Warranties Escrow definition

Warranties Escrow means an amount equal to Eight Million Dollars ($8,000,000), which amount is placed in escrow by Buyer at the Closing and held by the Escrow Agent pursuant to the Post-Closing Escrow Agreement.
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Warranties Escrow means an amount equal to twelve and one-half percent (12.5%) of the Purchase Price, which amount is placed in escrow by Buyer at the Closing and held by the Escrow Agent pursuant to the Post-Closing Escrow Agreement.
Sample 1
Warranties Escrow has the meaning specified in Section 2.2(b).
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Examples of Warranties Escrow in a sentence

  • Such notice will specify the nature of the claim and the amount by which Buyer proposes to be paid out of the Warranties Escrow with respect to such claim.

  • The Reps and Warranties Escrow agreement in substantially the form attached hereto as Exhibit H as executed by Seller and Xxxxxx Title.

  • In the event that Seller selects Xxxxxx Title to act as the escrow agent for the Reps and Warranties Escrow, Seller shall pay any escrow or other fee charged by Xxxxxx Title.

  • At Closing, Seller shall assign to Purchaser all of Seller’s interest in the Permits, Plans and Specifications, Warranties, Escrow Deposits (if any), in substantially the same form as set forth in Exhibit “G”.

  • The Purchaser, the Sellers and the Escrow Agent shall have entered into the Tax Escrow Agreement and the Representations and Warranties Escrow Agreement, respectively, and the deposit of funds into the Tax Escrow Account and the Representations and Warranties Escrow Account, as required herein, shall have been made by the Sellers.

  • The offering of our common stock pursuant to the sales agreement will terminate upon the termination of such sales agreement as permitted therein.

  • The augmentation would become effective beginning July 1, 2021, or upon enactment of the Budget Act of 2021.

  • As more fully set forth in the Representations and Warranties Escrow Agreement, on the third Business Day falling nine (9) months from the Closing Date, fifty (50%) percent of the amount remaining in the Representations and Warranties Escrow Account that is not subject to good faith claims will be released to the Seller.

  • On the third Business Day falling eighteen (18) months from the Closing Date the remaining balance of the Representations and Warranties Escrow Amount that is not subject to good faith claims will be released to the Seller.

  • Survival of Representations and Warranties; Escrow..............................

Related to Warranties Escrow

  • Seller’s Warranties means Seller’s representations and warranties set forth in Section 9.2 and the Closing Documents executed by Seller, as such representations and warranties may be deemed modified or waived by Buyer pursuant to the terms of this Agreement.

  • Warranties - means collectively any and all warranties (if any) given by the Bidder in terms of this agreement.

  • Purchaser Warranties shall have the meaning ascribed to the term in Clause 8.1;

  • Express warranty means an express warranty as set forth in sections 4-2-313 and 4-2.5-210, C.R.S. An express warranty shall cover every part of a new facilitative device.

  • Purchaser’s Warranties means the warranties of the Purchaser set out in Clause 6.2 and Schedule 2;

  • Representations means the written Representations and Warranties provided by Borrower to Silicon referred to in the Schedule.

  • Tax Warranties means the warranties contained in Part 2 of Schedule 8;

  • Limited Warranty means the limited warranties and your coverage provided by IKO for your Shingles as expressly set out in this document, and are the only warranties being provided by IKO.

  • Breach of Agreement provisions of Section 5(a)(ii) will apply to Party A and will not apply to Party B.

  • Seller Warranties shall have the meaning ascribed to the term in Clause 7.1.

  • Fundamental Representations and Warranties means the representations and warranties contained in Sections 3.1, 3.2, 3.6, 4.1 and 4.

  • Perfection Representations means the representations, warranties and covenants set forth in Schedule 1 attached hereto.

  • Extended Warranty means an agreement for a specified duration to

  • Warranty Xxxx of Sale means the warranty (as to title) xxxx of sale covering the Aircraft executed by Manufacturer or an affiliate of Manufacturer in favor of Company and specifically referring to each Engine, as well as the Airframe, constituting a part of the Aircraft.

  • Special Representations has the meaning set forth in Section 8.1.

  • Warranty means any one of them.

  • Major Representation means a representation or warranty with respect to the Borrower or the Merger Sub only under any of Clause 18.2 (Status) to Clause 18.6 (Validity and admissibility in evidence) inclusive.

  • Warranty Rights means the Warranty Rights as described in Schedule I to the Participation Agreement.

  • Buyer Fundamental Representations means the representations and warranties of Buyer contained in Sections 6.1, 6.2 and 6.7.

  • Limit of Liability means, with respect to any Insuring Agreement, the limit of liability of the Underwriter for any Single Loss covered by such Insuring Agreement as set forth under the heading “Limit of Liability” in Item 3 of the Declarations or in any Rider for such Insuring Agreement.

  • Express Waiver I desire to expressly waive any claim of confidentiality as to any and all information contained within our response to the competitive procurement process (e.g. RFP, CSP, Bid, RFQ, etc.) by completing the following and submitting this sheet with our response to Education Service Center Region 8 and TIPS.

  • Seller Fundamental Representations means the representations and warranties of Seller contained in Section 3.01 (Existence and Power), Section 3.02 (Authorization), Section 3.05 (Group Companies) (other than Section 3.05(e)) and Section 3.21 (Finders’ Fees).

  • Indemnification Provisions means each of the Debtors’ indemnification provisions currently in place whether in the Debtors’ bylaws, certificates of incorporation, other formation documents, board resolutions, or contracts for the current and former directors, officers, managers, employees, attorneys, other professionals, and agents of the Debtors and such current and former directors’, officers’, and managers’ respective Affiliates.

  • Limitation of Liability PrimePay has negotiated preferred terms and conditions with FD as a service to PrimePay Clients. Client understands that FD, and not PrimePay, will be performing those services and that Client will enter its own service agreement(s) with FD for such services under terms and conditions specified by FD and agreed to by Client. Accordingly, Client acknowledges that FD shall be the provider of Payment Processing Services hereunder and that PrimePay shall have no liability whatsoever for or related to the performance of those services, including any and all damages, costs and related expenses (including attorney fees).

  • Company Fundamental Representations means the representations and warranties set forth in Section 3.1 (Organization; Authority; Enforceability), Section 3.2(a) (Non-contravention), Section 3.3 (Capitalization), Section 3.13 (Brokerage) and Section 3.20 (Affiliate Transactions).

  • Representations and Warranties means the representations and warranties mentioned in Clause 4 hereto;