Reserve Percentages definition
Examples of Reserve Percentages in a sentence
Parent and Merger Sub acknowledge and agree that the indemnification obligations of Sellers pursuant to this Article VIII, and the amount of any Damages payable to the Parent Indemnified Parties pursuant to Section 8.2, shall be satisfied solely from and in accordance with the Withholding Notes (pro rata in accordance with each Seller’s respective Seller Reserve Percentages).
To effectuate such payment from the Withheld Amount, Parent shall cause the Surviving Entity to disburse such amount in cash to the Holder Representative and reduce the principal of the Withholding Notes by a corresponding amount in the aggregate, pro rata among the Withholding Notes in accordance with the Seller Reserve Percentages, as is reasonably requested from time to time in writing by the Holder Representative to pay such costs and expenses.
The Holder Representative shall hold such amount for the benefit of the Participating Holders and promptly distribute such amount to the Participating Holders, pro rata in accordance with the Participating Holders’ respective Reserve Percentages.