ADVERSE CLAIMS OR DEMANDS Sample Clauses

ADVERSE CLAIMS OR DEMANDS. In the event of any disagreement resulting in adverse or conflicting claims or demands being made in connection with the subject matter of this Agreement or upon the Escrow Agent, causing the Escrow Agent to have doubt as to what action it should take hereunder, or in the event that the Escrow Agent, in good faith, otherwise has doubt as to what action it should take hereunder, the Escrow Agent may, at its option and in its discretion, petition any court of competent jurisdiction in the State of Arizona, for instructions or interplead the funds or assets so held into such court. The parties agree to the jurisdiction of such court, waive personal service of process, and agree that service of process by certified or registered mail, return receipt requested, to the address set forth in Section 5.1 hereof shall constitute adequate service. The parties hereby agree to indemnify and hold the Escrow Agent harmless from any liability or losses occasioned by such interpleader action or request for instructions and to pay any and all of its costs, expenses, and attorney's fees incurred in any such action and agree that on upon entry of an order permitting interpleader and full compliance therewith, the Escrow Agent, its servants, agents, employees, or officers will be relieved of further liability.
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ADVERSE CLAIMS OR DEMANDS. If conflicting demands or notices are served upon Escrow Agent with respect to this Agreement within the applicable time limits set forth herein (if any), then Escrow Agent (a) may not comply with any ofsaid demands or notices, and (b) may file a suit in an appropriate interpleader action in a court of competent jurisdiction and deposit the Escrowed Items with that court pursuant to such filing. Under those circumstances, Escrow Agent shall not be liable for damages or injuries to any Depositor or CNLLC or any other person for such failure to comply. Escrow Agent may continue to so refuse to comply with such conflicting demands or notices until either (a) the rights of claimants have been finally adjudicated by a court of competent jurisdiction, or (b) the Depositors and CNLLC have resolved the conflict and have jointly so notified Escrow Agent.
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ADVERSE CLAIMS OR DEMANDS. A. If any controversy regarding the Impounded Funds arises between the parties hereto or with any third person, the Agent shall not be required to resolve the matter or to take any action, but may await the settlement of any such controversy by final appropriate legal proceedings, or otherwise as the Agent may require, or the Agent may, in its discretion, institute such appropriate interpleader or other proceedings in connection therewith as it may deem proper, notwithstanding anything in this Agreement to the contrary. In any such event, the Agent shall not be liable for interest or damages to the Issuer or the Subscribers.
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Related to ADVERSE CLAIMS OR DEMANDS

  • Adverse Claims Borrower will promptly advise Lender in writing of any litigation, Liens or claims affecting the Mortgaged Property and of all complaints and charges made by any Governmental Authority that may delay or adversely affect the Repairs or Capital Replacements.

  • Adverse Claim (A) Any Person shall obtain an Adverse Claim upon the Collateral or any portion thereof, (B) any Person other than the Borrower, the Servicer or the Administrative Agent shall obtain any rights or direct any action with respect to any Collection Account (or related Lock-Box) or (C) any Obligor shall receive any change in payment instructions with respect to Pool Receivable(s) from a Person other than the Servicer or the Administrative Agent.

  • Other Adverse Claims or Interests Except for the conveyances and grants of security interests pursuant to this Agreement and the other Transaction Documents, the Seller shall not sell, pledge, assign or transfer the Transaction SUBI to any other Person, or grant, create, incur, assume or suffer to exist any Adverse Claim on any interest therein, and the Seller shall defend the right, title and interest of the Buyer in, to and under the Transaction SUBI against all claims of third parties claiming through or under the Seller.

  • Notice of Adverse Claims Except for the claims and interests of the Secured Party and the Lien Grantor in the Securities, the Issuer does not know of any claim to, or interest in, the Securities. If any person asserts any lien, encumbrance or adverse claim (including any writ, garnishment, judgment, attachment, execution or similar process) against the Securities, the Issuer will promptly notify the Secured Party and the Lien Grantor thereof.

  • No Adverse Claims Seller warrants and will defend, and shall cause any Servicer to defend, the right, title and interest of Buyer in and to all Purchased Mortgage Loans and the related Repurchase Assets against all adverse claims and demands.

  • No Liens or Encumbrances Company's title to and ownership of Company-Owned Interconnection Facilities that were designed and constructed by Seller and/or its Contractors shall be free and clear of liens and encumbrances.

  • No Adverse Claim The Borrower warrants, acknowledges, and agrees that no events have taken place and no circumstances exist at the date hereof that would give the Borrower a basis to assert a defense, offset, or counterclaim to any claim of the Bank with respect to the Obligations.

  • Permitted Liens Create or suffer to exist any Lien upon any of its Property, except the following (collectively, “Permitted Liens”):

  • Similar Liens and Agreements The parties hereto agree that it is their intention that the First Lien Collateral and the Second Lien Collateral be identical. In furtherance of the foregoing and of Section 8.9, the parties hereto agree, subject to the other provisions of this Agreement:

  • Security Interests in Personal and Mixed Property To the extent not otherwise satisfied pursuant to subsection 4.1F, Administrative Agent shall have received evidence satisfactory to each of them that Company and Subsidiary Guarantors shall have taken or caused to be taken all such actions, executed and delivered or caused to be executed and delivered all such agreements, documents and instruments, and made or caused to be made all such filings and recordings (other than the filing or recording of items described in clauses (iii), (iv) and (v) below) that may be necessary or, in the opinion of Agents, desirable in order to create in favor of Administrative Agent, for the benefit of Lenders, a valid and (upon such filing and recording) perfected First Priority security interest in the entire personal and mixed property Collateral. Such actions shall include the following:

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