Establishment of Escrow Fund. There is hereby created by the Authority and the Successor Agency with, and to be held by, the Escrow Bank, as security for the payment of the principal of and interest on the Prior Loans and, thereby, the 1999 Authority Bonds, as hereinafter set forth, an irrevocable escrow to be maintained in trust by the Escrow Bank on behalf of the Authority and the Successor Agency and for the benefit of the owners of the 1999 Authority Bonds, said escrow to be designated the “Escrow Fund.” All moneys deposited in the Escrow Fund shall constitute a special fund for the payment of the principal of, and interest on the Prior Loans and, thereby, the 1999 Authority Bonds in accordance with the provisions of the Prior Loan Agreements and the 1999 Authority Indenture, respectively. If at any time the Escrow Bank shall receive actual knowledge that the moneys in the Escrow Fund will not be sufficient to make any payment required by Section 4 hereof, the Escrow Bank shall notify the Successor Agency of such fact and the Successor Agency shall immediately cure such deficiency with any lawfully available funds of the Successor Agency.
Establishment of Escrow Fund. At the Effective Time, the Buyer shall, (i) provide written notice to the Escrow Agent that the Closing has occurred and indicating the Closing Date and (i) on behalf of the Majority Shareholder, deposit in escrow with the Escrow Agent $12,500,000 (the “Escrow Amount”) of the aggregate Merger Consideration payable to the Majority Shareholder pursuant to Section 2.1(d) of the Merger Agreement, to be held in escrow pursuant to the terms of this Escrow Agreement to satisfy any indemnification obligations of the Majority Shareholder pursuant to Section 4 of the Voting Agreement. The Escrow Amount and any and all interest and earnings thereon shall be collectively referred to as the “Escrow Fund”. The Escrow Agent will acknowledge and accept the deposit by the Buyer of the Escrow Amount into the Escrow Fund and shall hold and administer the Escrow Fund solely in accordance with the terms and conditions set forth in this Escrow Agreement. No part of the Escrow Fund may be withdrawn or distributed from the escrow established hereunder without the prior written instructions to the Escrow Agent signed by both the Buyer and the Majority Shareholder (each such instruction, a “Joint Instruction”), except as expressly provided in Section 4 of this Escrow Agreement. There shall be no limit on the number of Joint Instructions that may be sent to the Escrow Agent during the effectiveness of this Agreement; provided, however, the aggregate amount of the Joint Instructions, if any, shall not exceed the Escrow Fund.
Establishment of Escrow Fund. 1.1 Simultaneously with the execution and delivery of this Escrow Agreement, Buyer shall deposit the sum of One Hundred Forty-Six Thousand Four Hundred Seventy-Nine Dollars and Six Cents ($146,479.06) (which deposit, together with interest accrued thereon, shall be referred to as the "Escrow Fund") with the Escrow Agent.
Establishment of Escrow Fund. (a) On the Closing Date, Acquiree Shareholder shall, pursuant to Section 2.2(b) of the Stock Purchase Agreement, deposit with the Escrow Agent the stock certificates evidencing the Escrow Shares (which consist of 30 shares of Acquiree's Common Stock) endorsed in blank.
Establishment of Escrow Fund. There is hereby created by the District with, and to be held by, the Escrow Bank, as security for the redemption price of the 2008 Certificates as hereinafter set forth, an irrevocable escrow to be maintained by the Escrow Bank on behalf of the District and for the benefit of the owners of the 2008 Certificates, said escrow to be designated the “Escrow Fund.” All moneys deposited in the Escrow Fund shall be held as a special fund to provide for the redemption of all outstanding 2008 Certificates on July 1, 2019 (the “Redemption Date”), at a redemption price equal to 100% of the principal amount thereof (the “Redemption Price”) in accordance with the provisions of this Escrow Agreement.
Establishment of Escrow Fund. There is hereby created a fund (the “Escrow Fund”) to be held by the Escrow Bank as an irrevocable escrow securing the payment of the Refunded Prior Bonds, subject to and in accordance with the provisions of this Agreement.
Establishment of Escrow Fund. Upon receipt of the Escrow Fund and immediately following the Effective Time, Paying Agent shall transfer and deliver to Escrow Agent immediately available funds in an amount equal to the Escrow Fund, which the Parties agree shall be $25,000,000. Escrow Agent hereby agrees to receive, hold, administer, safeguard and disburse the Escrow Fund pursuant to the terms and conditions of this Agreement.
Establishment of Escrow Fund. Simultaneously with the execution of this Agreement, JMED and the Principal Holders are delivering to the Escrow Agent stock certificates evidencing 60,000 shares of the Common Stock, par value $0.04 per share of JMED (the "Jonex Xxxck"), to be registered in the name of Escrow Agent. The Jonex Xxxck is delivered equally on behalf of the Principal Holders and each Principal Holder shall have a pro-rata interest in the assets comprising the Escrow Fund in accordance with such Principal Holder's percentage of the aggregate shares of the Jonex Xxock initially deposited to constitute the Escrow Fund, as the same may be modified due to any "non-pro rata" distributions to the Principal Holders in accordance with the provisions of this Agreement. The Escrow Agent hereby acknowledges receipt of the certificate evidencing the Jonex Xxxck.
Establishment of Escrow Fund. At the Closing, Buyer shall pay to the Escrow Agent in cash by wire transfer the amount of $500,000 (the “Escrow Fund”) to be held in escrow by the Escrow Agent pursuant to the terms of the Escrow Agreement.
Establishment of Escrow Fund. The Issuer hereby appoints the Bank as Escrow Agent and establishes with the Escrow Agent an escrow fund that shall contain the proceeds of the Securities minus the Initial Disbursement (the “Escrow Fund”). The Escrow Agent agrees to establish and maintain the Escrow Fund in its capacity as Escrow Agent pursuant to the terms of this Indenture. All earnings on any account invested pursuant to this Indenture shall be deposited into the respective account generating said earnings.
