Shareholder Representative Expense Fund definition

Shareholder Representative Expense Fund means a fund totaling One Million dollars ($1,000,000) that shall be maintained as a separate account in the Escrow, which shall be established on the Closing Date.

Shareholder Representative Expense Fund means an amount in cash equal to $300,000.

Shareholder Representative Expense Fund has the meaning set forth in Section 2.12(a)(ii).

Examples of Shareholder Representative Expense Fund in a sentence

• The Shareholder Representative shall not be obligated to incur charges not covered by the Shareholder Representative Expense Fund.

• Upon final resolution of all liabilities and obligations of the Shareholders under this Agreement and full reimbursement of all Charges of the Shareholder Representative as provided herein, in each case, as determined in the Shareholder Representative’s sole discretion, the Shareholder Representative shall distribute any remaining portion of the Shareholder Representative Expense Fund to the Shareholders pro rata in accordance with each Shareholder’s Pro Rata Share.

• Payments of the Option Consideration to employees and former employees of the Company (including payments in respect of distributions of amounts from the General Escrow Fund, Working Capital Escrow Fund and the Shareholder Representative Expense Fund) shall be remitted through the payroll system of the Company.

• Each former holder of a cancelled Company Option shall be entitled to receive in exchange therefor the Option Consideration less the portions of such cash amount to be deposited in the General Escrow Fund, Working Capital Escrow Fund and the Shareholder Representative Expense Fund pursuant to Section 2.08(d).

• If, however, the adjustment results in a decrease to the Closing Purchase Price, the Companies shall pay the Buyer the amount of such difference in cash from the Shareholder Representative Expense Fund.

• The Escrow Agent shall distribute to the Shareholder Representative, from the Shareholder Representative Expense Fund, such amounts as are requested in writing by the Shareholder Representative for the purpose of paying or reimbursing any Shareholder Representative Expenses incurred by the Shareholder Representative.

• No rutting will be permitted within designated campsites or roads.

• Other than the Shareholder Representative Expense Fund, in no event shall Parent, Buyer or their Affiliates be responsible for payment of any expenses of the Shareholder Representative.

More Definitions of Shareholder Representative Expense Fund

Shareholder Representative Expense Fund means the Shareholder Representative Expense Amount, including any interest or other amounts earned thereon, and less any disbursements therefrom, to be held for the purpose of funding any expenses of Shareholder Representative arising in connection with the administration of Shareholder Representative’s duties in this Agreement after the Effective Time.

Shareholder Representative Expense Fund means a fund to be established with the Escrow Agent, which shall not be part of the Indemnity Escrow Fund, to be used to reimburse the Shareholder Representative for expenses incurred by the Shareholder Representative in performing its duties hereunder (including legal fees and expenses related thereto).

Shareholder Representative Expense Fund shall have the meaning given such term in Section 3.5(a).