The Escrow definition

The Escrow. Agent shall process all Escrow Amounts for collection through the banking system. Promptly following the deposit of Subscription Funds in the Bank Account, the Escrow Agent shall forward the original Subscription Agreement relating thereto to the Issuer and retain a copy thereof.
The Escrow. Agent shall distribute the amounts deposited as Escrowed Property promptly upon delivery of and in accordance with (i) a joint written notice of Allegro and the Stockholders' Representative providing instructions therein or (ii) written notice of Allegro and the Stockholders' Representative providing instructions therein and certifying that the dispute with respect to any amount or amounts deposited in the escrow provided for herein has been determined and resolved by entry of a final order, decree or judgment by a court of competent jurisdiction in the State of New York (the time for appeal therefrom having expired and no appeal having been perfected), or consent to entry of any judgment concerning a claim, which notice shall be accompanied by a copy of any such order, decree or judgment certified by the clerk of such court.
The Escrow. Agent shall distribute the amounts deposited as Escrowed Property:

Examples of The Escrow in a sentence

  • The Escrow Agent shall not be bound by any notice or demand, or any waiver, modification, termination or rescission of this Agreement unless evidenced by a writing delivered to the Escrow Agent signed by the proper party or parties and, if the duties or rights of the Escrow Agent are affected, unless it shall have given its prior written consent thereto.

  • The Escrow Agent may resign at any time and be discharged from its duties as escrow agent hereunder by its giving the other parties hereto written notice and such resignation shall become effective as hereinafter provided.

  • The Escrow Agent shall be entitled to reasonable compensation from the Company for all services rendered by it hereunder.

  • The Escrow Agent shall resign and be discharged from its duties as escrow agent hereunder if so requested in writing at any time by the other parties hereto, jointly, provided, however, that such resignation shall become effective only upon acceptance of appointment by a successor escrow agent as provided in Section 5.5.

  • The Escrow Agent shall also be entitled to reimbursement from the Company for all expenses paid or incurred by it in the administration of its duties hereunder including, but not limited to, all counsel, advisors’ and agents’ fees and disbursements and all taxes or other governmental charges.

  • The Escrow Agent shall have no further duties hereunder after the disbursement or destruction of the Escrow Shares in accordance with this Section 3.

  • The Escrow Agent hereby waives any right of set-off or any other right, title, interest or claim of any kind (“Claim”) in, or to any distribution of, the Trust Account (as defined in that certain Investment Management Trust Agreement, dated as of the date hereof, by and between the Company and the Escrow Agent as trustee thereunder) and hereby agrees not to seek recourse, reimbursement, payment or satisfaction for any Claim against the Trust Account for any reason whatsoever.

  • The Escrow Accounts shall be established with a Qualified Depository, in a manner which shall provide maximum available insurance thereunder.

  • The Escrow Agent shall not have any right to withdraw, assign or otherwise transfer moneys held in the Accounts except as permitted by this Agreement.

  • The Escrow Agent hereby waives any and all rights of set-off, combination of accounts, right of retention or similar right (whether arising under applicable law, contract or otherwise) it may have against amounts payable to the Paying Agent howsoever arising.


More Definitions of The Escrow

The Escrow. Fund shall be held in 81 trust and shall not be subject to any lien or attachment of any creditor of any party hereto and shall be used solely for the purposes and subject to the conditions set forth herein. The Escrow Agent shall hold the Escrow Fund in a separate designated interest-bearing account with the Allied Irish Bank in the Escrow Agent's name (the "Escrow Account").
The Escrow. Fund shall be held in escrow in the name of the Escrow Agent or its nominee, subject to the terms and conditions set forth herein. Jacqxxxxxx Xxxxxx xx any other designated Seller representative shall serve as the exclusive representative of the Seller with respect to the Escrow Fund and this Agreement (the "Escrow Representative"). Unless otherwise directed by the Escrow Representative and Company, the Escrow Agent shall invest the cash held in the Escrow Fund in any "sweep" fund of the Escrow Agent, U.S. Government obligations, time deposits rated A or above, commercial paper rated A- or above, bank certificates of deposit (up to the maximum insured amount of any such deposit) or repurchase agreements secured by U.S. Government obligations, (individually, an "Investment" and collectively, the "Investments"), and the Escrow Agent shall not be responsible for any loss incurred upon any such investment made in good faith. Unless otherwise directed in writing by the Escrow Representative and the Company, the Escrow Agent shall not invest all or any portion of the Escrow Fund in any Investment if the maturity date of such Investment is later than 30 days from the date of the Investment.

Related to The Escrow

  • The Escrow Agent s responsibilities as escrow agent hereunder shall terminate if the Escrow Agent shall resign by written notice to the Company and the Purchaser. In the event of any such resignation, the Purchaser and the Company shall appoint a successor Escrow Agent.

  • Deposit Escrow Agreement has the meaning set forth in Section 2.2.

  • Indemnification Escrow Agreement means that certain Indemnification Escrow Agreement in the form attached hereto as Exhibit D, with such changes as may be agreed to among the Buyer, the Seller and the Escrow Agent.

  • Escrow means any transaction in which any escrow property is delivered with or without transfer of legal or equitable title, or both, and irrespective of whether a debtor-creditor relationship is created, to a person not otherwise having any right, title or interest therein in connection with the sale, transfer, encumbrance or lease of real or personal property, to be delivered or redelivered by that person upon the contingent happening or non-happening of a specified event or performance or nonperformance of a prescribed act, when it is then to be delivered by such person to a grantee, grantor, promisee, promisor, obligee, obligor, bailee or bailor, or any designated agent or employee of any of them. Escrow includes subdivision trusts and account servicing.

  • Escrow Agent has the meaning set forth in Section 2.3.

  • Professional Fee Escrow Account means an interest-bearing account funded by the Debtors with Cash on the Effective Date in an amount equal to the Professional Fee Amount.

  • Indemnity Escrow Account means the escrow account established by the Escrow Agent pursuant to the terms of the Escrow Agreement for purposes of holding the Indemnity Escrow Amount.

  • Escrow Property has the meaning set forth in the Escrow Agreement.

  • Escrow Deposit has the meaning set forth in Section 3.3.

  • Indemnification Escrow Fund means the Indemnification Escrow Amount deposited into escrow pursuant to the Escrow Agreement, together with any interest and income earned thereon.

  • Professional Fee Escrow means an escrow account established and funded pursuant to section 2.6 of the Plan.

  • Escrow Account The Eligible Account or Accounts established and maintained pursuant to Section 3.09(b).

  • Escrow Holder means the bank or trust company designated as such pursuant to Section 9 hereof.

  • Indemnity Escrow Agreement means the Indemnity Escrow Agreement substantially in the form attached hereto as Exhibit B, among the Sellers, the Buyers and the Escrow Agent.

  • Tax and Insurance Escrow Fund shall have the meaning set forth in Section 7.2 hereof.

  • Indemnification Escrow Amount has the meaning set forth in Section 2.2(b).

  • Escrow Accounts means a SEK bank account and/or EUR bank account and/or a NOK bank account opened by the Arranger with a reputable bank on which the proceeds from the Bond Issue will be held until the Conditions Precedent for Disbursement have been fulfilled.

  • Escrow Deposit Agreement means the agreement provided for in Section 4.02(a) of this Resolution.

  • Escrow Bank has the meaning specified in Section 2.15(c).

  • Escrowed Property has the meaning set forth in the Escrow Agreement.

  • Escrow End Date has the meaning set forth in the Escrow Agreement.

  • Earnest Money means the amount equal to 10% of Consideration as specified in the Application Form / Provisional Allotment Letter;

  • Professional Fee Escrow Amount means the aggregate amount of Professional Fee Claims and other unpaid fees and expenses Professionals estimate they have incurred or will incur in rendering services to the Debtors prior to and as of the Confirmation Date, which estimates Professionals shall deliver to the Debtors as set forth in Article II.C of the Plan.

  • Closing Escrow Agreement means the Closing Escrow Agreement, dated as of the date hereof, between the Company, Xxxx Capital Partners, LLC and the escrow agent (the “Escrow Agent”) identified therein, in the form of Exhibit B hereto.

  • Escrowed Funds Has the meaning, with respect to any Trust, specified in Section 2.02(b).

  • Escrow Fund means the escrow fund established pursuant to the Escrow Agreement.