Price Adjustment Escrow Amount definition

Price Adjustment Escrow Amount has the meaning set forth in Section 1.04(a).
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Price Adjustment Escrow Amount means $[Redacted dollar amount].
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Price Adjustment Escrow Amount means an amount equal to $500,000.
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Examples of Price Adjustment Escrow Amount in a sentence

  • Upon receipt of the Purchase Price Adjustment Escrow Amount, the Price Adjustment Escrow Agent shall immediately deposit the Purchase Price Adjustment Escrow Amount into an interest-bearing account.

  • Simultaneously with the Closing, the Purchase Price Adjustment Escrow Amount shall be withheld from the Closing Date Merger Consideration otherwise payable in respect of the Common Shares, Warrants and Stock Appreciation Rights and deposited by Parent into a separate account (the "Purchase Price Adjustment Escrow Account") with the Escrow Agent, pursuant to the Escrow Agreement.

  • The amount so withheld from each Equityholder shall be equal to (a) the Purchase Price Adjustment Escrow Amount multiplied by (b) such Equityholder's Applicable Percentage as set forth on Final Schedule I.

  • The Purchase Price Adjustment Escrow Amount will be available to fund payments arising out of the adjustments to the Company Enterprise Value described in Sections 2.3 and 2.5.

  • If the Closing Cash Consideration, as finally determined, is less than the Estimated Closing Cash Consideration (an “Overpayment”), then Purchaser and Seller shall deliver a joint written instruction to the Escrow Agent to release out of the Purchase Price Adjustment Escrow an amount equal to the Overpayment and distribute the remainder of the Purchase Price Adjustment Escrow Amount, if any, to Seller.

  • The Closing Date Payment less the Escrow Amount and the Purchase Price Adjustment Escrow Amount shall be paid and delivered to the Operating Companies at the Closing by wire transfer of immediately available funds to the account(s) designated in writing by Holdings at least two (2) Business Days prior to the Closing.

  • At the Closing, Parent shall deposit or shall cause the Surviving Company to deposit with SunTrust Bank, N.A. (the “Escrow Agent”) the Purchase Price Adjustment Escrow Amount into an escrow account (the “Escrow Account”) pursuant to the terms of an Escrow Agreement in the form attached hereto as Exhibit C (the “Escrow Agreement”).

  • Any positive balance remaining in the Accrued Cash-Out Vacation Escrow Account giving effect to any distributions therefrom made or required to be made as a result of certifications submitted by the Sellers on or before the Accrued Vacation Amount Final Payment Date shall be transferred to the Purchase Price Adjustment Escrow Account, added to the Purchase Price Adjustment Escrow Amount and applied as provided in Section 2.2.4.

  • Buyer shall pay by wire transfer of immediately available funds at the Closing the Purchase Price Adjustment Escrow Amount and the Indemnification Escrow Amount to the Escrow Agent, for and on behalf of Sellers, for deposit into one or more escrow accounts to be held by the Escrow Agent in accordance with the terms of this Agreement and the Escrow Agreement.

  • Any payments pursuant to this Section 2.3(i) of this Agreement out of the Purchase Price Adjustment Escrow Amount or the Indemnification Escrow Amount shall include a proportionate share of the interest actually earned (net of the Escrow Agent's fees and expenses) on the Purchase Price Adjustment Escrow Amount or the Indemnification Escrow Amount, as applicable.


More Definitions of Price Adjustment Escrow Amount

Price Adjustment Escrow Amount shall have the meaning set forth in Section 2.4(e)
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Price Adjustment Escrow Amount means €5,000,000;
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Price Adjustment Escrow Amount as defined in Section 2.3(b)(iv).
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Price Adjustment Escrow Amount means $478,387.57.
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Price Adjustment Escrow Amount means $1,000,000 to be deposited with the Escrow Agent pursuant to the Escrow Agreement.
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Price Adjustment Escrow Amount. Section 1.4(a) “Purchase Price” Section 1.4(a) “Proceeding” Section 3.3 “Receivables” Section 3.17 “Resolution Period” Section 1.7(f) “Restricted Business” Section 5.1 “Restricted Customer” Section 5.1 “Restricted Territory” Section 5.1
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Related to Price Adjustment Escrow Amount

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

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

  • 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.

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

  • Purchase Price Adjustment shall have the meaning specified in Section 3.02.

  • Adjustment Escrow Account has the meaning set forth in Section 2.4(a)(i).

  • Price Adjustment means any and all price reductions, offsets, discounts, rebates, adjustments, and or refunds which accrue to or are factored into the final net cost to the hospital outpatient department or ambulatory surgical center.

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

  • Closing Adjustment Amount shall have the meaning set forth in Section 3.2(c).

  • Post-Closing Adjustment Amount has the meaning set forth in Section 2.04(c).

  • Closing Purchase Price shall have the meaning ascribed to such term in Section 2.1(b), which aggregate purchase price shall be net of the underwriting discounts and commissions.

  • Adjustment Amount For any Distribution Date, the difference between (A) the sum of the Class A Principal Balance and the Class B Principal Balance as of the related Determination Date and (B) the sum of (i) the sum of the Class A Principal Balance and the Class B Principal Balance as of the Determination Date succeeding such Distribution Date and (ii) the aggregate amount that would have been distributed to all Classes as principal in accordance with Section 4.01(a) for such Distribution Date without regard to the provisos in the definitions of Class B-1 Optimal Principal Amount, Class B-2 Optimal Principal Amount, Class B-3 Optimal Principal Amount, Class B-4 Optimal Principal Amount, Class B-5 Optimal Principal Amount and Class B-6 Optimal Principal Amount.

  • Purchase Price Allocation has the meaning set forth in Section 2.6(a).

  • Final Adjustment Amount shall have the meaning set forth in Section 2.5(e).

  • Estimated Adjustment Amount has the meaning set forth in Section 2.8(a).

  • Indemnity Escrow Amount means $5,000,000.

  • Cash Purchase Price has the meaning set forth in Section 2.1(b).

  • Purchase Price Allocation Schedule has the meaning set forth in Section 5.11(f)(ii).

  • Closing Payment Amount will have the meaning set forth in Section 1.3(a).

  • Working Capital Escrow Amount means $500,000.

  • Working Capital Adjustment Amount has the meaning set forth in Section 2.1(b)(ii). Section 1.2

  • Holdback Amount has the meaning set forth in Section 2.06(a).

  • Closing Cash Amount shall have the meaning set forth in Section 2.8(b).

  • Net Adjustment Amount means an amount, which may be positive or negative, equal to the Closing Net Working Capital as finally determined pursuant to this Section 2.9 minus the Preliminary Net Working Capital as set forth on the Preliminary Closing Statement;

  • Post-Closing Adjustment has the meaning set forth in Section 2.04(b)(ii).

  • Purchase Price Date means the date the Purchase Price is delivered by Lender to Borrower.