Purchase Price Escrow Account definition

Purchase Price Escrow Account has the meaning set forth in Section 1.7.

Purchase Price Escrow Account means an account established with the Escrow Agent pursuant to the Escrow Agreement into which the Purchase Price Escrow Amount is deposited to serve as a partial mechanism to satisfy the obligations of the City under Article 8.

Purchase Price Escrow Account has the meaning set forth in Section 2.3(e)(i).

Examples of Purchase Price Escrow Account in a sentence

• If the Date Operations Are Discontinued occurs prior to the Payment Date, then the Discounted Present Value of Installment Payment shall be paid by SEARHC to the Escrow Agent for further deposit into the Purchase Price Escrow Account in accordance with Section 1.7. If the Date Operations Are Discontinued occurs after the Payment Date, and before the tenth anniversary of the Closing Date, then the amount payable under this Section 6.21(b) shall be paid by SEARHC to the City.

• The release of the amounts in the Purchase Price Escrow Account shall occur as described in this Agreement and the Escrow Agreement.

• SEARHC shall have the right to offset against any payment due the City hereunder (including any payment to be deposited in the Purchase Price Escrow Account under Section 1.7), by an amount sufficient to reasonably satisfy any Claims by SEARHC for indemnification under Article 8.

• Within ten Business Days from the deposit of the Deeds with the Escrow Agent in the Purchase Price Escrow Account, Exide and the City will prepare and submit a voluntary cleanup program application (“VCP Application”) to the TCEQ and enter the J Parcel in the VCP Program as more fully set forth in Article 5 hereof.

• On or before the Fund Delivery Deadline, the CDC shall deposit the CDC Purchase Price (less the amount of the Xxxxxxx Money Funds deposited by CDC into the Xxxxxxx Money Funds Escrow Account) into the Purchase Price Escrow Account.

More Definitions of Purchase Price Escrow Account

Purchase Price Escrow Account means the purchase price escrow account to be established in accordance with the Purchase Price Escrow Agreement;

Purchase Price Escrow Account has the meaning set forth in the Escrow Agreement.

Purchase Price Escrow Account shall have the meaning ascribed to such term in Section 2.4 hereof. hereof.

Purchase Price Escrow Account means the amount held from time to time in the escrow account for adjustments to the Purchase Price pursuant to Section 1.2(b). “Purchase Price Escrow Amount” has the meaning set for the in Section 1.2(b). “R&W Insurance Expenses” means the total premium, underwriting costs, brokerage commission, and Taxes related to the R&W Insurance Policy, and any contingent fee due to the R&W Insurance Provider pursuant to the R&W Insurance Policy. “R&W Insurance Policy” means the insurance policy attached hereto as Exhibit E. “Related Persons” means any manager, officer or director of the Company or any Equityholder. “Remaining Disputed Items” has the meaning set forth in Section 1.3(c). “Reply Deadline” has the meaning set forth in Section 1.3(c). “Representative” has the meanings set forth in the preface. “SALT Election” means an election under applicable state or local income Tax Law made by or with respect to the Company pursuant to which the Company will incur or otherwise be liable for any state or local Tax liability under applicable state or local Tax Law that would have been borne (in whole or in part) by the direct or indirect equity owners of the Company had no such election been made (e.g., any “Specified Income Tax Payment” as defined by IRS Notice 2020- 75). “Securities Act” means the Securities Act of 1933, as amended. “Seller” has the meaning set forth in the recitals. “Seller Parties” has the meaning set forth in Section 9.17(a). “Software” means computer programs, firmware, software, including object code, source code, executable code, and related documentation.

Purchase Price Escrow Account shall have the meaning set forth in Subsection 11.1.21.

Purchase Price Escrow Account the escrow account established pursuant to the Escrow Agreement in which the Purchase Price Adjustment Deposit will be deposited.

Purchase Price Escrow Account the escrow account established by the Escrow Agent pursuant to the Escrow Agreement in support of Sellers’ obligations under Sections 2.8, 2.9 and 2.10 hereof.