Warranty Escrow Agreement definition

Warranty Escrow Agreement means the agreement governing the Warranty Escrow Account to be entered into between the Sellers, collectively represented by Nordic Capital, the Purchaser and the Warranty Escrow Agent, if applicable, as set forth in Section 9.4.
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Warranty Escrow Agreement means the Warranty Escrow Agreement to be executed at Closing, between the Parent, the Member Representative and the Warranty Escrow Agent, in such form as shall be agreed to by such parties prior to the Effective Date.
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Warranty Escrow Agreement means the agreement to be entered into on Closing Date between the Seller, the Purchaser and the Warranty Escrow Agent substantially in the form attached in Schedule 4;
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Examples of Warranty Escrow Agreement in a sentence

  • Once the award is made, a claim shall be Finally Resolved for purposes of the Warranty Escrow Agreement.

  • Such Activision Shares shall be held in the Escrow Account during such period of time as set forth in the Warranty Escrow Agreement (the "Hold Period").

  • The Purchaser, Travelbyus and GMP or the Escrow Agent, as applicable, shall have executed and delivered to the Vendors and NAGE the Closing Escrow Agreement and the Representation and Warranty Escrow Agreement.

  • For greater certainty, any Order obtained pursuant to the Xxxx and Medge Litigation or any other Legal Proceeding existing as at the date hereof will not attach to the US$50,000,000 placed into escrow pursuant to the Representation and Warranty Escrow Agreement.

  • Each of the Vendors, NAGE and GMP or the Escrow Agent, as applicable shall have executed and delivered to the Purchaser and Travelbyus the Closing Escrow Agreement and the Representation and Warranty Escrow Agreement.

  • Any dividends and distributions with respect to such Holdback Shares while held in the Escrow Account also shall be retained in the Escrow Account until such Holdback Shares are released from escrow pursuant to Section 6.2(c) or (in the event such Holdback Shares are not released) until the expiration of the Performance Hold Period (as defined in the Warranty Escrow Agreement) for the account of the Members and Employee Holders.

  • Subject to any releases from escrow pursuant to Section 6.2(c), such Holdback Shares shall be held in the Escrow Account during such period of time as set forth in the Warranty Escrow Agreement.

  • No claim for indemnification will be valid unless a Claim Notice (as defined the Warranty Escrow Agreement) shall have been delivered pursuant to the Warranty Escrow Agreement on or prior to February 28, 2003, after which date the obligation to indemnify shall terminate with respect to any claim except those which were specifically identified in a Claim Notice prior to such date.

  • Except as set forth in Schedule “B”, no Regulatory Approval or filing with, notice to, or waiver from any Governmental Authority or other person is required to be obtained or made by YC, or to its knowledge, its affiliates, in connection with the execution, delivery and performance by YC of its obligations under this Agreement, the Payment Undertaking or the Representation and Warranty Escrow Agreement or the consummation of the Transaction.

  • Sellers shall have executed and delivered the Warranty Escrow Agreement attached as Exhibit G hereto (the "Warranty Escrow Agreement").


More Definitions of Warranty Escrow Agreement

Warranty Escrow Agreement shall have the meaning set out in Section 5.6.
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Related to Warranty Escrow Agreement

  • 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.

  • 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.

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

  • Escrow Agreement means the escrow agreement entered into prior to the date hereof, by and among the Company, the Escrow Agent and the Placement Agent pursuant to which the Purchasers shall deposit Subscription Amounts with the Escrow Agent to be applied to the transactions contemplated hereunder.

  • 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.

  • Escrow Agreements means one or more of the agreements between the Company, the Partnership and one or more of the Performance Investors, dated as of the closing of the date of the initial public offering of the common stock of the General Partner, pursuant to which the Performance Investors have deposited their Performance Shares in escrow for possible transfer to the General Partner or the Partnership (as applicable).

  • 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.

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

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

  • 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 Deposit has the meaning set forth in Section 2.1.

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

  • 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.

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

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

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

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

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

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

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

  • 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.

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

  • Escrow and Paying Agent Agreement means, with respect to either Class of Certificates, the Escrow and Paying Agent Agreement pertaining to such Class dated as of the date hereof between the Escrow Agent, the Underwriters, the Trustee for such Class and the Paying Agent, as the same may be amended, modified or supplemented from time to time in accordance with the terms thereof.