Release of Funds from Escrow Account Sample Clauses

Release of Funds from Escrow Account. As provided in the Escrow Agreement, on the Arrangement Effective Date (subject to the receipt of the Certificate of Arrangement issued pursuant to the CBCA and to satisfaction of the other conditions specified therein): (a) the Escrow Agent shall transfer an amount of funds on deposit in or credited to the Escrow Account equal to the aggregate amount of the Specified Vincor Obligations referred to in Section 6.08(c) to the relevant financial institutions (pursuant to written transfer instructions provided by the Borrower) to repay such Specified Vincor Obligations in full and (b) the remaining funds on deposit in or credited to the Escrow Account shall be available for payment of the consideration in respect of the Vincor Shares as provided in Section 4.1(a) of Schedule C of the Vincor Arrangement Agreement. The Borrower agrees that it will not, and will not cause any applicant under the Escrow Agreement to, direct any release pursuant to clause 6 of the Escrow Agreement until the Certificate of Arrangement is issued pursuant to the CBCA.
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Release of Funds from Escrow Account. The Escrow Agent shall hold all funds received from the Offering pursuant to the terms of this Agreement, until (a) the Escrow Agent receives payments from subscribers in the Offering in an aggregate amount of $5,525,000 (the “Minimum Amount”) or more, and (b) the Escrow Agent has received a written affidavit of an officer of the Company stating that the conversion of the Company from mutual to stock form has been completed (collectively, the “Escrow Conditions”). Upon satisfaction of the Escrow Conditions, the Escrow Agent shall promptly disburse all funds held in the Escrow Account to Eastern Holdings by a wire transfer of immediately available funds. In the event that the Escrow Conditions are not satisfied on or before , 2006, the Escrow Agent shall issue a refund check to each subscriber in the amount of the collected funds received from the subscriber.
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Release of Funds from Escrow Account. No Credit Party shall direct the Escrow Agent to release funds from the Windstar Escrow Account other than for payments to be made by the Escrow Agent (i) directly to third parties to which “dry-dock” costs and expenses are owed or payable in connection with vessels owned by Windstar or Windspirit (“Windstar Dry-Dock Expenses”) or (ii) to the Borrowers or the Funds Agent as reimbursement for amounts paid for Windstar Dry-Dock Expenses, in each case, following a written certification by Parent and such Borrower (or the Funds Agent) to Administrative Agent and the Lenders with respect to such “dry-dock” costs and expenses which certification shall include copies of the relevant invoices and in the case of clause (ii) evidence of payment by Windstar or Windspirit of such invoices; provided, that following the date on which all Loans shall become due and payable in full hereunder, whether by acceleration or otherwise, (i) no Credit Party shall direct any such release of funds and (ii) Administrative Agent shall at the direction of the Requisite Lenders direct the Escrow Agent to release the funds to Administrative Agent for payment to the Lenders of the Loans and other Obligations hereunder.
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Release of Funds from Escrow Account. The Escrow Agent shall hold Proceeds and all income earned on such Proceeds pursuant to the terms of this Agreement, until the Escrow Agent has received a written certificate of an officer of the Company stating that (i) subscriptions and orders for the minimum number of Shares required to be sold in the Offering have been accepted and payment received for such Shares, and (ii) that the conversion of the Company from mutual to stock form has been approved by the Pennsylvania Insurance Department and all conditions to such approval have been satisfied (collectively, the “Escrow Conditions”). Upon satisfaction of the Escrow Conditions, the Escrow Agent shall promptly disburse all funds held in the Escrow Account to LMI Holdings by a wire transfer of immediately available funds. In the event that the Escrow Conditions are not satisfied on or before ___, 2009, the Escrow Agent shall issue a refund check to each subscriber in the amount of the collected funds received from the subscriber, together with any interest earned thereon. The Escrowed Funds are not subject to claims by creditors of the Company, affiliates of the Company, or any underwriter until the Escrowed Funds have been released to the Company in accordance with the terms of this Section 7. The Escrow Agent shall notify the Pennsylvania Securities Commission in writing at Xxxxxxxx Xxxxxx Xxxxxxxx, 0xx Xxxxx, 0000 Xxxxx Xxxxxxx Xxxxxx, Xxxxxxxxxx, Xxxxxxxxxxxx 00000-0000 when the Escrow Agent releases the Escrowed Funds to the Company.
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Release of Funds from Escrow Account. The Escrow Agent shall hold all funds received from the Offering pursuant to the terms of this Agreement until the Escrow Agent has received a written certificate of an officer of the Company stating that (i) subscriptions and orders for the minimum number of Shares required to be sold in the Offering have been accepted and payment received for such Shares and (ii) all conditions to the Offering have been satisfied (collectively, the “Escrow Conditions”). Upon receipt of the written certificate described in the immediately preceding sentence, the Escrow Agent shall promptly disburse the Escrow Funds to the Company by a wire transfer of immediately available funds. In the event that the Escrow Conditions are not satisfied on or before , 2009, the Escrow Agent shall, upon receipt of written notice from the Company, issue a refund check to each subscriber in the amount of the collected funds received from the subscriber and issue a check to the Company in the amount of any interest or other income earned on the Proceeds.
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Release of Funds from Escrow Account. The $5,000,000 portion of the Purchase Price paid by Purchasers into the Escrow Account as provided in Section 6.03(i) shall be subject to release to Seller, and paid by Seller to Parent as further consideration for the Purchased Product Assets pursuant to the Parent/Seller Asset Purchase Agreement, as follows: (x) upon the occurrence (if any) of the First Escrow Release Trigger, Purchasers and Seller shall provide joint written instructions to Escrow Agent in accordance with the Escrow Agreement directing Escrow Agent to release $1,500,000 from the Escrow Account to Seller, and Seller shall immediately pay such amount to Parent and (y) upon the occurrence (if any) of the Second Escrow Release Trigger, Purchasers and Seller shall provide joint written instructions to Escrow Agent in accordance with the Escrow Agreement directing Escrow Agent to release $3,500,000 from the Escrow Account to Seller, and Seller shall immediately pay such amount to Parent; provided, however, that if either the First Escrow Release Trigger and/or the Second Escrow Release Trigger have not occurred on or prior to December 31, 2025, any amounts then in the Escrow Account corresponding to the First Escrow Release Trigger (if the First Escrow Release Trigger has not occurred on or prior to December 31, 2025) and/or the Second Escrow Release Trigger (if the Second Escrow Release Trigger has not occurred on or prior to December 31, 2025), as applicable, shall not be released to Seller and shall instead be immediately returned to Purchasers. The Parties agree to provide the Escrow Agent with joint written instructions for the release of funds from the Escrow Account consistent with this Section 6.03(iii) and the Escrow Agreement.
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Release of Funds from Escrow Account. The Escrow Agent shall hold all funds received from the Offering pursuant to the terms of this Agreement, until the Escrow Agent has received a written certificate of an officer of the Company stating that all of the conditions to completion of the conversion of the Company from mutual to stock form have been completed (collectively, the “Escrow Conditions”). Upon satisfaction of the Escrow Conditions, the Escrow Agent shall promptly disburse all funds held in the Escrow Account to LMI Holdings by a wire transfer of immediately available funds. In the event that the Escrow Conditions are not satisfied on or before , 200 , the Escrow Agent shall (i) issue a refund check to each subscriber in the amount of the collected funds received from the subscriber, without interest, and (ii) pay all accrued interest and other earnings on funds in the Escrow Account to LMI Holdings by check.
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Release of Funds from Escrow Account. In accordance with the terms of the Escrow Agreement, any funds remaining in the Escrow Account on the Escrow Release Date shall be disbursed to the Representative, with the Representative to pay to each Stockholder an amount equal to (a) the Escrow Per Share Distribution Amount multiplied by (b) the number of Shares owned by such Stockholder immediately prior to the transactions contemplated by this Agreement, and Parent and the Representative shall deliver a joint written instruction directing the Escrow Agent to make such distribution from the Escrow Account; provided, however, that an amount equal to the aggregate amount of all claims for which a Parent Indemnified Party has provided the Representative written notice prior to the Escrow Release Date shall be retained by the Escrow Agent until, with respect to each such claim, the matter underlying such claim is resolved, in which event Parent and the Representative shall direct the Escrow Agent to make a distribution from the Escrow Account of the funds remaining in the Escrow Account applicable to such claim, consistent with such final resolution to the Parent Indemnified Party and to the Representative, as applicable.
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Release of Funds from Escrow Account. After the resolutions referred to in items (A) and (B) of the Shareholder Approval Matters have been adopted (and in any event prior to the Share Exchange Closing), the Purchaser and the Purchaser Subsidiary shall take the steps provided for in the Steps Paper. The Purchaser and the Purchaser Subsidiary shall take all such other actions and do, or cause to be done, all things necessary, proper or advisable, to secure that the Purchaser will receive the entire amount in the Escrow Account prior to the Effective Time.
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Related to Release of Funds from Escrow Account

  • Withdrawals From Escrow Account Withdrawals from the Escrow Account shall be made by the Seller only (a) to effect timely payments of ground rents, taxes, assessments, premiums for Primary Mortgage Insurance Policies, fire and hazard insurance premiums or other items constituting Escrow Payments for the related Mortgage, (b) to reimburse the Seller for any Servicing Advance made by Seller pursuant to Subsection 11.08 hereof with respect to a related Mortgage Loan, (c) to refund to any Mortgagor any funds found to be in excess of the amounts required under the terms of the related Mortgage Loan, (d) for transfer to the Custodial Account upon default of a Mortgagor or in accordance with the terms of the related Mortgage Loan and if permitted by applicable law, (e) for application to restore or repair of the Mortgaged Property, (f) to pay to the Mortgagor, to the extent required by law, any interest paid on the funds deposited in the Escrow Account, (g) to pay to itself any interest earned on funds deposited in the Escrow Account (and not required to be paid to the Mortgagor), (h) to the extent permitted under the terms of the related Mortgage Note and applicable law, to pay late fees with respect to any Monthly Payment which is received after the applicable grace period, (i) to withdraw suspense payments that are deposited into the Escrow Account, (j) to withdraw any amounts inadvertently deposited in the Escrow Account or (k) to clear and terminate the Escrow Account upon the termination of this Agreement.

  • Disbursements from the Escrow Account a. At such time as Escrow Agent has collected and deposited instruments of payment in the total amount of the Advance and has received such Common Stock via D.W.A.C from the Company which are to be issued to the Investor pursuant to the Standby Equity Distribution Agreement, the Escrow Agent shall notify the Company and the Investor. The Escrow Agent will continue to hold such funds until the Investor and Company execute and deliver a Joint Written Direction directing the Escrow Agent to disburse the Escrow Funds pursuant to Joint Written Direction at which time the Escrow Agent shall wire the Escrow Funds to the Company. In disbursing such funds, Escrow Agent is authorized to rely upon such Joint Written Direction from Company and may accept any signatory from the Company listed on the signature page to this Agreement and any signature from the Investor that Escrow Agent already has on file. Simultaneous with delivery of the executed Joint Written Direction to the Escrow Agent the Investor and Company shall execute and deliver a Common Stock Joint Written Direction to the Escrow Agent directing the Escrow Agent to release via D.W.A.C to the Investor the shares of the Company's Common Stock. In releasing such shares of Common Stock the Escrow Agent is authorized to rely upon such Common Stock Joint Written Direction from Company and may accept any signatory from the Company listed on the signature page to this Agreement and any signature from the Escrow Agent has on file. In the event the Escrow Agent does not receive the amount of the Advance from the Investor or the shares of Common Stock to be purchased by the Investor from the Company, the Escrow Agent shall notify the Company and the Investor.

  • Permitted Withdrawals From Escrow Account Withdrawals from the Escrow Account or Accounts may be made by the Servicer only:

  • Escrow Account 31.1.1 The Concessionaire shall, prior to the Appointed Date, open and establish an Escrow Account with a Bank (the “Escrow Bank”) in accordance with this Agreement read with the Escrow Agreement.

  • Distributions from Certificate Account and Special Payments Account (a) On each Regular Distribution Date with respect to a series of Certificates or as soon thereafter as the Trustee has confirmed receipt of the payment of all or any part of the Scheduled Payments due on the Equipment Notes held (subject to the Intercreditor Agreement) in the related Trust on such date, the Trustee shall distribute out of the applicable Certificate Account the entire amount deposited therein pursuant to Section 4.01(a). There shall be so distributed to each Certificateholder of record of such series on the Record Date with respect to such Regular Distribution Date (other than as provided in Section 11.01 concerning the final distribution) by check mailed to such Certificateholder, at the address appearing in the Register, such Certificateholder’s pro rata share (based on the Fractional Undivided Interest in the Trust held by such Certificateholder) of the total amount in the applicable Certificate Account, except that, with respect to Certificates registered on the Record Date in the name of a Clearing Agency (or its nominee), such distribution shall be made by wire transfer in immediately available funds to the account designated by such Clearing Agency (or such nominee).

  • Disbursements from Escrow Funds to Pay Escrow Agent The Escrow Agent is authorized to and may disburse from time to time, to itself or to any Indemnified Party from the Escrow Funds (but only to the extent of Issuer’s rights thereto), the amount of any compensation and reimbursement of out-of-pocket expenses due and payable hereunder (including any amount to which Escrow Agent or any Indemnified Party is entitled to seek indemnification pursuant to Section 9 hereof). Escrow Agent shall notify Issuer of any disbursement from the Escrow Funds to itself or to any Indemnified Party in respect of any compensation or reimbursement hereunder and shall furnish to Issuer copies of all related invoices and other statements.

  • Escrow of Funds Subject to the terms and conditions of the Grant Agreement, OPWC will disburse to Escrow Agent Grant funds available to Recipient, which disbursement shall be made by a check sent to Escrow Agent via regular U.S. Mail, or by such other means determined by the Director in the Director’s sole discretion, prior to the closing date as scheduled under the Contract (the “Escrow Funds”). The Escrow Funds shall be held by Escrow Agent, together with any funds of Recipient made available prior to closing on the terms and conditions hereinafter set forth.

  • Certificate Account and Special Payments Account (a) The Trustee shall establish and maintain on behalf of the Certificateholders a Certificate Account as one or more non-interest-bearing accounts. The Trustee shall hold the Certificate Account in trust for the benefit of the Certificateholders, and shall make or permit withdrawals therefrom only as provided in this Agreement. On each day when a Scheduled Payment is made to the Trustee under the Intercreditor Agreement, the Trustee upon receipt thereof shall immediately deposit the aggregate amount of such Scheduled Payment in the Certificate Account.

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