Primary Escrow Amount definition

Primary Escrow Amount shall have the meaning set forth in Section 1.2(b)(i).
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Primary Escrow Amount means cash in the amount of the sum of (i) TEN MILLION DOLLARS ($10,000,000) and (ii) if and when the UK Tax Credit Amount has been received by the UK Subsidiary, the UK Tax Credit Amount.
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Primary Escrow Amount means $1,500,000.
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Examples of Primary Escrow Amount in a sentence

  • It would also have the benefit of reducing the number of inmates in the jail.

  • A portion of the Cash Amount otherwise distributable to the Consideration Recipients shall be set aside and constitute the Primary Escrow Amount, the Secondary Escrow Amount and the Stockholder Representative Escrow Amount, respectively.

  • Any other portion of the Primary Escrow Amount that is not subject to any claims made pursuant to Section 3.2 and that has not been distributed, or is not being withheld, to satisfy any fees of the Escrow Agent and any claims asserted (regardless of whether finally resolved) pursuant to Article IX on or prior to the expiration of the Survival Period shall be distributed by the Escrow Agent to IBJ for the account of Seller.

  • The Effective Time Holders shall, based on their Pro Rata Share, be responsible for the payment of all fees and expenses reasonably incurred by the Representative in performing his duties under this Agreement and the Representative shall have the right to have any such fees and expenses reimbursed from the Primary Escrow Amount prior to any distribution to the Acquiror Indemnified Parties of any amounts in the Primary Escrow Fund.

  • On the Closing Date, Purchaser shall deliver to the Escrow Agent the Primary Escrow Amount by wire transfer to an account designated in writing by the Escrow Agent.

  • The Primary Escrow Amount and the Secondary Escrow Amount shall be subject to, and distributable in accordance with, the Escrow Fund established pursuant to Article VIII below and the Escrow Agreement.

  • All Specific Claims shall first be satisfied from the Legal Proceedings, Intellectual Property and Taxes Escrow Amount of the Escrow Fund under the Escrow Agreement, and all General Claims shall be satisfied solely from the Primary Escrow Amount of the Escrow Fund under the Escrow Agreement.

  • The Primary Escrow Amount and the Customer Escrow Amount will be released to Acquiror or the Effective Time Holders, as applicable, pursuant to the terms of the Escrow Agreement.

  • The Primary Escrow Amount, together with all products and proceeds thereof (including all interest, gains and other income earned with respect thereto), shall be known collectively as the “Primary Escrow Funds.” Escrow Agent shall not disburse or release the Primary Escrow Funds except in accordance with the express terms and conditions of this Agreement.

  • Buyer and Representative hereby appoint and designate Escrow Agent to receive the Primary Escrow Amount and the Secondary Escrow Amount (as defined below), maintain possession of the Deposit (as defined below) and act as escrow agent for the purposes set forth herein, and Escrow Agent hereby accepts such appointment and designation under the terms and conditions set forth herein.


More Definitions of Primary Escrow Amount

Primary Escrow Amount means nineteen and three-quarters percent (19.75%) of the Primary Consideration.
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Related to Primary Escrow Amount

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

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

  • 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.

  • Escrow Fund means the escrow fund established pursuant to the Escrow Agreement.

  • 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.

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

  • Indemnification Escrow Amount has the meaning set forth in Section 2.2(b).

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

  • Escrow Cash is defined in Section 4.1(a).

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

  • 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.

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

  • 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.

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

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

  • 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.

  • Escrow Funds means the Advance funds deposited with the Escrow Agent pursuant to this Agreement.

  • Escrow Account The Eligible Account or Accounts established and maintained pursuant to Section 3.09(b).

  • Indemnification Escrow Fund has the meaning set forth in Section 2.12(a).

  • 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.

  • Holdback has the meaning set forth in Section 4.1(d)(i).

  • Deposit Escrow Agreement has the meaning set forth in Section 2.2.

  • Professional Fee Escrow Account means an interest-bearing account funded by the Debtors with Cash on the Effective Date in an amount equal to the Professional Fee Amount.

  • Escrow Property means the Escrow Funds and the Certificates delivered to the Escrow Agent as contemplated by Section 1(c) hereof.

  • Expense Fund has the meaning set forth in Section 9.14(f).