Examples of Indemnity Holdback Shares in a sentence
Thereafter, any remaining Indemnity Escrow Holdback Amount retained by the Escrow Agent and any remaining Indemnity Holdback Shares that continue to be subject to the Indemnity Holdback Restriction with respect to the Unresolved Claims (if any), shall be released by the Escrow Agent or from the Indemnity Holdback Restriction, as applicable, upon resolution of such Unresolved Claims.
Any Indemnity Holdback Shares remaining in the escrow account at such time shall be distributed in accordance with Section 3 of this Agreement and the Written Direction; provided, however, that any earnings thereon shall be distributed in accordance with Section 13(b) of this Agreement.
At the Closing, BCC shall deliver to the Stockholders the certificates representing the Merger Consideration, less the Indemnity Holdback Shares and less the Earnout Holdback Shares.
Any liability resulting from the foregoing guarantee shall be limited to the Indemnity Holdback Shares.
Buyer or Parent shall cause the record ownership of the released Indemnity Holdback Shares to be in the name of the Seller or in the names and percentage allocations of such other Persons as Seller may request via written notice to Buyer and Parent on a date that is no less than five (5) Business Days prior to the Holdback Release Date, all of whom shall be members of the Seller.