The Escrow Agent s responsibilities as escrow agent hereunder shall terminate if the Escrow Agent shall resign by written notice to the Company and the Purchaser. In the event of any such resignation, the Purchaser and the Company shall appoint a successor Escrow Agent.
Escrow Agent has the meaning set forth in Section 2.3.
Escrow Holder means the bank or trust company designated as such pursuant to Section 9 hereof.
Deposit Escrow Agreement has the meaning set forth in Section 2.2.
Escrow Property has the meaning set forth in the Escrow Agreement.
Escrow Deposit has the meaning set forth in Section 3.3.
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 Bank has the meaning specified in Section 2.15(c).
Escrow Fund means the escrow fund established pursuant to the Escrow Agreement.
Escrow means any transaction in which any escrow property is delivered with or without transfer of legal or equitable title, or both, and irrespective of whether a debtor-creditor relationship is created, to a person not otherwise having any right, title or interest therein in connection with the sale, transfer, encumbrance or lease of real or personal property, to be delivered or redelivered by that person upon the contingent happening or non-happening of a specified event or performance or nonperformance of a prescribed act, when it is then to be delivered by such person to a grantee, grantor, promisee, promisor, obligee, obligor, bailee or bailor, or any designated agent or employee of any of them. Escrow includes subdivision trusts and account servicing.
Opening of Escrow shall have the meaning given thereto in Section 4 hereof.
Escrow End Date has the meaning set forth in the Escrow Agreement.
Escrow Cash is defined in Section 4.1(a).
Indemnity Escrow Amount means $3,000,000.
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.
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.
Escrow Account The Eligible Account or Accounts established and maintained pursuant to Section 3.09(b).
Escrow Funds means the Advance funds deposited with the Escrow Agent pursuant to this Agreement.
Escrowed Property has the meaning set forth in the Escrow Agreement.
Escrowed Funds Has the meaning, with respect to any Trust, specified in Section 2.02(b).
Sellers’ Representative has the meaning set forth in the Preamble.
Escrow Amount has the meaning set forth in Section 2.1(c).
Adjustment Escrow Account means the escrow account established pursuant to the Escrow Agreement in respect of the Adjustment Escrow Amount.
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.
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 of the Plan.