Stock Escrow definition

Stock Escrow means 726,393 shares of Acquiror Common Stock.
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Stock Escrow has the meaning set forth in Section 2.2(b) hereof.
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Stock Escrow means those stock certificates representing the Consideration Stock to be held in escrow in accordance with clause 6;
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Examples of Stock Escrow in a sentence

  • The Spinco Common Stock Escrow Accounts will serve as a source of shares of Spinco Common Stock deliverable upon the exercise of the New IAC Integrated Warrant.

  • The certificates for the Placement Warrants shall be delivered to the Escrow Agent, to be defined in the Stock Escrow Agreement to be filed as an exhibit to the Registration Statement, promptly after the closing of the IPO.

  • Pursuant to the Stock Escrow Agreement, NMC delivered to the escrow agent the shares of Common Stock issued to it to be held by the escrow agent pending the closing of the Option exercise to purchase shares of Gazania by AGI under the Option Agreement in which case such 12,600,003 shares of Common Stock will be released by the escrow agent to NMC.

  • In connection with the issuance of 12,600,003 shares of Common Stock, NMC entered into a Stock Escrow Agreement and a Lock-Up Agreement with the Company.

  • Any Losses payable pursuant to this Section 11.4 from the Escrow Deposit shall be paid from the Cash Escrow and the Stock Escrow in the same proportion as such Cash Escrow and Stock Escrow bears to the total Escrow Deposit.

  • HL shall enter into an amendment to the Stock Escrow Agreement to add Parent as a party, reflect the forfeiture of HL Ordinary Shares by the Sponsors pursuant to S ection 1.6, and change all references of HL Ordinary Shares to Parent Class A Ordinary Shares.

  • This Agreement shall in no way restrict the transfer on the public market of Shares that are not subject to the Lock-Up Agreement or the Stock Escrow Agreement, and any such transfers on the public market of Shares not subject to the provisions of the Lock-Up Agreement or the Stock Escrow Agreement, as applicable, shall be free and clear of the restrictions in this Agreement.

  • If any law or ordinance adopted hereafter imposes a tax on the holder hereof with respect to this Note, the holder shall have the right at its election from time to time to require Payor, upon thirty (30) days notice, to pay such tax and, if not so paid, the holder hereof may pay such sum, which sum shall thereafter be added to the principal debt evidenced by this Note and secured by the Stock Escrow Agreement, and said additional principal shall bear interest at the Default Interest Rate.

  • Except as expressly provided herein or therein, Payor hereby expressly waives presentment, demand, notice, protest and all other demands and notices in connection with the delivery, acceptance, performance, default or enforcement of this Note, the Stock Purchase Agreement, the Stock Escrow Agreement and other Material Documents, and an action for amounts due hereunder or thereunder shall immediately accrue.

  • The obligations of each person or entity comprising Payor hereunder and under the Stock Purchase Agreement and Stock Escrow Agreement shall be joint and several obligations.


More Definitions of Stock Escrow

Stock Escrow means shares of Buyer Common Stock with a value equal to $1,250,000 (valuing the Buyer Common Stock at the Ten Day Trading Average Price).
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Stock Escrow as defined in Section 2.2(c).
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Stock Escrow shall have the meaning given to such term in Section 2.6.1.
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Stock Escrow means the Stock Escrow and Security Agreement of even date herewith among (i) the Buyer; (ii) the Class B Shareholders; (iv) the Trustee; and the Escrow Agent.
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Stock Escrow means a number of shares of Class B common stock, par value $0.01 per share, of Buyer, having a value equal to the quotient derived by dividing (x) twenty million Dollars ($20,000,000), by (y) the average of the closing prices of a share of Class A common stock of Buyer on the New York Stock Exchange on each of the three consecutive trading days preceding the third trading day prior to the Closing Date, and rounding the resulting number upward to the nearest integer.
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Related to Stock Escrow

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

  • Escrowed Shares has the meaning set forth in Section 2.4.

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

  • 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.

  • 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.

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

  • 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.

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

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

  • Company Stock Certificate has the meaning set forth in Section 1.7.

  • 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 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.

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

  • Stock Election Shares shall have the meaning set forth in Section 3.2.1.

  • Cash Merger Consideration has the meaning set forth in Section 2.9(a).

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

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

  • Escrow Shares shall be deemed to include the Non-Cash Dividends distributed thereon, if any.

  • Cash Election Shares shall have the meaning set forth in Section 3.2.1.

  • 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”.

  • Merger Consideration has the meaning set forth in Section 2.1(a).

  • Exchange Agent has the meaning set forth in Section 3.02(a).

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

  • Stock Certificates has the meaning set forth in Section 2.2(a)(ii).

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