Retention Escrow Agent definition

Retention Escrow Agent means the escrow agent under the Retention Escrow Agreement, which escrow agent shall be designated by Parent and the Company prior to Closing, or any alternative or successor agent.
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Retention Escrow Agent means the escrow agent designated pursuant to the Retention Escrow Agreement.
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Retention Escrow Agent means Union Bank of California, N.A.
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Examples of Retention Escrow Agent in a sentence

  • Contemporaneously with any distributions from the Bonus Retention Escrow Amount, the Shareholder Representative shall direct the Bonus Retention Escrow Agent to distribute to the Surviving Corporation an amount necessary for the Surviving Corporation to pay all required payroll or other withholding taxes relating to such distribution from the Bonus Retention Escrow Agreement.

  • The Retention Escrow Shares shall be deposited with the Retention Escrow Agent and disbursed in accordance with the Retention Escrow Agreement.

  • The fractional share determination shall be made individually for each Stockholder after giving effect to the delivery of the Indemnity Escrow Shares (as defined below), to the Depositary Agent, and the Retention Escrow Shares (as defined below), to the Retention Escrow Agent, it being recognized that, as provided in Section 2.10, only whole shares may be delivered to the Depositary Agent and Retention Escrow Agent.

  • The Bonus Retention Escrow Agent shall be instructed to distribute the Bonus Retention Escrow Amount, plus any interest or other income earned thereon, if any, on or before the Bonus Retention Escrow Termination Date by the Shareholder Representative in accordance with the terms of the Retention Agreements.

  • Purchaser agrees to pay the fees payable to the Retention Escrow Agent for establishing the Retention Escrow Fund.

  • At the Closing, Purchaser shall transfer the Retention Escrow Amount in immediately available funds to the Retention Escrow Agent.

  • On the Closing Date, Transferee agrees to deliver an amount equal to the estimated maximum amount of retention payments which would be due to employees under the Retention Plan, which amount shall be no more than $2,056,739 (the "Retention Fund") to the Retention Escrow Agent to be held in an interest bearing escrow account (the "Retention Escrow Account").

  • The Transferee shall, in accordance with the terms of the Retention Plan, cause the Retention Escrow Agent to make the payments to eligible employees on the Retention Plan Payment Date out of the Retention Fund pursuant to the terms of an escrow agreement, substantially in the form as set forth in Exhibit "F" attached hereto and made a part hereof (the "Retention Escrow Agreement").


More Definitions of Retention Escrow Agent

Retention Escrow Agent means Bank of America, National Association, or any successor thereto.
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Related to Retention Escrow Agent

  • The Escrow Agent s responsibilities as escrow agent hereunder shall terminate if the Escrow Agent shall resign by written notice to the Company and the Purchaser. In the event of any such resignation, the Purchaser and the Company shall appoint a successor Escrow Agent.

  • Escrow Agent means the entity designated to serve as escrow agent under the Escrow Agreement.

  • Escrow Property means the Escrow Funds and the Certificates delivered to the Escrow Agent as contemplated by Section 1(c) hereof.

  • Deposit Escrow Agreement has the meaning set forth in Section 2.2.

  • 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.

  • Escrow means any transaction in which any escrow property is delivered with or without transfer of legal or equitable title, or both, and irrespective of whether a debtor-creditor relationship is created, to a person not otherwise having any right, title or interest therein in connection with the sale, transfer, encumbrance or lease of real or personal property, to be delivered or redelivered by that person upon the contingent happening or non-happening of a specified event or performance or nonperformance of a prescribed act, when it is then to be delivered by such person to a grantee, grantor, promisee, promisor, obligee, obligor, bailee or bailor, or any designated agent or employee of any of them. Escrow includes subdivision trusts and account servicing.

  • Escrow Holder means the bank or trust company designated as such pursuant to Section 9 hereof.

  • Escrow Account The Eligible Account or Accounts established and maintained pursuant to Section 3.09(b).

  • 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.

  • Escrow Fund means the escrow fund established pursuant to the Escrow Agreement.

  • Escrow Bank has the meaning specified in Section 2.15(c).

  • Closing Escrow Agreement means the Closing Escrow Agreement, dated as of the date hereof, between the Placement Agent, the Company and the Escrow Agent pursuant to which the Investors shall deposit their Investment Amounts with the Escrow Agent to be applied to the transactions contemplated hereunder, in the form of Exhibit B hereto.

  • Indemnification Escrow Amount has the meaning set forth in Section 2.2(b).

  • Indemnification Escrow Fund has the meaning set forth in Section 2.12(a).

  • Indemnification Escrow Agreement means an agreement in substantially the form attached hereto as Exhibit B, between the Escrow Participant, the Escrow Agent and the Purchaser with respect to the Indemnification Escrow Shares to reflect the terms set forth in Section 10.3.

  • Professional Fee Escrow Account means an interest-bearing account funded by the Debtors with Cash on the Effective Date in an amount equal to the Professional Fee Amount.

  • Escrow Funds means the Advance funds deposited with the Escrow Agent pursuant to this Agreement.

  • 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.

  • Escrow End Date has the meaning specified in the Escrow Agreement.

  • 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.

  • Escrow Cash is defined in Section 4.1(a).

  • 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.

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

  • Escrowed Funds Has the meaning, with respect to any Trust, specified in Section 2.02(b).

  • Escrowed Property has the meaning set forth in the Escrow Agreement.