Actions of Escrow Holder Sample Clauses

Actions of Escrow Holder. On the Closing Date, provided Buyer and Seller have satisfied (or waived in writing) the conditions set forth in this Agreement, Escrow Holder shall take the following actions:
Sample 1Sample 2Sample 3See All (16)
AutoNDA by SimpleDocs
Actions of Escrow Holder. On the Closing Date, Escrow Holder shall promptly undertake and follow the procedures below with respect to Closing (all of which shall be considered as having taken place simultaneously, and no delivery or transaction below shall be considered as having been made until all deliveries and transactions have been accomplished):
Sample 1Sample 2Sample 3See All (8)
Actions of Escrow Holder. On the Closing Date, Escrow Holder shall perform the following:
Sample 1Sample 2
Actions of Escrow Holder. On the Closing, Escrow Holder shall promptly undertake all of the following in the manner hereinbelow indicated:
Sample 1
Actions of Escrow Holder. Upon completion of the deliveries pursuant to Sections 5.1(a) and 5.2, satisfaction of the other conditions to the Closing set forth in this Agreement, and performance by each Buyer and Seller of their respective obligations required to be performed prior to or at the Closing as set forth in this Agreement, Buyer and Seller shall direct Escrow Holder (i) to assemble original documents from the delivered counterparts, and to confirm that all dates, other blanks and exhibits are properly completed; (ii) to record the original Deed in the official records of Clark County, Nevada, and conform one (1) copy of the foregoing with the recording information; (iii) to forward the same, along with an original counterpart of each of the other delivered documents, and a final closing statement to Buyer and Seller; (iv) to deliver, in cash or current funds, all sums due to the parties entitled thereto in accordance with the closing statements approved by Seller and Buyer, including, without limitation, the Purchase Price to Seller; and (v) to issue the Title Policy and the endorsements thereto in accordance with the terms of this Agreement.
Sample 1
Actions of Escrow Holder. On the Effective Date, the Escrow Holder shall (i) promptly deliver to JPA the full amount of the Downpayment Deposit, plus accrued interest from and after the Closing Date, and the Promissory Note in Section 4(ii), and (ii) promptly deliver to PBS&J the Xxxx of Sale and Assignment of Client Contracts.
Sample 1
Actions of Escrow Holder. On the Closing Date, provided that ------------------------ the conditions set forth in Paragraphs 4 and 5 have been satisfied or waived, - - Escrow Holder shall take the following actions in the order indicated below:
Sample 1
AutoNDA by SimpleDocs
Actions of Escrow Holder. On the Closing Date, provided that Escrow Holder has received all the items described in Sections 7 and 8 below, or Seller or Purchaser, as applicable, has otherwise waived its right to receive any such item, Escrow Holder shall take the following actions in the order indicated below:
Sample 1

Related to Actions of Escrow Holder

  • Terms of Escrow (a) The parties hereby appoint the Administrative Agent as escrow agent in accordance with the terms and conditions set forth herein, and the Escrow Agent hereby accepts such appointment as escrow agent.

  • Duties of Escrow Agent (a) Your duties hereunder may be altered, amended, modified or revoked only by a writing signed by all of the parties hereto.

  • Expenses of Escrow Agent Except as set forth in Section 11 the Company shall reimburse Escrow Agent for all of its reasonable out-of-pocket expenses, including attorneys' fees, travel expenses, telephone and facsimile transmission costs, postage (including express mail and overnight delivery charges), copying charges and the like. All of the compensation and reimbursement obligations set forth in this Section shall be payable by the Company, upon demand by Escrow Agent. The obligations of the Company under this Section shall survive any termination of this Agreement and the resignation or removal of Escrow Agent.

  • Release of Escrow Funds The Escrow Funds shall be paid by the Escrow Agent in accordance with the following:

  • Disbursement of Escrow Funds (a) Subject to Section 3(b) and Section 10, NCPS shall promptly disburse in accordance with the Instruction Letter the liquidated value of the Escrow Funds from the Escrow Account to Issuer by wire transfer no later than one Business Day following receipt of the following documents:

  • Fees of Escrow Agent All fees, if any, of the Escrow Agent for service as escrow agent hereunder shall be paid by the Purchaser.

  • Release of Escrow Subject to the provisions of Section 4.2, the Escrow Agent shall release the Company Documents and Subscriber Documents as follows:

  • Investment of Escrow Funds The Escrow Agent shall deposit the Escrow Funds in a non-interest bearing money market account. If Escrow Agent has not received a Joint Written Direction at any time that an investment decision must be made, Escrow Agent may retain the Escrow Fund, or such portion thereof, as to which no Joint Written Direction has been received, in a non-interest bearing money market account.

  • Release of Escrowed Funds As of the date on which a reserve is released or contingent liability is eliminated (in the case of a Reserve Notice), and provided that no Change Notice has previously been issued and is still outstanding in relation to the same tax position that was the subject of the Reserve Notice, the relevant escrowed funds (along with any interest earned on such funds, and less (1) the out-of-pocket expenses incurred by the Corporation or the LLC in administering the escrow, and (2) any taxes imposed on the Corporation or the LLC with respect to any income earned on the investment of such funds) shall be distributed to the relevant Members. The portion of the relevant escrowed funds held back pursuant to clauses (1) and (2) of the immediately preceding sentences shall be distributed to the Corporation or the LLC, as applicable. If a Determination is received (in the case of a Change Notice), and if such Determination results in no adjustment in any Tax Benefit Payments under this Agreement, and provided that no Reserve Notice has previously been issued and is still outstanding in relation to the same tax position that was the subject of the Change Notice, then the relevant escrowed funds (along with any interest earned on such funds, and less (1) the out-of-pocket expenses incurred by the Corporation or the LLC in administering the escrow, and (2) any taxes imposed on the Corporation or the LLC with respect to any income earned on the investment of such funds) shall be distributed to the relevant Members. If a Determination is received (in the case of a Change Notice), and if such Determination results in an adjustment in any Tax Benefit Payments under this Agreement, and provided that no Reserve Notice has previously been issued and is still outstanding in relation to the same tax position that was the subject of the Change Notice, then the relevant escrowed funds (along with any interest earned on such funds) shall be distributed as follows: (i) first, to the Corporation or the LLC in an amount equal to (1) the out-of-pocket expenses incurred by the Corporation or the LLC in administering the escrow and in contesting the Determination and (2) any taxes imposed on the Corporation or the LLC with respect to any income earned on the investment of such funds; and (ii) second, to the relevant Parties (which, for the avoidance of doubt and depending on the nature of the adjustments, may include the Corporation or the relevant Members, or some combination thereof) in accordance with the relevant Amended Schedule prepared pursuant to Section 2.4 of this Agreement.

  • Escrow Holder Seller and Buyer covenant and agree that in performing any of its duties under this Agreement, Title Company shall not be liable for any loss, costs or damage which it may incur as a result of serving as Escrow Holder hereunder, except for any loss, costs or damage arising out of its willful default or gross negligence. Accordingly, Title Company shall not incur any liability with respect to (i) any action taken or omitted to be taken in good faith upon advice of its counsel given with respect to any questions relating to its duties and responsibilities, or (ii) to any action taken or omitted to be taken in reliance upon any document, including any written notice of instruction provided for in this Agreement, not only as to its due execution and the validity and effectiveness of its provisions, but also to the truth and accuracy of any information contained therein, which Title Company shall in good faith believe to be genuine, to have been signed or presented by a proper person or persons and to conform with the provisions of this Agreement.

Time is Money Join Law Insider Premium to draft better contracts faster.