Additional Escrow Provisions Sample Clauses

Additional Escrow Provisions. (a) In the event that (i) Escrow Agent shall receive contrary instructions from the Parties hereto; (ii) any dispute shall arise as to any matter arising under this Agreement; or (iii) there shall be any uncertainty as to the meaning or applicability of any of the provisions hereof, Escrow Agent’s duties, rights or responsibilities hereunder or any written instructions received by Escrow Agent pursuant hereto, then Escrow Agent may either (y) continue to hold the Escrow Funds pursuant to this Agreement until receipt of instructions signed by the Parties as to the disposition of the Escrow Funds, in which event Escrow Agent shall provide Landlord and Tenant with prompt notice of the reason for Escrow Agent continuing to hold the Escrow Funds in escrow and stating in reasonable detail the grounds therefor, or (z) deliver all Escrow Funds held in the Escrow Account unto a court of competent jurisdiction to resolve the dispute and/or adjudicate the final disposition of such funds and bring an action of interpleader or other comparable proceeding. In the event of litigation between the Parties as to the disposition of the Escrow Funds, Escrow Agent may either continue to hold the Escrow Funds pursuant to this Agreement pending the resolution of the litigation or may deliver all Escrow Funds held in the Escrow Account to the clerk of the court in which any such litigation is pending. Upon delivery of the Escrow Funds to the court as provided in this Section 6, Escrow Agent shall thereupon be relieved of, and discharged and released from, any and all liability hereunder. In any such event, the Parties agree to pay the reasonable attorneys’ fees and costs incurred by Escrow Agent (which the Parties shall share equally), for any litigation in which Escrow Agent is named as, or becomes, a party; provided, however, in the event such litigation results in a decision or settlement that Landlord wrongfully withheld payment of the Allowance, Landlord shall be solely responsible for the fees and costs incurred by Escrow Agent .
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Additional Escrow Provisions. In the event that both of the Letters of Credit are delivered to Hollywood at the Closing, then the $1,000,000 B Note and the $1,000,000 Springing B Guaranty shall be returned to Redwood. In the event that either of the Letters of Credit is not delivered to Hollywood at the Closing, then the $1,000,000 B Note and the $1,000,000 Springing B Guaranty shall be placed in escrow, under the Escrow Agreement, pending the earlier to occur of (i) delivery of both of the Letters of Credit, or (ii) sixty (60) days from the Closing. If the Letters of Credit are not delivered to Hollywood as provided in this Agreement or in the Escrow Agreement within sixty (60) days after the Closing, then the $1,000,000 B Note and the $1,000,000 Springing B Guaranty described in Section 5c above shall be released from the escrow and delivered to Hollywood.
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Additional Escrow Provisions. The additional provisions of the ---------------------------- escrow shall be as set forth in the Fee Schedule and the "General Provisions for Corporate Escrow Agreement" attached hereto (the "General Provisions").
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Additional Escrow Provisions. A. If an Escrow Trigger Event occurs during the Loan Agreement period, ICW AG has the following options as it relates to the RPNavigator Source Code:
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Additional Escrow Provisions. The following additional provisions shall be applicable in respect of the Escrow Amount:
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Additional Escrow Provisions. The Buyers and Sellers have mutually requested that the Escrow Agent act as escrow agent for the purpose of holding the Deposit in accordance with the terms of this Agreement. The Deposit shall be released or delivered to the parties entitled thereto pursuant to this Agreement with reasonable promptness after the Escrow Agent shall have received notice: (a) from Sellers’ Agent and Buyers’ Agent authorizing release of the Deposit, (b) from Buyers’ Agent at any time on or prior to the Feasibility Period expiration, or (c) on the occurrence of either of the following events: (i) the Closing, at which time the Deposit shall be paid to Sellers and applied to the Purchase Price; or (ii) the receipt by the Escrow Agent of a written notice from either Seller’s Agent or Buyers’ Agent stating that an event has occurred under this Agreement entitling the party delivering such notice to the Deposit, whereupon the Escrow Agent shall deliver written notice (the “Default Notice”) thereof to the other parry’s agent and, unless such other party’s agent shall have delivered a written notice of objection to the Escrow Agent within ten (10) days following receipt by such other party of the Default Notice, the Escrow Agent shall deliver the Deposit to the party initially requesting the Deposit.
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Additional Escrow Provisions 
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Related to Additional Escrow Provisions

  • Escrow Provisions Escrow Agent hereby acknowledges receipt by Escrow Agent of the Initial Deposit paid by Buyer to be applied to the Purchase Price under the terms hereof. Escrow Agent agrees to hold, keep and deliver the Initial Deposit, and the Additional Deposit to the extent received by Escrow Agent as provided in Section 1.04(a) hereof, in accordance with the terms and provisions of this Agreement. Escrow Agent shall not be entitled to any fees or compensation for its services hereunder. Escrow Agent shall be liable only to hold said sums and deliver the same to the parties named herein in accordance with the provisions of this Agreement, it being expressly understood that by acceptance of this Agreement, Escrow Agent is acting in the capacity of a depository only and shall not be liable or responsible to anyone for any damages, losses or expenses unless same shall have been caused by the gross negligence or willful malfeasance of Escrow Agent. In the event of any disagreement between Buyer and Seller resulting in any adverse claims and demands being made in connection with or for the monies involved herein or affected hereby, Escrow Agent shall refuse to comply with any such claims or demands so long as such disagreement may continue. In so refusing, Escrow Agent shall make no delivery or other disposition of any of the monies then held by it under the terms of this Agreement, and in so doing Escrow Agent shall not become liable to anyone for such refusal; and Escrow Agent shall refrain from acting until (a) the rights of the adverse claimants shall have been finally adjudicated in a court of competent jurisdiction of the monies involved herein or affected hereby, or (b) all differences shall have been adjusted by agreement between Seller and Buyer, and Escrow Agent shall have been notified in writing of such agreement signed by the parties hereto. Escrow Agent shall not be required to disburse any of the monies held by it under this Agreement unless in accordance with either a joint written instruction of Buyer and Seller or an undisputed Escrow Demand (as hereinafter defined) from either Buyer or Seller in accordance with the provisions hereinafter set forth. Upon receipt by Escrow Agent from either Buyer or Seller (the “Notifying Party”) of any notice or request (the “Escrow Demand”) to perform any act or disburse any portion of the monies held by Escrow Agent under the terms of this Agreement, Escrow Agent shall give written notice to the other party (the “Notified Party”). If within five (5) business days after the giving of such notice, Escrow Agent does not receive any written objection to the Escrow Demand from the Notified Party, Escrow Agent shall comply with the Escrow Demand. If Escrow Agent does receive written objection from the Notified Party in a timely manner as aforesaid, Escrow Agent shall take no further action until the dispute between the parties has been resolved pursuant to either clause (a) or (b) above, provided, however, in the case of clause (a), Escrow Agent may bring an appropriate action or proceeding for leave to deposit said monies into any court of competent jurisdiction pending such adjudication and to submit such resolution of such dispute to such court by action of interpleader, whereupon Escrow Agent’s obligations hereunder shall terminate.

  • Additional Escrow Amounts On the date of any Purchase Withdrawal, the Pass Through Trustee may re-deposit with the Depositary some or all of the amounts so withdrawn in accordance with Section 2.4 of the Deposit Agreement.

  • Indemnification Escrow Agreement A counterpart of the Indemnification Escrow Agreement executed by Buyer;

  • General Payment Provisions This Note shall be made in lawful money of the United States of America by check to such account as the Holder may from time to time designate by written notice to the Company in accordance with the provisions of this Note. Whenever any amount expressed to be due by the terms of this Note is due on any day which is not a Business Day (as defined below), the same shall instead be due on the next succeeding day which is a Business Day and, in the case of any interest payment date which is not the date on which this Note is paid in full, the extension of the due date thereof shall not be taken into account for purposes of determining the amount of interest due on such date. For purposes of this Note, “Business Day” shall mean any day other than a Saturday, Sunday or a day on which commercial banks in the State of Texas are authorized or required by law or executive order to remain closed.

  • Escrow Funds To provide for the timely payment of any post-closing claims by Buyer against Seller hereunder, at Closing, Seller shall deposit an amount equal to One Hundred Fifty Thousand and No/100 Dollars ($150,000.00) (the “Escrow Funds”) which shall be withheld from the Purchase Price payable to Seller and shall be deposited for a period of one (1) year in an escrow account with the Title Company pursuant to an escrow agreement reasonably satisfactory in form and substance to Buyer and Seller (the “Post-Closing Agreement”), which escrow and Post-Closing Agreement shall be established and entered into at Closing and shall be a condition to Buyer’s obligations under this Contract. All earnings accrue to Seller and Seller may direct investment thereof. If no claims have been asserted by Buyer against Seller, or all such claims have been satisfied, within such 1-year period, the Escrow Funds deposited by Seller shall be released to Seller.

  • Indemnity Escrow Agreement Sellers shall have executed and delivered to Buyer the Indemnity Escrow Agreement.

  • Escrow Property The Purchase Price and the Certificates delivered to the Escrow Agent as contemplated by Sections 1(c) and (d) hereof are referred to as the "Escrow Property."

  • Put Provisions Upon a Change of Control, any Holder of Securities will have the right to cause the Company to repurchase all or any part of the Securities of such Holder at a repurchase price equal to 101% of the principal amount of the Securities to be repurchased plus accrued interest to the date of repurchase (subject to the right of holders of record on the relevant record date to receive interest due on the related interest payment date) as provided in, and subject to the terms of, the Indenture.

  • Indemnification Escrow On the Closing Date, the Company will enter into an escrow agreement (the “Escrow Agreement”) with a mutually agreeable escrow agent, pursuant to which $250,000 of the proceeds of the Offering will be deposited by the Company, in connection with the payments of the Company's indemnification obligations pursuant to Section 9. All remaining funds in the escrow account that are not subject to an indemnification claim as of the nine-month anniversary of the Closing Date will be returned to the Company in accordance with the terms of the escrow agreement. The Company shall pay the reasonable fees and expenses of the escrow agent.

  • 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.

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