Initial Escrow Release Amount definition

Initial Escrow Release Amount shall have the meaning set forth in Section 9.4(c)(i).
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Initial Escrow Release Amount means an amount equal to $5,500,000 minus the sum of the following amounts (without duplication) (1) the amount of any unsatisfied claims asserted against the Indemnity Escrow Fund in accordance with Section 2.6, (2) the amount of any unsatisfied claims with respect to any Claim Notices delivered to the Company Equityholder Representative on or prior to the Initial Escrow Release Date (each of the claims described in clauses (1) and (2), an “Initial Pending Claim”) and (3) the amount of any claims that have been paid out of the Indemnity Escrow Fund on or prior to the Initial Escrow Release Date.
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Initial Escrow Release Amount has the meaning set forth in Section 8.01(o)(ii).
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Examples of Initial Escrow Release Amount in a sentence

  • No later than three (3) Business Days after Buyer receives such Escrow Release Payment Spreadsheet, Buyer and the Securityholder Representative shall provide joint written instructions to the Escrow Agent to promptly (and, in any event, within two (2) Business Days) deliver to each Indemnifying Party from the Escrow Fund, in immediately available funds by wire transfer, an amount in cash equal to its respective Indemnification Pro Rata Portion of the Initial Escrow Release Amount.

  • The Escrow Agreement shall provide that on the first anniversary of the Agreement all amounts other than the Escrow Reserve Amount (as defined below) shall be returned from the Escrow Fund (the “Initial Escrow Release Amount”), together with any interest accrued with respect to the Initial Escrow Release Amount.

  • The right of any Company Shareholder to receive all or any portion of the Per Share Initial Escrow Release Amount or the Per Share Escrow Amount is subject in all cases to the provisions of this Section 2.10.

  • Escrow Release Amount”), shall be distributed to the Indemnifying Parties in accordance with the terms of the Escrow Agreement and the Escrow Release Payment Spreadsheet, with each Indemnifying Party receiving its respective Indemnification Pro Rata Portion of the Initial Escrow Release Amount.


More Definitions of Initial Escrow Release Amount

Initial Escrow Release Amount has the meaning set forth in Section 2.10(c)(iii).
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Initial Escrow Release Amount has the meaning ascribed to it in Section 10.02.
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Related to Initial Escrow Release Amount

  • Release Amount means, for a Property, the following applicable amount together with any other amounts specified in Section 2.4.4:

  • Escrow Release Date has the meaning set forth in the Escrow Agreement.

  • 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 Release Conditions means, collectively, the conditions set forth in Section 4.3.

  • Adjustment Escrow Account means the escrow account established by the Escrow Agent pursuant to the Escrow Agreement for purposes of holding the Adjustment Escrow Amount and any interest or earnings accrued thereon or in respect thereof.

  • Adjustment Escrow Funds means, at any time, the portion of the Adjustment Escrow Amount then remaining in the Adjustment Escrow Account.

  • 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 interest or other amounts earned thereon.

  • Adjustment Escrow Amount means $1,000,000.

  • Overcollateralization Release Amount With respect to any Distribution Date, the lesser of (x) the Principal Remittance Amount for such Distribution Date and (y) the Excess Overcollateralized Amount.

  • 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.

  • Aggregate Overcollateralization Release Amount With respect to any Distribution Date, the lesser of (x) the aggregate of the Principal Remittance Amounts for each Mortgage Pool for such Distribution Date and (y) the amount, if any, by which (i) the Overcollateralization Amount for such date, calculated for this purpose on the basis of the assumption that 100% of the aggregate of the Principal Remittance Amounts for such Distribution Date is applied on such date in reduction of the aggregate Certificate Principal Amount of the Certificates, exceeds (ii) the Targeted Overcollateralization Amount for such Distribution Date.

  • Escrow Termination Date has the meaning ascribed to such term in Section 9.12.

  • Indemnity Escrow Amount means $3,000,000.

  • Escrow Deposit has the meaning set forth in Section 2.1.

  • Purchase Price Adjustment Escrow Amount means $500,000.

  • Qualifying Deposit means the aggregate balance of all Deposit Accounts in the Bank of (i) an Eligible Account Holder at the close of business on the Eligibility Record Date, provided such aggregate balance is not less than $50 and (ii) a Supplemental Eligible Account Holder at the close of business on the Supplemental Eligibility Record Date, provided such aggregate balance is not less than $50.

  • Closing Payment Amount has the meaning specified in Section 1.5.

  • Retained Excess Cash Flow Amount means, at any date of determination, an amount, determined on a cumulative basis, that is equal to the aggregate cumulative sum of the Excess Cash Flow that is not required to be applied as a mandatory prepayment under Section 2.11(b)(i) for all Excess Cash Flow Periods ending after the Closing Date and prior to such date; provided that such amount shall not be less than zero for any Excess Cash Flow Period.

  • 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 hereof.

  • Transfer Deposit Amount has the meaning given to it in Section 2.02(b).

  • Post-Closing Adjustment Amount has the meaning set forth in Section 1.9.3.

  • Escrow Amount has the meaning set forth in Section 2.1(c).

  • 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.

  • Working Capital Escrow Amount means $2,000,000.

  • Pre-Funded Amount With respect to any date of determination, the amount on deposit in the Pre-Funding Account.

  • REMIC I Principal Loss Allocation Amount With respect to any Distribution Date, an amount equal to the product of (i) 50% of the aggregate Stated Principal Balance of the Mortgage Loans and REO Properties then outstanding and (ii) 1 minus a fraction, the numerator of which is two times the aggregate Uncertificated Balance of REMIC I Regular Interest LTA1, REMIC I Regular Interest LTA2, REMIC I Regular Interest LTA3, REMIC I Regular Interest LTA4, REMIC I Regular Interest LTM1, REMIC I Regular Interest LTM2, REMIC I Regular Interest LTM3, REMIC I Regular Interest LTM4, REMIC I Regular Interest LTM5, REMIC I Regular Interest LTM6, REMIC I Regular Interest LTM7, REMIC I Regular Interest LTM8, REMIC I Regular Interest LTM9, REMIC I Regular Interest LTM10, REMIC I Regular Interest LTM11 and the denominator of which is the aggregate Uncertificated Balance of REMIC I Regular Interest LTA1, REMIC I Regular Interest LTA2, REMIC I Regular Interest LTA3, REMIC I Regular Interest LTA4, REMIC I Regular Interest LTM1, REMIC I Regular Interest LTM2, REMIC I Regular Interest LTM3, REMIC I Regular Interest LTM4, REMIC I Regular Interest LTM5, REMIC I Regular Interest LTM6, REMIC I Regular Interest LTM7, REMIC I Regular Interest LTM8, REMIC I Regular Interest LTM9, REMIC I Regular Interest LTM10, REMIC I Regular Interest LTM11 and REMIC I Regular Interest LTZZ.