Holdback Amount has the meaning set forth in Section 2.1(c).
Escrow Amount has the meaning set forth in Section 2.1(c).
Escrow Cash is defined in Section 4.1(a).
Indemnity Escrow Amount means $3,000,000.
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.
Escrow Funds means the Advance funds deposited with the Escrow Agent pursuant to this Agreement.
Holdback Shares has the meaning set forth in Section 2.5(b)(v).
Holdback has the meaning set forth in Section 4.1(d)(i).
Retained Amount means the present value (as determined in accordance with sections 280G(b)(2)(A)(ii) and 280G(d)(4) of the Code) of the Total Benefits net of all federal, state and local taxes imposed on Executive with respect thereto.
Indemnification Escrow Amount has the meaning set forth in Section 2.2(b).
Escrow Deposit has the meaning set forth in Section 2.1.
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.
Escrowed Funds Has the meaning, with respect to any Trust, specified in Section 2.02(b).
Adjustment Escrow Amount means $1,000,000.
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.
Escrowed Shares has the meaning set forth in Section 2.4.
Aggregate Cash Consideration has the meaning set forth in Section 3.01(b)(ii).
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.
Indemnification Escrow Fund has the meaning set forth in Section 2.12(a).
Adjustment Escrow Funds means, at any time, the portion of the Adjustment Escrow Amount then remaining in the Adjustment Escrow Account.
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.
Cash Amount means an amount of cash equal to the product of (i) the Value of a REIT Share and (ii) the REIT Shares Amount determined as of the applicable Valuation Date.
Closing Cash Consideration has the meaning set forth in Section 2.6(b).
Clawback Amount has the meaning set forth in Section 6.05.
Aggregate Stock Consideration has the meaning set forth in Section 3.01(b)(iii).