Sales Tax Escrow Amount definition

Sales Tax Escrow Amount means an amount equal to $3,000,000.
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Sales Tax Escrow Amount means an amount of cash not to exceed $2,364,329, determined in accordance with Schedule 7.2.
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Sales Tax Escrow Amount means Four Hundred Thousand Dollars ($400,000.00).
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Examples of Sales Tax Escrow Amount in a sentence

  • The Base Escrow Amount (plus any interest paid on such Base Escrow Amount), the Sales Tax Escrow Amount (plus any interest paid on such Sales Tax Escrow Amount) and the Securityholder Representative Expenses Reserve (plus any interest paid on such Securityholder Representative Expenses Reserve) are collectively referred to herein as the “Escrow Fund”.

  • By virtue of this Agreement and as partial security for the Indemnified Parties under Section 8.2(a), at the Effective Time, Parent shall deposit with the Escrow Agent the Base Escrow Amount, the Sales Tax Escrow Amount and the Securityholder Representative Expenses Reserve, such deposit to constitute an escrow fund to be governed by the terms set forth herein.

  • The Sales Tax Escrow Amount (plus any interest paid on such Sales Tax Escrow Amount) shall be exclusively available to compensate the Indemnified Parties for any claims by such parties for any Losses suffered or incurred by them and for which they are entitled to recovery under Section 8.2(a)(x).

  • At the Closing, Parent shall deposit (i) the Escrow Amount into an account (the “Escrow Account”) and (ii) the Sales Tax Escrow Amount into an account (the “Sales Tax Escrow Account”), both with the Escrow Agent.

  • Promptly after the Effective Time, Parent shall deposit with the Escrow Agent the Escrow Amount and the Sales Tax Escrow Amount out of the Merger Consideration pursuant to Section 1.6 hereof and shall confirm such deposit with the Escrow Agent.

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  • Notwithstanding any other provisions of this Agreement to the contrary, each Escrow Participant’s Pro Rata Portion of the Escrow Amount, the Sales Tax Escrow Amount, the Stockholder Representative Amount and the Closing Tax Amount shall be deposited into the Escrow Fund, the Sales Tax Escrow Fund, the Stockholder Representative Fund and the Closing Tax Escrow Fund as provided herein.

  • As soon as practicable following the Effective Time, and in no event later than 5:00 pm California time on the first(1st) Business Day following the Business Day on which the Effective Time occurs, Parent shall deposit with the Escrow Agent an amount of cash equal to the sum of (i) the Base Escrow Amount, (ii) the Sales Tax Escrow Amount and (iii) the Securityholder Representative Expenses Reserve.

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  • The cash comprising the Escrow Fund and the Sales Tax Escrow Fund shall be deposited by Parent with respect to each Escrow Participant without any act by them, in accordance with their respective Pro Rata Portions of the Escrow Amount and the Sales Tax Escrow Amount.


More Definitions of Sales Tax Escrow Amount

Sales Tax Escrow Amount means, collectively, the Sales Tax Expense Escrow Amount and the Sales Tax Base Escrow Amount.
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Sales Tax Escrow Amount means an amount of cash equal to $4,000,000.
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Sales Tax Escrow Amount means the aggregate amount which Seller and Purchaser shall be instructed by the States of New Jersey and New York to deposit into escrow in connection with this transaction pursuant to Purchaser’s filing of any required notice of bulk sale in either or both of said states.
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Related to Sales Tax Escrow Amount

  • Adjustment Escrow Amount means $1,000,000.

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

  • Escrow Amount has the meaning set forth in Section 2.1(c).

  • 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.

  • Adjustment Escrow Funds means, at any time, the portion of the Adjustment Escrow Amount then remaining in the Adjustment Escrow Account.

  • Purchase Price Adjustment Escrow Amount means $500,000.

  • 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.

  • Tax and Insurance Escrow Fund shall have the meaning set forth in Section 7.2 hereof.

  • 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.

  • Holdback Amount has the meaning set forth in Section 2.1(c).

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

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

  • 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 Deposit has the meaning set forth in Section 2.1.

  • Working Capital Escrow Amount means $2,000,000.

  • Sales Tax Revenues means taxes collected under the Virginia Retail Sales and Use Tax Act

  • 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.

  • Qualified escrow fund means an escrow arrangement with a federally or state-chartered financial institution having no affiliation with any tobacco product manufacturer and having assets of at least one billion dollars where such arrangement requires that such financial institution hold the escrowed funds’ principal for the benefit of releasing parties and prohibits the tobacco product manufacturer placing the funds into escrow from using, accessing, or directing the use of the funds’ principal except as consistent with section 453C.2, subsection 2, paragraph “b”.

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

  • Retained Excess Cash Flow Amount means, at any date of determination, an amount, determined on a cumulative basis, that is equal to the aggregate cumulative sum of the Excess Cash Flow that is not required to be applied as a mandatory prepayment under Section 2.11(b)(i) for all Excess Cash Flow Periods ending after the Closing Date and prior to such date; provided that such amount shall not be less than zero for any Excess Cash Flow Period.

  • Gross receipts tax means any gross receipts, sales, use, excise, value added or any similar tax.

  • Sales Taxes has the meaning set forth in Section 3.2.

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

  • Seller’s Taxes shall have the meaning set forth in Section 5.4(a) hereof.

  • Purchase Price Allocation has the meaning set forth in Section 2.6(a).