Examples of General Escrow Funds in a sentence
The Special Escrow Amount together with all interest and earnings thereon (the “Special Escrow Funds” and, together with the General Escrow Funds, the “Escrow Funds”) will be used for the purpose of settling or otherwise resolving the Specified Matter.
After application of Section 8.5, to the extent applicable, the first source of recovery and recourse for indemnification or other claims of the Buyers and their Affiliates related to this Agreement or the other Transaction Documents shall be from the recovery of amounts in the General Escrow Funds, subject to the terms of the Escrow Agreement.
On the Initial Release Date, the Top-Up Amount shall be deposited in the Warranty Escrow out of the Initially Released General Escrow Funds, to the extent available for distribution, or otherwise by the Seller.
In each case in which this Section 10.7(b) or the Escrow Agreement provide for the release of General Escrow Funds, each of Sellers and Purchaser shall promptly submit joint written instructions to the Escrow Agent instructing the Escrow Agent to distribute the General Escrow Funds in accordance with this Section 10.7(b) and the Escrow Agreement.
Subject to Sections 3.2(b)(i) and 11.6, promptly following the expiration of the General Escrow Period, Purchaser and Sellers shall execute a joint instruction to the Escrow Agent directing the Escrow Agent to deliver the General Escrow Funds to Sellers.
Once all pending claims have been resolved and satisfied from the General Escrow Account, Buyer and Seller shall promptly and jointly direct the Escrow Agent to release the remainder of the General Escrow Funds and the Escrowed Closing Stock Consideration to Seller; provided, however, that any Retained L&R Matters Escrowed Closing Stock Consideration shall continue to be held by the Escrow Agent until released pursuant to Section 2.6(b)(ii).
If the Net Working Capital, as finally determined pursuant to clause (i) above, is less than the Estimated Net Working Capital, then the Buyers shall be entitled to receive the amount of such deficiency, first from the Working Capital Escrow Funds, and second from the General Escrow Funds, all in accordance with the terms of the Escrow Agreement.