Alternative Procedure; Escrow Agreement Sample Clauses

Alternative Procedure; Escrow Agreement. Notwithstanding any other provisions herein, as to any Equipment Group, Lender and Agency may enter into an escrow agreement establishing an account from which the Equipment Group cost is to be paid in separate increments (the "Escrow Account"). In the event it is determined that an Escrow Account shall be established, (i) Lender and Agency shall immediately complete and execute an Exhibit A relating to the entire Equipment Group; (ii) Agency shall, if Lender so requests, execute a tax certificate in substantially the form acceptable to Lender’s counsel as may be required to assure compliance with federal income tax laws and regulations; (iii) the Lender shall deposit into such Escrow Account the amount of the cost of such Equipment Group;
Sample 1
AutoNDA by SimpleDocs
Alternative Procedure; Escrow Agreement. Notwithstanding any other provisions herein, as to any Equipment Group, Lender and Agency may enter into an escrow agreement establishing an account from which the Equipment Group cost is to be paid in separate increments (the "Escrow Account"). In the event it is determined that an Escrow Account shall be established, (i) Lender and Agency shall immediately complete and execute an Exhibit A relating to the entire Equipment Group; (ii) Agency shall, if Lender so requests, execute a tax certificate in substantially the form acceptable to Lender’s counsel as may be required to assure compliance with federal income tax laws and regulations; (iii) the Lender shall deposit into such Escrow Account the amount of the cost of such Equipment Group; (iv) the amount deposited by Lender into the Escrow Account shall be repaid by the Payments due under the related Exhibit A; and (v) the Payments relating to the Equipment Group shall have an aggregate Principal Component equal to the amount of Lender's deposit into the Escrow Account and shall be due and payable as provided in the related Exhibit A, commencing upon the deposit of funds by Lender into the Escrow Account. Agency acknowledges and agrees that no disbursements shall be made from an Escrow Account except for portions of the Equipment Group which are operationally complete and functionally independent and which may be utilized by Agency without regard to whether the balance of the Equipment Group is delivered and accepted.
Sample 1
Alternative Procedure; Escrow Agreement. Notwithstanding the provisions of Section 3.01, if, upon agreement by Lessor and Lessee as to any Property and Equipment to be acquired and leased by Lessee under a Lease Agreement, Lessor and Lessee enter into an Escrow Agreement (a) Lessor and Lessee shall immediately complete and execute a Supplement relating to such Property and Equipment; (b) the amount deposited by Lessor into related Acquisition Account shall be used to acquire Property and Equipment for which Lessee shall make Rental Payments due under the related Lease Agreement; and (c) the Rental Payments relating to such Property and Equipment shall have an aggregate Principal component equal to the amount of Lessor's deposit into the Acquisition Account and shall be due and payable as provided in such Supplement commencing upon the deposit of funds by Lessor into the Acquisition Account.
Sample 1

Related to Alternative Procedure; Escrow Agreement

  • Application of Settlement Agreement 10.1 This Settlement Agreement shall apply to, be binding upon, and inure to the benefit of, CAG and the Releasees and Downstream Releasees identified in Section 2 above.

  • Escrow Agreement Purchaser and the Escrow Agent shall have executed and delivered the Escrow Agreement.

  • Modification of Settlement Agreement Any modification to this Settlement Agreement shall be in writing and signed by the Parties.

  • Escrow Arrangement The Company and the Purchaser shall enter into an escrow arrangement with Xxxxxxx Xxxxxx & Green, P.C. (the "Escrow Agent") in the Form of EXHIBIT B hereto respecting payment against delivery of the Shares.

  • NON-ACCEPTANCE OF SETTLEMENT AGREEMENT If, for any reason whatsoever, this Settlement Agreement is not accepted by the Hearing Panel or an Order in the form attached as Schedule “A” is not made by the Hearing Panel, each of Staff and the Respondent will be entitled to any available proceedings, remedies and challenges, including proceeding to a disciplinary hearing pursuant to sections 20 and 24 of By- law No. 1, unaffected by this Settlement Agreement or the settlement negotiations.

  • EXECUTION OF SETTLEMENT AGREEMENT This Settlement Agreement may be signed in one or more counterparts which together shall constitute a binding agreement.

  • Account Closure At any time, for any reason, we may take any of these actions subject to applicable law:

  • Initial Escrow Amount; Issuance of Escrow Receipts The Escrow Agent hereby directs the Underwriters to, and the Underwriters hereby acknowledge that on the date hereof they shall, irrevocably deliver to the Depositary on behalf of the Escrow Agent, an amount in U.S. dollars ("Dollars") and immediately available funds equal to $56,000,000 for deposit on behalf of the Escrow Agent with the Depositary in accordance with Section 2.1 of the Deposit Agreement. The Underwriters hereby instruct the Escrow Agent, upon receipt of such sum from the Underwriters, to confirm such receipt by executing (by manual or facsimile signature) and delivering to the Pass Through Trustee an Escrow Receipt in the form of Exhibit A hereto (an "Escrow Receipt"), (a) to be affixed by the Pass Through Trustee to each Certificate and (b) to evidence the same percentage interest ("Escrow Interest") in the Account Amounts (as defined below) as the Fractional Undivided Interest in the Pass Through Trust evidenced by the Certificate to which it is to be affixed. The Escrow Agent shall provide to the Pass Through Trustee for attachment to each Certificate newly issued under and in accordance with the Pass Through Trust Agreement an executed Escrow Receipt as the Pass Through Trustee may from time to time request of the Escrow Agent. Each Escrow Receipt shall be registered by the Escrow Agent in a register (the "Register") maintained by the Escrow Agent in the same name and same manner as the Certificate to which it is attached and may not thereafter be detached from such Certificate to which it is to be affixed prior to the distribution of the Final Withdrawal (the "Final Distribution"). After the Final Distribution, no additional Escrow Receipts shall be issued and the Pass Through Trustee shall request the return to the Escrow Agent for cancellation of all outstanding Escrow Receipts.

  • Effect of Benchmark Transition Event (i) If the Calculation Agent determines that a Benchmark Transition Event and its related Benchmark Replacement Date have occurred prior to the Reference Time (as defined below) in respect of any determination of the Benchmark (as defined below) on any date, the Benchmark Replacement will replace the then-current Benchmark for all purposes relating to the Subordinated Notes during the relevant Floating Interest Period in respect of such determination on such date and all determinations on all subsequent dates. (ii) In connection with the implementation of a Benchmark Replacement, the Company will have the right to make Benchmark Replacement Conforming Changes from time to time. (iii) Any determination, decision or election that may be made by the Company or by the Calculation Agent pursuant to the benchmark transition provisions set forth herein, including any determination with respect to a tenor, rate or adjustment or of the occurrence or non-occurrence of an event, circumstance or date, and any decision to take or refrain from taking any action or any selection: (1) will be conclusive and binding absent manifest error; (2) if made by the Company, will be made in the Company’s sole discretion; (3) if made by the Calculation Agent, will be made after consultation with the Company, and the Calculation Agent will not make any such determination, decision or election to which the Company reasonably objects; and (4) notwithstanding anything to the contrary in this Subordinated Note, the Indenture or the Purchase Agreement, shall become effective without consent from the relevant Holders or any other party. (iv) For the avoidance of doubt, after a Benchmark Transition Event and its related Benchmark Replacement Date have occurred, interest payable on this Subordinated Note for the Floating Rate Period will be an annual rate equal to the sum of the applicable Benchmark Replacement and the spread specified on the face hereof. (v) As used in this Subordinated Note:

  • FAILURE TO HONOUR SETTLEMENT AGREEMENT If this Settlement Agreement is accepted by the Hearing Panel and, at any subsequent time, the Respondent fails to honour any of the Terms of Settlement set out herein, Staff reserves the right to bring proceedings under section 24.3 of the By-laws of the MFDA against the Respondent based on, but not limited to, the facts set out in Part IV of the Settlement Agreement, as well as the breach of the Settlement Agreement. If such additional enforcement action is taken, the Respondent agrees that the proceeding(s) may be heard and determined by a hearing panel comprised of all or some of the same members of the hearing panel that accepted the Settlement Agreement, if available.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!