Account shall be borne by the party which receives that interest.

  • Subject as otherwise provided by this clause 5, the amount (if any) standing to the credit of the First Escrow Account (including any accrued interest but less any applicable bank charges on the date which falls five Business Days after agreement or finalisation of the Completion Accounts ( First Release Date ) shall be released to the Sellers’ Solicitors or the Company as determined in accordance with the provisions of clause 4.

  • Any interest that may accrue on the credit balance on the First Escrow Account shall be credited to the First Escrow Account and any payment of principal out of the First Escrow Account shall include a payment of the interest earned on such principal sum whilst retained in the First Escrow Account (less any Taxation, costs, expenses or charges to be borne by the Escrow Agents).

  • The existence of a Claim, claim under the Tax Covenant or an Indemnity Claim at the time monies are due to be released to the Warrantors and LDC and the Management Shareholders from the First Escrow Account pursuant to clause 4.1 shall not entitle the Buyer to decline to instruct the Escrow Agents to release monies from the First Escrow Account.

  • The Board expresses its wholehearted appreciation for his extraordinary contribution to the Group.


More Definitions of First Escrow Account

First Escrow Account has the meaning set forth in Section 2.2(a).
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Related to First Escrow Account

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

  • Indemnity Escrow Account has the meaning set forth in Section 2.3(c).

  • Adjustment Escrow Account has the meaning set forth in Section 2.4(a)(i).

  • Escrow Accounts means any escrow account in which Escrowed Proceeds are deposited and held.

  • Professional Fee Escrow Account means an interest-bearing account funded by the Debtors with Cash on the Effective Date in an amount equal to the Professional Fee Amount.

  • Escrow Deposit has the meaning set forth in Section 3.3.

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

  • Reserve Account Initial Deposit means cash or Eligible Investments having a value of at least $____________.

  • Indemnity Escrow Amount means $5,000,000.

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

  • Indemnity Escrow Agreement has the meaning set forth in Section 1.5.

  • 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.

  • 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.

  • Seller Account shall have the meaning set forth in the preamble of this Agreement.

  • Closing Escrow Agreement means the Closing Escrow Agreement, dated as of the date hereof, between the Company, Xxxx Capital Partners, LLC and the escrow agent (the “Escrow Agent”) identified therein, in the form of Exhibit B hereto.

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

  • Expense Reserve Account The trust account established pursuant to Section 10.3(d).

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

  • Initial Deposit shall have the meaning set forth in Section 2.5(a).

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

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

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

  • 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 remaining interest or other amounts earned thereon.

  • Escrow End Date has the meaning specified in the Escrow Agreement.