Disposition of Escrow Sample Clauses

Disposition of Escrow. Deposit Prior to and at Closing. (a) On June 15, 2003 (the "Call Date"), simultaneously with the transfer to Call Holder of the Underlying Securities that were subject to Call Holder's Call Right (the "Closing," the period of time between the initial deposit of the Escrow Deposit and the Closing being referred to as the "Escrow Period") in accordance with the terms of the Trust Agreement (i) Escrow Agent shall pay to Call Holder all interest, and interest earned on interest, on the Escrow Deposit to the Closing Date by wire transfer of immediately available funds to a bank account or bank accounts designated by Call Holder or, at Call Holder's option, by a bank check or bank checks payable to the order of a payee or payees designated by Call Holder and (ii) Escrow Agent shall pay to the Trustee the Escrow Deposit by wire transfer of immediately available funds to a single bank account or bank accounts designated by Trustee, or, at Trustee's option, by a bank check or bank checks payable to the order of a payee or payees designated by Trustee. (b) If, during the Escrow Period, the Trust Agreement is terminated in accordance with Section 10 of the Standard Terms and Section 13 of the Series Supplement, then Escrow Agent shall, ten (10) business days after written notice by Trustee and Call Holder of such termination, pay to Call Holder the Escrow Deposit, plus all interest, and interest earned on interest, on the Escrow Deposit, by wire transfer of immediately available funds to a bank account or bank accounts designated by Call Holder or, at Call Holder's option, by a bank check or bank checks payable to the order of a payee or payees designated by Call Holder; provided, however, that if Escrow Agent receives a written objection from the Trustee to such release of the Escrow Deposit within seven (7) business days after Call Holder gives such written notice, then Escrow Agent shall pay the Escrow Deposit and any interest, and interest earned on interest, on the Escrow Deposit in accordance with joint written instructions from Call Holder and Trustee, or, in the absence of such joint written instructions, the provisions of Section 6 hereof shall apply.

Disposition of Escrow. Assets in respect of the Second Closing. Pursuant ------------------------------------------------------------- to Section 2.4 of the Purchase Agreement, immediately upon the (a) receipt of a notice requesting the delivery of all or a portion of the Investor Securities in the Securities Escrow to the Investors signed by holders (the "Required -------- Holders") at the time (excluding the Company or any of its Subsidiaries) of at ------- least two-thirds of the voting power of all classes and types of Investor Securities (calculated to give pro forma effect to the conversion of all Preferred Stock and the exercise of all Warrants); and (b) the execution by an executive officer of the Company and a general partner of the Escrow Agent of a written request for the delivery of all or a portion of funds held in the Purchase Price Escrow to the Company, Investor Securities shall be so delivered to Investors and funds from the Purchase Price Escrow shall be so released to the Company in accordance with such notice and request.

Disposition of Escrow. (a) On or after September 1, 1996, Masada and the Sellers shall jointly give signed written notice ("Payment Notice") to Escrow Agent which Payment Notice shall list the parties entitled to the Three Months Deposit and a breakdown of the amounts each party is entitled to. Upon receipt of the Payment Notice, the Escrow Agent shall pay to the appropriate parties the Three Months Deposit within two days after the receipt of such Payment Notice. The Payment Notice shall set forth a brief description of the basis entitling such parties to be paid the Three Months Deposit. (b) On or after March 3, 1997, Masada and the Sellers shall jointly give a Payment Notice to Escrow Agent which Payment Notice shall list the parties entitled to the Nine Months Deposit and a breakdown of the amounts each party is entitled to. Upon receipt of the Payment Notice, the Escrow Agent shall pay to the appropriate parties the Nine Months Deposit within two days after the receipt of such Payment Notice. The Payment Notice shall set forth a brief description of the basis entitling such parties to be paid the Additional Deposit. (c) On or after June 3, 1997, Masada and the Sellers shall jointly give a Payment Notice to Escrow Agent which Payment Notice shall list the parties entitled to the One Year Deposit and a breakdown of the amounts each party is entitled to. Upon receipt of the Payment Notice, the Escrow Agent shall pay to the appropriate parties the One Year Deposit within two days after the receipt of such Payment Notice. The Payment Notice shall set forth a brief description of the basis entitling such parties to be paid the One Year Deposit. (d) If the Escrow Agent receives a Payment Notice pursuant to Section 3(a), 3(b) or 3(c) which is (i) signed by Masada but not by at least three out of four of the Sellers, or (ii) signed by at least three out of four of the Sellers but not by Masada, the Escrow Agent shall give notice, along with a copy of such Payment Notice, to the other party (the "Non-Signing Party"). If the Non-Signing Party gives written notice to the Escrow Agent of its agreement with the Payment Notice, or fails to respond to the notice from the Escrow Agent, within seven days after the date of such notice, then the Escrow Agent shall pay to Seller (or its designee) the Escrowed Funds, within two days after the expiration of such seven day period. If the Non-Signing Party gives written notice to the Escrow Agent of its disagreement with the Payment Notice within s...

Disposition of Escrow. (a) The Escrow Agent shall invest or reinvest all funds now or hereafter held by it pursuant to the terms of this Escrow Agreement at the written direction of EFG in (i) short-term direct obligations of, or obligations fully guaranteed by, the United States of America or any agency thereof, (ii) certificates of deposit issued by any bank, trust company or national banking association (including the Escrow Agent) having total capital and surplus in excess of $100,000,000 or which are fully insured by the Federal Deposit Insurance Corporation (iii) commercial paper rated in the highest grade by Standard & Poor's Corporation and M▇▇▇▇'▇ Investors Services, Inc., in each case having maturities of not more than ninety (90) days, or (iv) a money market fund limited to U.S. government obligations, U.S. agency, obligations, or repurchase agreements backed by such obligations. All such investments shall have maturity dates which do not restrict, prohibit or interfere with the payment scheduled pursuant to subsection 2(b) hereof. The Escrow Agent shall not be liable for any losses resulting from the investments made in accordance with this Escrow Agreement. All interest or other income on the Escrow Deposit shall accrue to the Escrow Agent for the sole benefit of EFG as Agent for the Partnerships (the "Interest Income"). It shall be the sole responsibility of the EFG to file appropriate information returns and/or tax returns in connection with any Interest Income so received. (b) In the event, prior to the close of business on July 15, 1997, EFG presents the Escrow Agent with written confirmation issued by American National Bank, 3▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇ ("Banyan's Bank"), confirming the deposit of $4,400,000 in account No. 1▇▇▇▇▇▇▇ at Banyan's Bank, to the reasonable satisfaction of the Escrow Agent, the Escrow Agent shall immediately pay the Escrow Deposit to EFG in accordance with the wire transfer instructions of EFG set forth on Schedule A hereto. In the event that the Escrow Agent shall not have received such evidence of payment prior to the close of business July 15, 1997, the Escrow Agent shall, subject to paragraph (c) below, pay the Escrow Deposit to Banyan on July 16, 1997 in accordance with the wire transfer instructions of Banyan set forth on Schedule A hereto. (c) The Escrow Agent shall not make the payment to Banyan referred to in paragraph (b) if, prior to the close of business on July 15, 1997, the Escrow Agent is presented with a copy o...

Disposition of Escrow