Escrow Obligations Sample Clauses

Escrow Obligations. In connection with impounded Non-Agency Mortgage Loans, the Owner shall (i) cause all taxes and assessments with respect to which the related tax xxxx is due within thirty (30) days following the related Inbound Transfer Date to be paid prior to such Inbound Transfer Date, and (b) cause all hazard, flood, earthquake, PMI Policy and other insurance premiums that are due on or prior to the thirtieth (30th) day following such Inbound Transfer Date to be paid on or prior to such Inbound Transfer Date. The Owner shall be responsible for any losses including but not limited to tax penalties (including any loss of discount for which any related Mortgagor or any third party for the benefit of the related Mortgagor has a legal claim) for the current tax due period or for any tax period that ends no more than twelve (12) months earlier than the date of the last paid installment of the Non-Agency Mortgage Loan, as well as for its advances to pay the delinquent taxes themselves in connection with any Non-Agency Mortgage Loan for which the Owner failed to pay taxes as required by this Section 4.29 as the result of an action or inaction of a previous servicer.
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Escrow Obligations. In connection with impounded Mortgage Loans, the Owner shall (i) cause all taxes and assessments with respect to which the related tax xxxx is due within thirty (30) days following the related Servicing Transfer Date to be paid prior to such Servicing Transfer Date, and (b) cause all hazard, flood, earthquake, PMI Policy and other insurance premiums that are due on or prior to the thirtieth (30th) day following such Servicing Transfer Date to be paid on or prior to such Servicing Transfer Date. The Owner shall be responsible for any losses including but not limited to tax penalties (including any loss of discount for which any Mortgagor or any third party for the benefit of the Mortgagor has a legal claim) for the current tax due period or for any tax period that ends no more than twelve (12) months earlier than the date of the last paid installment of the Mortgage Loan, as well as for its advances to pay the delinquent taxes themselves in connection with any Mortgage Loan for which the Owner failed to pay taxes as required by this Section 2.30 as the result of an action or inaction of a previous servicer.
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Escrow Obligations. (a) On or prior to the Termination Date, the Sellers shall use reasonable best efforts to satisfy the condition set forth in Section 6.2(h). For the purposes of this Section 5.7(a), "reasonable best efforts" shall include payment of any and all amounts into the Sellers' escrow accounts maintained in accordance with the Qualifying Statutes, and any other payments required under the Qualifying Statutes, as shall be necessary, as determined by the applicable states or other applicable Governmental Authority, to cause the Sellers to be in compliance with the Qualifying Statutes, including, without limitation, using or directing the use of proceeds from the transactions contemplated hereby for such purpose. Notwithstanding anything to the contrary in this Agreement, the Sellers shall not have any obligation under this Agreement to agree with any MSA States to take any action, or make any commitment, other than with respect to the payment of cash into the Sellers' escrow accounts maintained in accordance with the Qualifying Statutes.
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Escrow Obligations. 32 5.8 Cooperation Regarding Packaging...................................................................35 5.9 Financing.........................................................................................35 5.10 Post-Closing Notification of Product Returns......................................................36 5.11
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Escrow Obligations. In accordance with the Escrow Agreement, Licensor ------------------ will deposit with the Escrow Agent the relevant Deposit Materials upon Acceptance of each Software. Licensor will also update the Deposit Materials with the Escrow Agent as required pursuant to the Escrow Agreement, which updates will include updated Deposit Materials for all Upgrades provided hereunder. Upon [OMITTED] request, but no more than once per year unless Licensor is not in compliance with its escrow obligations, Licensor will certify in writing its compliance with this Section (13.1) and with the Escrow Agreement, which certification will be signed by an officer of Licensor. Each of the Deposit Materials will be released to [OMITTED] as set forth in this Agreement in accordance with the procedures set forth in the Escrow Agreement upon the occurrence of any of the following events: (i) Licensor fails to provide any services to be provided under this Agreement for a period that exceeds three (3) days, including, but not limited to, with respect to the Software or any hardware provided by Licensor to [OMITTED]; or (ii) any of the conditions described in Section 0 hereof are met. [OMITTED] will solely own all right, title and interest in and to and have the exclusive right to use any modifications to the Software, including the Source Code and any other Deposit Materials made by or for [OMITTED] after the release of the Deposit Materials. For purposes of this Agreement, "Escrow Agent" means the independent third party that has been appointed pursuant to the Escrow Agreement to hold a copy of the Deposit Materials in accordance with the terms and conditions of the Escrow Agreement.
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Escrow Obligations. (a) Within 90 days after the Closing Date (or such later date acceptable to the Agent), the Agent and the Borrower shall negotiate an escrow agreement (the “Escrow Agreement”), in form and substance reasonably satisfactory to the Agent and the Borrower, with Iron Mountain Intellectual Property Management, Inc. (or another escrow agent reasonably acceptable to the Agent and the Borrower) (the “Escrow Agent”). Upon the occurrence and during the continuation of an Event of Default, at the request of Agent, Borrower, Agent and the Escrow Agent shall within five (5) Business Days of such request enter into the Escrow Agreement (and maintain in good standing at Borrower’s expense), pursuant to which Borrower shall deposit (or cause to be deposited) as soon as practicable but in no event later than five (5) Business Days following the effective date thereof, the Deposit Materials, which shall thereafter be kept in escrow for the benefit of Lenders in accordance with the provisions of this Section 4.16 and the Escrow Agreement. The Deposit Material shall only be released by the Escrow Agent upon an acceleration of any or all the Obligations pursuant to Section 7.2 hereof and receipt of Agent’s written notice in the form attached to the Escrow Agreement directing the release of the Deposit Material to Agent (subject to the provisions of the Escrow Agreement). Upon the release of the Lien on the Deposit Material pursuant to Section 8.10(b)(iii) hereof, the Agent and Borrower shall jointly instruct the Escrow Agent to terminate the Escrow Agreement and return the Deposit Materials to Borrower. In the event that the Escrow Agreement is terminated, cancelled, or expires prior to the release of the Deposit Material in accordance with this Section 4.16(a), Borrower (with the reasonable assistance of Agent) shall cause the Deposit Material to be placed in escrow with a successor escrow agent selected by Agent and reasonably acceptable to Borrower under terms and conditions that are substantially similar to those in the Escrow Agreement.
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Escrow Obligations. As of the Launch Date, USAA and ZAG will enter into a source code escrow agreement in the same form as attached hereto as Exhibit I (“Escrow Agreement”) and which provides for Iron Mountain to escrow the source code for the ZAG’s Technology that ZAG has the obligation to provide during the Term of this Agreement (the “Deposit Materials”). USAA shall be responsible for the payment of all fees required to be paid to Iron Mountain Escrow Services to establish and maintain the escrow created under the Escrow Agreement. All Deposit Materials shall be the Confidential Information of ZAG.
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Escrow Obligations. Escrow Agent undertakes to perform only such duties as are expressly set forth in this Agreement. Escrow Agent shall not be deemed to have any implied duties or obligations under or related to this Agreement. Escrow Agent may (a) act in reliance upon any writing, instrument or signature which it, in good faith, believes to be genuine;
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Related to Escrow Obligations

  • Surety Obligations No Borrower or Subsidiary is obligated as surety or indemnitor under any bond or other contract that assures payment or performance of any obligation of any Person, except as permitted hereunder.

  • Seller Obligations Seller shall (A) arrange and pay independently for any and all necessary costs under any Generator Interconnection Agreement with the Participating Transmission Owner; (B) cause the Interconnection Customer’s Interconnection Facilities, including metering facilities, to be maintained; and (C) comply with the procedures set forth in the GIP and applicable agreements or procedures provided under the GIP in order to obtain the applicable Electric System Upgrades and (D) obtain Electric System Upgrades, as needed, in order to ensure the safe and reliable delivery of Energy from the Project up to and including quantities that can be produced utilizing all of the Contract Capacity of the Project.

  • Purchaser Obligations Section 7.1Pursuit of State Regulatory Approval . Purchaser shall use Commercially Reasonable Efforts to make an initial filing for State Regulatory Approval no later than twenty (20) Business Days after the Signing Date (the “State Regulatory Target Filing Date”). Seller shall act diligently and cooperate with Purchaser’s efforts to seek State Regulatory Approval and promptly provide any information, including the filing of testimony, reasonably requested by Purchaser or required for State Regulatory Approval and/or any regulatory proceedings or litigation that may arise relating to the State Regulatory Approval. As part of such cooperation, Seller shall file on or prior to the State Regulatory Target Filing Date an application for declination of jurisdiction with the State Regulatory Agency in connection with the Transactions. Nothing in this Agreement shall require Purchaser to accept any condition to, limitation on, or other requirement concerning the State Regulatory Approval that, in Purchaser’s sole discretion, is unacceptable to Purchaser. Nothing in this Agreement shall require Seller to accept any condition to, limitation on, or other requirement concerning the declination of jurisdiction from the State Regulatory Authority that, in Seller’s sole discretion, is unacceptable to Seller.

  • Company Obligations The Company will use commercially reasonable efforts to effect the registration of the Registrable Securities in accordance with the terms hereof, and pursuant thereto the Company will, as expeditiously as possible:

  • Excluded Obligations Notwithstanding anything to the contrary expressed or implied in the Finance Documents, the Security Agent shall not:

  • Retained Obligations Buyer does not assume or agree to discharge or perform and will not be deemed by reason of the execution and delivery of this Agreement or any agreement, instrument or document delivered pursuant to or in connection with this Agreement or otherwise by reason of the consummation of the transactions contemplated hereby, to have assumed or to have agreed to discharge or perform, any liabilities, obligations or commitments of Seller of any nature whatsoever whether accrued, absolute, contingent or otherwise and whether or not disclosed to Buyer, other than the Assumed Obligations (the "Retained Obligations").

  • Obligations of the Purchasers In connection with the registration of the Registrable Securities, the Purchasers shall have the following obligations:

  • Perform Obligations To perform promptly all of the obligations of Tenant set forth in this Lease; and to pay when due the Fixed Rent and Additional Rent and all charges, rates and other sums which by the terms of this Lease are to be paid by Tenant.

  • Intercompany Obligations At all times, the Company shall ensure that all intercompany obligations (including, without limitation, obligations pursuant to transfer pricing and royalty agreements) owed by the Company or a Restricted Subsidiary to the Company or any of its Subsidiaries shall be subordinated in writing in right of payment to the Notes or the applicable Subsidiary Guarantee and unsecured.

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