Purchase Price Adjustment Escrow Funds definition

Purchase Price Adjustment Escrow Funds means the amount of cash held from time to time by the Escrow Agent in the Purchase Price Adjustment Escrow Account pursuant to the Escrow Agreement.
Sample 1Sample 2Sample 3
Purchase Price Adjustment Escrow Funds means the Purchase Price Adjustment Escrow Amount, together with all interest accruing thereto, in the segregated account established by the Escrow Agent in accordance with the Escrow Agreement.
Sample 1Sample 2
Purchase Price Adjustment Escrow Funds means, at any time after the Closing, the funds remaining in the Purchase Price Adjustment Escrow Account, including accrued interest thereon.
Sample 1Sample 2

Examples of Purchase Price Adjustment Escrow Funds in a sentence

  • If Buyer does not timely deliver the Closing Statement within ninety (90) days after the Closing Date, Buyer and Seller shall, pursuant to the Closing Escrow Agreement, direct the Escrow Agent to distribute all of the Purchase Price Adjustment Escrow Funds to Seller.

  • In the event the Seller Loan Agreement is executed and delivered pursuant to this Agreement, each reference to the Escrow Account, Purchase Price Adjustment Escrow Funds, Purchase Price Adjustment Escrow Amount and Purchaser Adjustment Amount under this Agreement, other than to the extent contemplated by Section 2.05(j), shall cease to be applicable.

  • The Purchase Price Adjustment Escrow Funds shall be held in escrow by the Escrow Agent until released in accordance with Section 3.5(e) and the Escrow Agreement.

  • The Company and the Sellers’ Representative each agree that the Adjustment Amount shall not exceed an amount equal to the Purchase Price Adjustment Escrow Funds.

  • Notwithstanding any provision hereof to the contrary, the aggregate amount of Damages for which the Buyer Indemnified Parties shall be entitled to indemnification pursuant to this Article IX will not exceed the Indemnity Escrow Amount minus any amounts paid in respect of a Deficit Amount that exceeds the Purchase Price Adjustment Escrow Funds pursuant to Section 2.5(d).

  • As consideration for the transfer of the Accounts Receivable, the Purchaser and the Seller shall cause the Escrow Agent to pay to the Purchaser from the Purchase Price Adjustment Escrow Funds the Uncollected AR Amount (which in no case shall exceed the amount of the Purchase Price Adjustment Escrow Funds).

  • The Purchase Price Adjustment Escrow Account is Buyer's, Merger Sub's and the Surviving Company's sole and exclusive source of recovery for any amounts owing to Buyer, Merger Sub or, after the Closing, the Surviving Company under this Agreement (including pursuant to this Section 1.07 with respect to the Purchase Price Adjustment Escrow Funds).


More Definitions of Purchase Price Adjustment Escrow Funds

Purchase Price Adjustment Escrow Funds is defined in Section 2.7.
Sample 1
Purchase Price Adjustment Escrow Funds has the meaning specified in Section 3.7(i)(ii).
Sample 1
Purchase Price Adjustment Escrow Funds means the amount of cash held from time to time by the Escrow Agent in the
Sample 1
Purchase Price Adjustment Escrow Funds means the funds held in the Purchase Price Adjustment Escrow Account by the Escrow Agent pursuant to this Agreement and the Escrow Agreement. The amount of Purchase Price Adjustment Escrow Funds, at any given time, shall equal (a) the Purchase Price Adjustment Escrow Amount, plus (b) any accrued interest, dividends and other distributions thereon as provided in the Escrow Agreement (minus any amounts paid as tax distributions on such interest, dividends or other distributions pursuant to the Escrow Agreement), minus (c) as of the time of measurement, the aggregate amount paid to Parent or released to Securityholders’ Representative from the Purchase Price Adjustment Escrow Funds in accordance with Section 3.5(e) and the Escrow Agreement. AmericasActive:12666190.14
Sample 1
Purchase Price Adjustment Escrow Funds means the amounts held in the Purchase Price Adjustment Escrow Account, including any dividends, interest, distributions and other income received in respect thereof, less any losses on investments thereof, less distributions thereof in accordance with this Agreement and the Escrow Agreement.
Sample 1

Related to Purchase Price Adjustment Escrow Funds

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

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

  • 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 interest or other amounts earned thereon.

  • Purchase Price Adjustment has the meaning set forth in Section 2.6.

  • 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.

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

  • 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.

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

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

  • the Purchase Price means the price to be paid by the Buyer to the Seller for the purchase of the Property;

  • 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.

  • Closing Date Purchase Price shall have the meaning set forth in Section 2.1 hereof.

  • Purchase Price Allocation Schedule has the meaning given to it in Section 2.7(a).

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

  • Loan Purchase Price With respect to any Home Equity Loan purchased from the Trust on or prior to a Monthly Remittance Date pursuant to Section 3.04, 3.06(b) or 8.10(b) hereof, an amount equal to the outstanding principal balance of such Home Equity Loan as of the date of purchase (assuming that the Monthly Remittance Amount remitted by the Servicer on such Monthly Remittance Date has already been remitted), plus all accrued and unpaid interest on such Home Equity Loan at the Coupon Rate to but not including the date of such purchase together with (without duplication) the aggregate amounts of (i) all unreimbursed Delinquency Advances and Servicing Advances theretofore made with respect to such Home Equity Loan, (ii) all Delinquency Advances which the Servicer has theretofore failed to remit with respect to such Home Equity Loan, (iii) all reimbursed Delinquency Advances and Servicing Advances to the extent that reimbursement is not made from the Mortgagor and (iv) any costs and damages incurred by the Trust in connection with any violation by the Home Equity Loan of any predatory or abusive lending law.

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

  • Purchase Price Credit has the meaning set forth in Section 1.3 of the Agreement.

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

  • Share Purchase Price shall have the meaning ascribed to such term in Section 2.1(b).

  • Aggregate Purchase Price has the meaning set forth in Section 1.1.

  • Final Adjustment Amount has the meaning set forth in Section 2.4(c).

  • 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.

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

  • Base Purchase Price has the meaning set forth in Section 2.2.

  • VWAP Purchase Price means the lesser of (i) the Closing Sale Price on the VWAP Purchase Date; or (ii) ninety-seven percent (97%) of volume weighted average price for the Common Stock traded on the Principal Market during normal trading hours on (A) the VWAP Purchase Date if the aggregate shares traded on the Principal Market on the VWAP Purchase Date have not exceeded the VWAP Purchase Share Volume Maximum and the Sale Price of Common Stock has not fallen below the VWAP Minimum Price Threshold (to be appropriately adjusted for any reorganization, recapitalization, non-cash dividend, stock split, reverse stock split or other similar transaction), or (B) the portion of the VWAP Purchase Date until such time as the sooner to occur of (1) the time at which the aggregate shares traded on the Principal Market has exceeded the VWAP Purchase Share Volume Maximum, or (2) the time at which the Sale Price of Common Stock falls below the VWAP Minimum Price Threshold (to be appropriately adjusted for any reorganization, recapitalization, non-cash dividend, stock split, reverse stock split or other similar transaction).