First Escrow Release Date definition
Examples of First Escrow Release Date in a sentence
On the second anniversary of the Closing Date, the Purchaser shall release and pay 50% of the Escrow Amount by wire transfer of immediately available funds to the Seller Bank Account, less the aggregate amount, if any, of amounts previously deducted from the Escrow Amount by the Purchaser in accordance with this Agreement to satisfy any Seller Indemnifiable Claims from the First Escrow Release Date.
As used herein "Second Escrow Release Date" shall mean the date being six months after the First Escrow Release Date.
As used herein "First Escrow Release Date" shall mean the earlier of (i) the date thirty (30) days after the date of delivery by BackWeb Parent's independent auditors to BackWeb Parent of signed, audited consolidated financial statements for the BackWeb Parent fiscal year ended December 31, 1997 and (ii) May 1, 1998.
The First Escrow Release Date and the Second Escrow Release Date are referred to herein collectively as the "Escrow Release Dates." On the First Escrow Release Date, a portion of the Escrow Fund shall be released from escrow to the Holders in Escrow as reasonably practicable in proportion to their respective Proportionate Escrow Interest in an amount equal to one half of the entire Escrow Amount, less any Holdover Amount (as defined below).
Notwithstanding any other provision of this Agreement, the provisions of Section 12.1(b) shall survive the First Escrow Release Date, the Second Escrow Release Date or the Third Escrow Release Date, as applicable, for a period of one (1) year.