Closing Amount has the meaning set forth in Section 2.3.
Closing Fees means those fees required to be paid on the Closing Date pursuant to the Fee Letter.
Indemnification Escrow Amount has the meaning set forth in Section 2.2(b).
Final Closing Cash means the Closing Cash, as finally agreed or determined in accordance with Section 2.3(c).
Indemnity Escrow Amount means $3,000,000.
Closing Cash means the aggregate amount of all Cash of the Company as of the close of business on the day immediately preceding the Closing Date.
Booking Amount means 10% of the Total Consideration of the Apartment which includes the Application Money;
Closing Cash Amount has the meaning set forth in Section 2.2.
Indemnification Escrow Fund has the meaning set forth in Section 2.12(a).
Closing Cash Payment has the meaning set forth in Section 2.06(a).
Indemnity Escrow Agreement means the Indemnity Escrow Agreement substantially in the form attached hereto as Exhibit B, among the Sellers, the Buyers and the Escrow Agent.
Escrow Cash is defined in Section 4.1(a).
Post-Closing Adjustment Amount has the meaning set forth in Section 2.2(a).
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 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.
Indemnification Escrow Agreement means an agreement in substantially the form attached hereto as Exhibit B, between the Escrow Participant, the Escrow Agent and the Purchaser with respect to the Indemnification Escrow Shares to reflect the terms set forth in Section 10.3.
Holdback Amount has the meaning set forth in Section 2.1(c).
Closing Adjustment Amount shall have 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 Placement Agent, the Company and the Escrow Agent pursuant to which the Investors shall deposit their Investment Amounts with the Escrow Agent to be applied to the transactions contemplated hereunder, in the form of Exhibit B hereto.
Closing Cash Consideration has the meaning set forth in Section 2.6(a)(i).
Post-Closing Adjustment has the meaning set forth in Section 2.04(b)(ii).
Pre-Closing Straddle Period means the portion of any Straddle Period ending on the Closing Date.
Indemnity Matters means any and all actions, suits, proceedings (including any investigations, litigation or inquiries), claims, demands and causes of action made or threatened against a Person and, in connection therewith, all losses, liabilities, damages (including, without limitation, consequential damages) or reasonable costs and expenses of any kind or nature whatsoever incurred by such Person whether caused by the sole or concurrent negligence of such Person seeking indemnification.
Closing Payment has the meaning set forth in Section 2.2.
Closing Date Cash has the meaning specified in Section 3.4(a).
Adjustment Escrow Funds means, at any time, the portion of the Adjustment Escrow Amount then remaining in the Adjustment Escrow Account.