Escrow Release Date has the meaning set forth in Section 9.6.
Escrow Release Conditions has the meaning set forth in the Escrow Agreement.
Escrow End Date has the meaning specified in the Escrow Agreement.
Escrow Termination Date has the meaning ascribed to such term in Section 9.12.
Escrow Deposit has the meaning set forth in Section 3.3.
Collateral Release Date shall have the meaning provided in Section 10.15(d).
Indemnity Escrow Account has the meaning set forth in Section 2.3(c).
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.
Tax and Insurance Escrow Fund shall have the meaning set forth in Section 7.2 hereof.
Release Amount has the meaning set forth in Section 4.3(f).
Indemnity Escrow Agreement has the meaning set forth in Section 1.5.
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.
Release Date means the date on which the Initial Shares are disbursed from escrow pursuant to Section 3 of that certain Stock Escrow Agreement dated as of the date hereof by and among the Investors and Continental Stock Transfer & Trust Company.
Restriction Release Date means such date, after the Effective Date, that the Board of Directors determines in good faith that it is in the best interests of the Corporation and its stockholders for the transfer restrictions set forth in this Article 4 to terminate.
Adjustment Escrow Account has the meaning set forth in Section 2.4(a)(i).
Qualified escrow fund means an escrow arrangement with a federally or state-chartered financial institution having no affiliation with any tobacco product manufacturer and having assets of at least one billion dollars where such arrangement requires that such financial institution hold the escrowed funds’ principal for the benefit of releasing parties and prohibits the tobacco product manufacturer placing the funds into escrow from using, accessing, or directing the use of the funds’ principal except as consistent with section 453C.2, subsection 2, paragraph “b”.
Escrow Receipt Means the receipt substantially in the form annexed to the Escrow Agreement representing a fractional undivided interest in the funds held in escrow thereunder.
Adjustment Escrow Funds means, at any time, the portion of the Adjustment Escrow Amount then remaining in the Adjustment Escrow Account.
Deposit Escrow Agreement has the meaning set forth in Section 2.2.
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.
Indemnity Escrow Amount means $5,000,000.
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.
Indemnification Escrow Amount has the meaning set forth in Section 2.2(b).
Indemnification Escrow Fund has the meaning set forth in Section 2.12(a).