Escrow Certificate definition

Escrow Certificate has the meaning assigned to such term in the Escrow Agreement.
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Escrow Certificate has the meaning specified in Section 3.6(2).
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Escrow Certificate means the certificate issued by the Company and the Agents to the Warrant Agent confirming that all of the Escrow Release Conditions have been satisfied, instructing the Warrant Agent to release, to the extent not previously delivered pursuant to the direction referred to in Section 12.04, the Escrowed Funds to or to the direction of the Company, and having attached thereto (i) a copy of the letter from the Company and Thornbury delivering the articles of amalgamation, together with a covering letter, to counsel for the Agents and instructing counsel for the Agents to deliver such documents to the Director under the Business Corporations Act (Ontario) immediately upon receiving written confirmation from the Company that all conditions precedent to the Acquisition Closing have occurred and (ii) a copy of the receipt issued by counsel for the Agents for the documents referred to in item (i) above together with its acknowledgement and undertaking that it will deliver such documents in accordance with the instructions contained therein;
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Examples of Escrow Certificate in a sentence

  • The funds in the Escrow Account shall remain in the Escrow Account until the Escrow Agent receives the Break Escrow Certificate from the Company.

  • The Break Escrow Certificate shall indicate (i) the date on which the Minimum Offering was raised and (ii) the actual total number of Shares sold as of such date.

  • Once Escrow Agent receives a written instruction from Issuer and Broker that the Minimum Amount of the Offering has been deposited into the Escrow Account (“Break Escrow Certificate”) , Escrow Agent shall, pursuant to the Break Escrow Certificate, disburse funds from the Escrow Account as directed in such Break Escrow Certificate.

  • Notwithstanding the foregoing, however, the Escrow Agent shall, in the alternative, have the right but not the obligation, at any time, following 5 business days written notice to the other parties hereto, to resign as Escrow Agent and deposit the Escrow Certificate with a court of competent jurisdiction and the Escrow Agent shall thereupon have no further obligation with respect thereto.

  • Issuer hereby irrevocably authorizes UMB to deduct any fees owed to it prior to disbursing such funds in accordance with the Break Escrow Certificate.

  • It is acknowledged and agreed that no fees, reimbursement for costs and expenses, indemnification for any damages incurred by the Issuer or the Escrow Agent shall be paid out of or chargeable to the funds on deposit in the Escrow Account prior to the receipt of the Break Escrow Certificate.

  • After the receipt of the Break Escrow Certificate and the disbursement from the Escrow Account in accordance with such Break Escrow Certificate, any additional amounts deposited in to the Escrow Account may be disbursed from time to time at joint written instruction of the Issuer and Broker.

  • The Escrow Certificate shall be held in escrow by the Escrow Agent, pending its release as hereinafter provided.

  • The shares represented by the Escrow Certificate and Deferred Payment Certificate while the same are held in escrow by the Escrow Agent shall be voted by Seller.

  • If the Occupancy Tax Liability is more than $1,000,000, the Escrow Agent shall pay to Purchaser the Occupancy Tax Escrow funds equal to 120% of the difference between the amount of the Occupancy Tax Liability and $800,000, and any remaining Occupancy Tax Escrow funds shall be delivered to the Depositary to be distributed to the Shareholders on a pro rata basis based upon the proportions set forth in the Escrow Certificate.


More Definitions of Escrow Certificate

Escrow Certificate shall have the meaning set forth in Section 3 hereof.
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Related to Escrow Certificate

  • Class K Certificate means any of the Certificates with a "Class K" designation on the face thereof, substantially in the form of Exhibit A-4 attached hereto, and evidencing a portion of a class of "regular interests" in REMIC III for purposes of the REMIC Provisions.

  • Seller Certificate means a certificate of transfer delivered in connection with the transfer of a Trust Certificate pursuant to Section 3.04(a), substantially in the form of Exhibit B.

  • Buyer Certificate means a certificate to the effect that each of the conditions specified in clauses (a) through (c) (insofar as clause (c) relates to Legal Proceedings involving the Buyer) of Section 5.2 is satisfied in all respects.

  • Class J Certificate means any one of the Certificates with a "Class J" designation on the face thereof, substantially in the form of Exhibit A-4 attached hereto, and evidencing a portion of a class of "regular interests" in REMIC III for purposes of the REMIC Provisions.

  • Class SB Certificate Any one of the Certificates designated as a Class SB Certificate. Class X Certificate: Any one of the Certificates designated as a Class X Certificate.

  • Non-Bank Certificate has the meaning specified in Section 3.01(b).

  • Class S Certificate Any one of the Certificates executed and authenticated by the Certificate Administrator or the Authenticating Agent in substantially the form set forth in Exhibit A-18 hereto and evidencing an undivided beneficial interest in the Class S Specific Grantor Trust Assets. The Class S Certificates have no Pass-Through Rate, Certificate Balance or Notional Amount.

  • Class H Certificate means any of the Certificates with a "Class H" designation on the face thereof, substantially in the form of Exhibit A-4 attached hereto, and evidencing a portion of a class of "regular interests" in REMIC III for purposes of the REMIC Provisions.

  • Class B-6 Certificate Any one of the Certificates executed by the Trustee and authenticated by the Trustee or the Authenticating Agent in substantially the form set forth in Exhibit B-6 and Exhibit C hereto. Class B-6 Certificateholder: The registered holder of a Class B-6 Certificate.

  • New Certificates has the meaning set forth in Section 3.04(a).

  • Class A-8 Certificate Any one of the Certificates executed by the Trustee and authenticated by the Trustee or the Authenticating Agent in substantially the form set forth in Exhibit A-8 and Exhibit C hereto.

  • Claim Certificate shall have the meaning set forth in Section 8.6(a).

  • Final Certificate means the final certificate issued by the Engineer-in-Charge in accordance with the provisions hereof.

  • Class A-6 Certificate Any one of the Certificates executed by the Trustee and authenticated by the Trustee or the Authenticating Agent in substantially the form set forth in Exhibit A-6 and Exhibit C hereto.

  • Class A-R Certificate The Certificate executed by the Trustee and authenticated by the Trustee or the Authenticating Agent in substantially the form set forth in Exhibit A-R and Exhibit C hereto.

  • Class A-S Certificate Any one of the Certificates executed and authenticated by the Certificate Administrator or the Authenticating Agent in substantially the form set forth in Exhibit A-8 hereto.

  • Company Stock Certificate shall have the meaning set forth in Section 1.6.

  • Stock Certificate With respect to a Cooperative Loan, a certificate evidencing ownership of the Cooperative Shares issued by the Cooperative.

  • Withdrawal certificate means a document known as a withdrawal of a certificate of noncompliance provided by the child support unit certifying that the certificate is withdrawn and that the board may proceed with issuance, reinstatement, or renewal of a license.

  • Class B-5 Certificate Any one of the Certificates executed by the Trustee and authenticated by the Trustee or the Authenticating Agent in substantially the form set forth in Exhibit B-5 and Exhibit C hereto. Class B-5 Certificateholder: The registered holder of a Class B-5 Certificate.

  • Class L Certificate means any of the Certificates with a "Class L" designation on the face thereof, substantially in the form of Exhibit A-4 attached hereto, and evidencing a portion of a class of "regular interests" in REMIC III for purposes of the REMIC Provisions.

  • Class A-SB Certificate Any one of the Certificates with a “Class A-SB” designation on the face thereof, substantially in the form of Exhibit A-1 attached hereto, and evidencing a portion of a class of “regular interests” in REMIC III for purposes of the REMIC Provisions.

  • Class A-7 Certificate Any one of the Certificates executed by the Trustee and authenticated by the Trustee or the Authenticating Agent in substantially the form set forth in Exhibit A-7 and Exhibit C hereto.

  • Class A-AB Certificate Any one of the Certificates executed and authenticated by the Certificate Administrator or the Authenticating Agent in substantially the form set forth in Exhibit A-5 hereto.

  • Class A-P Certificate Any one of the Certificates designated as a Class A-P Certificate.