Remaining Escrow Amount definition

Remaining Escrow Amount means such portion of the Escrow Amount set aside or required to be set aside by the Escrow Agent pursuant to Section 7(a) with respect to any Loss Notice delivered by Buyer prior to the Escrow Period Termination Date, which shall not have been otherwise paid, settled or resolved on or before the Escrow Period Termination Date.

Remaining Escrow Amount has the meaning set forth in Section 3.5.

Remaining Escrow Amount means an amount equal to $800,000.

Examples of Remaining Escrow Amount in a sentence

• Upon final resolution of all such previously unresolved claims in accordance with Section 10.06 and Section 10.07 and after payments related to such claims are made, the balance of the Escrow Fund, if any (the “Final Remaining Escrow Amount”), shall be distributed, and Purchaser and Seller shall promptly execute the necessary documents instructing the Escrow Agent to make the applicable payment of the Final Remaining Escrow Amount, by wire transfer of immediately available funds to Seller.

• In the event that the Escrow Amount has been exhausted or the Escrow Agreement has terminated pursuant to its terms or the Claim by PESI or any of the PESI Indemnitees under Article VIII exceeds the Remaining Escrow Amount, PESI may then offset such portion of such Claim that cannot be satisfied out of the Escrow Amount against its obligations to make payments to Parent provided for in this Agreement (including, but not limited to, payments under the Note).

• It is therefore requested that the Holders agree to waive the requirement to allocate the Remaining Escrow Amount towards New Aircraft or Additional Aircraft and permit said funds to be invested into the Group’s operations at the discretion of management, inter alia in relation to the new B737-800 fleet.

• On the date that is five (5) Business Days after the one (1) year anniversary of the Closing Date, the Escrow Amount shall be reduced to an amount equal to the sum of (x) the Remaining Escrow Amount and (y) the amount of any claims made against the escrow pursuant to Section 7.2(a), and any amount of the Escrow Amount in excess of such sum shall be released to Seller pursuant to the terms and conditions of the Escrow Agreement.

• To the extent that the liability for [***] and [***] is discharged and fully paid post Closing from the funds available in the Escrow Account, the amounts available for the General Specified Matters shall not exceed the Maximum Remaining Escrow Amount; and (iii) no Seller shall be liable for any Loss beyond its Pro Rata Share in respect of any Specified Matter and with respect to any amount then remaining at such time in the Indemnity Escrow Amount.

More Definitions of Remaining Escrow Amount

Remaining Escrow Amount is defined in Section 2.7(d).

Remaining Escrow Amount means (A) the portion of the Escrow Fund that remains available for distribution as of the applicable date of release of the Escrow Fund after (i) satisfaction of all obligations to Acquiror Indemnified Persons (including any potential obligations and pending claims, in each case, subject to any Officer’s Certificate (as defined in Section 9.4 below)) pursuant to Section 9 hereof, (ii) payment of any amount payable out of the Escrow Fund to Escrow Agent under the Escrow Agreement and (iii) reimbursement of the Stakeholder Representative pursuant to Section 9.7(d) plus (B) the portion of the Representative Fund that remains available for distribution as of the date of release of the Escrow Fund after reimbursement of the Stakeholder Representative pursuant to Section 9.7(d).

Remaining Escrow Amount shall have the meaning set forth in Section 3.3.

Remaining Escrow Amount means the balance of the Escrow Fund through the date immediately prior to the disbursement of funds in accordance with Section 5.1 hereof less (i) subject to Section 4.1(a) hereof, any fees or expenses payable to any Person on account of, in connection with or related to this Agreement; (ii) subject to Section 4.1(b) hereof, any Taxes on earnings of the Escrow Fund (which shall be paid out of the Escrow Fund); (iii) any costs and expenses arising from or related to the Escrow Distribution and (iv) any Damages (defined below) that may be imposed on, incurred by or asserted against the Agent Indemnitees (defined below) (the foregoing subclauses (i), (ii), (iii) and (iv) collectively, the "ESCROW DISTRIBUTION COSTS").

Remaining Escrow Amount means the portion of the Escrow Amount that remains available for distribution in the Escrow Fund after (i) satisfaction of all obligations to Acquiror Indemnified Persons (including any potential obligations and pending claims) pursuant to Section 9 hereof, (ii) payment of any amount payable out of the Escrow Fund to Escrow Agent under the Escrow Agreement and (iii) reimbursement of the Shareholders’ Agent pursuant to Section 9.7(d).

Remaining Escrow Amount has the meaning attributed to such term in Section 7.10(4).

Remaining Escrow Amount means, as at each Relevant Completion, an amount equal to (x) the Escrow Amount less (y) all amounts paid, in the aggregate, by the Escrow Agent to the Seller and the Purchaser (as applicable) in accordance with Clause 4.5 at any prior Relevant Completion, to the Purchaser in accordance with Clause 4.6 or in accordance with Clause 4.7 on the True Up Payment Date;