Escrow Proceeds Sample Clauses

Escrow Proceeds. If the Escrow Release Date has not occurred by the Outside Date or if, before such date, the Acquisition Agreement is terminated or the Issuer determines in its sole discretion that any of the conditions to the Escrow Release Date are not capable of being satisfied (the earliest of such dates, the “Special Mandatory Redemption Determination Date”) and the Issuer notifies the Trustee and the Escrow Agent in writing of such determination or the Trustee so notifies the Escrow Agent in accordance with the Escrow Agreement, the Issuer shall redeem in accordance with the Escrow Agreement the Notes, in whole, at the Escrow Redemption Price as of the date of redemption. The term “Outside Date” means October 31, 2022, as the same may be extended pursuant to the immediately succeeding sentence. Notwithstanding the foregoing, if the Escrow Release Date has not occurred on or before the Outside Date, the Issuer shall be permitted to extend the Outside Date to December 1, 2022 by depositing into the Escrow Account on or before October 31, 2022 an additional amount of cash which, together with the cash in the Escrow Account at such time, will be sufficient to yield the Escrow Redemption Price on a redemption date of December 1, 2022 for all of the Notes. From and after any such extension, all references in this clause (b) to the Outside Date shall be to the Outside Date, as so extended. Following the redemption of the Notes pursuant to this clause (b) and the payment in full of all other Indenture Obligations, if there remains a deposit in the Escrow Account of any cash and/or cash equivalents, such excess cash and/or cash equivalents may be released to the Issuer and used by the Issuer for any purpose not prohibited by this Indenture. Notwithstanding anything in this Indenture to the contrary, no notice shall be required to redeem Notes pursuant to this Section 3.09(b) other than notices required by the Escrow Agreement.

Escrow Proceeds. As promptly as practical upon receipt of any Escrow Proceeds, the Paying Agent shall distribute such funds to the Specified Stockholders on a pro rata basis in accordance with their respective ownership of Specified Stockholder Shares.

Escrow Proceeds. Prior to the Closing Date, the Notes shall have been secured by the Escrow Property to the extent and in the manner provided in the Escrow Account Security Deed and as described in the Time of Sale Document and the Final Offering Memorandum.

Escrow Proceeds. On the final day of the Disbursement Period, the Borrower shall apply towards the mandatory prepayment of the Loans in accordance with Section 3.04, 100% of the remaining amounts deposited in and standing to the credit of the Proceeds Escrow Account after any Disbursement Amount has been made available to the Borrower.

Escrow Proceeds. At the Closing, Actuate shall deliver to the --- --------------- Escrow Agent to hold in escrow, as collateral for the indemnification obligations of the Shareholders pursuant to the Purchase Agreement and the provisions herein, the amount of five hundred forty thousand dollars ($540,000) (the "Escrow Fund"). The portion of the Escrow Fund contributed on behalf of each Shareholder shall be as set forth in the attached Exhibit B. The Escrow --------- Fund shall be deposited with and held by the Escrow Agent in accordance with the terms and conditions hereof. The amount of money held in the Escrow at any time, including interest, accretion in principal and other income or gain realized upon investment of cash in the Escrow Fund, is referred to herein as the "Escrow Proceeds."

Escrow Proceeds