General Escrow Account definition

General Escrow Account means the separate account into which the General Escrow Amount is deposited and held by the Escrow Agent pursuant to the Escrow Agreement.

General Escrow Account shall have the meaning set forth in Section 1.2(b)(i).

General Escrow Account has the meaning set forth in the Escrow Agreement. 5

Examples of General Escrow Account in a sentence

• The General Escrow Account shall be established pursuant to the Escrow Agreement to provide funds against which Buyer-Related Parties may assert claims of indemnification pursuant to ARTICLE VIII, and security for post-Closing adjustments relating to Working Capital, Closing Cash and Closing Debt.

• Any Company Options shall no longer be exercisable by the former holder thereof, but shall only entitle such holder to the payment of the applicable Option Payments in accordance with this Section 2.6(d), which for the avoidance of doubt includes the right to receive payments in connection with any Excess Payment or any release of funds from the General Escrow Account or the Equityholders’ Representative Escrow Account.

• On the General Survival Date, the Escrow Agent shall automatically distribute to the Stockholders’ Representative in accordance with and subject to the terms of this Agreement and the Escrow Agreement all amounts then remaining in the General Escrow Account that are not otherwise reserved for claims for indemnification as provided in Section 10.11(b).

• Except as expressly contemplated in this Agreement, the Buyer shall not, and shall not permit the Surviving Corporation or any of its Subsidiaries to, take any action during the portion of the Closing Date after the time of Closing that could increase the Stockholders’ liability for Taxes (including any liability of the Stockholders (or the requirement that any funds in the General Escrow Account be used to) to indemnify the Buyer Indemnified Parties for Taxes pursuant to this Agreement).

• If the Buyer Indemnitees recover any amounts from Seller for Losses with respect to a claim for indemnification pursuant to Section 10.2.1(d) (whether such recovery is obtained from the Special Escrow Account, the General Escrow Account, Seller or otherwise), and the actual amount of Losses arising from the matters that are the subject of such indemnification claim are subsequently reduced to an amount below the amount so recovered, then the Buyer Indemnitees shall refund such excess recovery to Seller.

More Definitions of General Escrow Account

General Escrow Account shall have the meaning set forth in Section 10.1.

General Escrow Account shall have the meaning ascribed thereto in Section 2.3(a) hereof.

General Escrow Account has the meaning set forth in Section 2.4(b)(vi).

General Escrow Account means the escrow account into which $1,793,230 was deposited pursuant to the Escrow Agreement.

General Escrow Account means the interest bearing bank account to be opened by the Sellers at the Escrow Agent for purposes of the Escrow Agreement;

General Escrow Account is defined in Section 3.02(e).

General Escrow Account means the account designated by the Escrow Agent into which the deposit required by Section 2.3(d)(i) shall be made and any succeeding account in which the Escrowed Closing Stock Consideration shall be held by the Escrow Agent.