ESCROW AND INDEMNITY HOLDBACK SAMPLE TERMS
Indemnity Escrow Structure
- Amount: [$] or [X]% of Purchase Price, funded at Closing.
- Term: [12-24] months from Closing; survival tied to general reps.
- Claims Process: Buyer may make claims by written notice before expiry.
- Disbursement: Undisputed balance released to Seller upon expiry.
Governing Law and Forum
- For Arizona transactions, confirm Arizona law and state/federal courts in Maricopa County, Arizona.
[// GUIDANCE: Keep escrow agreement consistent with the SPA/APA dispute and notice provisions.]