Remaining Holdback Amount definition

Remaining Holdback Amount means (A) the Initial Holdback Amount, minus (B) the Final Holdback Amount.
View Source
Remaining Holdback Amount shall have the meaning assigned to it in Section 1.5(h).
View Source
Remaining Holdback Amount shall have the meaning set forth in Section 12.5.
View Source

Examples of Remaining Holdback Amount in a sentence

  • Seller has agreed to waive Buyer Group’s obligation to pay to Seller a portion of the Remaining Holdback Amount Payment as set forth in the Purchase Agreement, subject to the terms and conditions set forth herein.

  • If the Final Holdback Amount is greater than zero, then the Buyer and Parent will deliver to the Escrow Agent a joint written instruction directing the Escrow Agent to release (i) to the Buyer the Final Holdback Amount, and (ii) to Parent, the Remaining Holdback Amount.

  • The Remaining Holdback Amount, if any, shall be paid in immediately available funds by wire transfer to Seller account designated in writing by Seller to the Purchasers.

  • Notwithstanding anything to the contrary in this Agreement, the Representative shall be entitled and is hereby granted the right to set off and deduct, in respect of amounts due to Securityholders, any unpaid or non-reimbursed expenses and unsatisfied Liabilities incurred by the Representative in connection with the performance of its duties hereunder from amounts actually delivered to the Representative pursuant to this Agreement (including the Remaining Holdback Amount to be paid to the Securityholders).

  • Except for claims relating to fraud, the Final Remaining Holdback Amount shall, from and after the Final Indemnification Holdback Payment Date, be the sole and exclusive source for effecting the payment and discharge of any and all amounts to which any Buyer Indemnified Party shall be entitled to indemnification pursuant to this Article XII.

  • If the Shortfall Amount is less than the Purchase Price Adjustment Holdback Amount (such difference, the “Remaining Holdback Amount”), then Parent and the Stockholders’ Representative shall include in such joint written instructions that the Escrow Agent release to the Stockholders’ and Warrantholders’ accounts set forth in the Funds Flow an aggregate amount equal to the Remaining Holdback Amount allocated among the Stockholders and Warrantholders in accordance with Section 2.5(g).

  • If the Shortfall Amount is less than the Purchase Price Adjustment Holdback Amount (such difference, the “Remaining Holdback Amount”), then the Stockholders’ Representative shall pay (without interest) to the Stockholders and the Operating Company (for further payment to the Option Holders pursuant to Section 2.5(g)) an aggregate amount equal to the Remaining Holdback Amount.

  • To the extent that any such indemnification claims are resolved in Seller’s favor by a Final Determination, FPMG LLC shall distribute the portion of the Final Remaining Holdback Amount relating to such claims to its members.

  • The Remaining Holdback Amount shall bear an interest of 3.5% p.a. which shall be paid by the Buyer together with the Remaining Holdback Amount to the Seller.

  • Except for claims relating to fraud, the Initial Remaining Holdback Amount shall, from and after the Initial Indemnification Holdback Payment Date, be the sole and exclusive source for effecting the payment and discharge of any and all amounts to which any Buyer Indemnified Party shall be entitled to indemnification pursuant to this Article XII.


More Definitions of Remaining Holdback Amount

Remaining Holdback Amount has the meaning set forth in Section 2.11(a).
View Source
Remaining Holdback Amount has the meaning given in Section 2.06(c).
View Source
Remaining Holdback Amount means any amount of the First Holdback Reserve that has been finally determined not to constitute Losses of the Buyer Indemnified Persons.
View Source

Related to Remaining Holdback Amount

  • Holdback Amount has the meaning set forth in Section 2.06(a).

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

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

  • Holdback has the meaning set forth in Section 4.1(d)(i).

  • Retained Amount means the present value (as determined in accordance with sections 280G(b)(2)(A)(ii) and 280G(d)(4) of the Code) of the Total Benefits net of all federal, state and local taxes imposed on Executive with respect thereto.