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What is an Indemnification Holdback in a Stock Purchase Agreement? A Business Attorney Explains

Many business acquisition agreements such as a stock purchase agreement or asset purchase agreement have language and clauses regarding an indemnification holdback. This indemnification holdback is when a portion of the purchase price is not paid at the closing of the transaction but rather goes into an escrow account to be delivered to the parties pursuant to the escrow agreement. The holdback primarily protects the buyer by having funds held with a disinterested third-party to protect against the seller’s breach of representations, warranties, covenants and other terms of the agreement. If you have any questions regarding your purchase agreement or other business contacts, you can speak with a business attorney by contacting The McGuire Law Firm.

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