Appointment of Escrow Agent; Establishment of Escrow Fund Sample Clauses

Appointment of Escrow Agent; Establishment of Escrow Fund. The District hereby appoints the Escrow Agent to act as escrow agent for purposes of administering the funds required to pay and redeem the Refunded Bonds as provided herein. The Escrow Agent is hereby directed to establish an escrow fund (the “Escrow Fund”) to be held by the Escrow Agent as an irrevocable escrow securing the payment of the Refunded Bonds in accordance with the provisions of the dcocuments governing the issuance of the Refunded Bonds. If at any time the Escrow Agent receives actual knowledge that the cash and securities in the Escrow Fund will not be sufficient to make any payment required by Section 5 in respect of the Refunded Bonds, the Escrow Agent shall notify the District of such fact and the District shall immediately cure such deficiency from any source of legally available funds. The Escrow Agent has no liability for any such insufficiency.
Sample 1See All (4)
AutoNDA by SimpleDocs
Appointment of Escrow Agent; Establishment of Escrow Fund. The City, the Corporation and the Authority hereby appoint the Escrow Agent to act as escrow agent for purposes of administering the funds required to defease, pay and prepay the Prior COPs in full in accordance with the Prior Trust Agreement and the Prior Installment Sale Agreement. The Escrow Agent is hereby directed to establish an escrow fund to be known as the “City of Xxxxxxxx 2012 Certificates of Participation Escrow Fund” (the “Escrow Fund”) to be held by the Escrow Agent as an irrevocable escrow securing the defeasance, payment and prepayment of the Prior COPs in accordance with the Prior Trust Agreement. If at any time the Escrow Agent receives actual knowledge that the cash and securities in the Escrow Fund will not be sufficient to make any payment required by Section 5, the Escrow Agent shall notify the City of such fact and the City shall immediately cure such deficiency from any source of legally available funds. The Escrow Agent has no liability for any such insufficiency.
Sample 1Sample 2
Appointment of Escrow Agent; Establishment of Escrow Fund. The City hereby appoints U.S. Bank National Association as escrow agent for the purpose of administering funds in accordance with this Agreement. This Escrow Agreement is irrevocable. There is hereby created and established with the Escrow Agent a special and irrevocable escrow fund designated the Escrow Fund (the "Escrow Fund") to be held in the custody of the Escrow Agent separate and apart from other funds of the City, the Escrow Agent, the Series 2016 Trustee or the Series 2009 Trustee. The moneys and securities held in the Escrow Fund shall secure the payment of (a) interest coming due and payable on the Series 2016 Bonds to and including the Crossover Date in accordance with the schedule attached hereto as Exhibit II, and (b) on and after the Crossover Date, the redemption 2611663.6040517 AGMT
Sample 1
Appointment of Escrow Agent; Establishment of Escrow Fund. The District hereby appoints the Escrow Agent to act as escrow agent for purposes of administering the funds required to (a) pay and prepay the 2006 Installment Payments in accordance with Section 7.2 of the 2006 Installment Sale Agreement, and (b) pay and prepay the 2006 Certificates in accordance with Section 4.01(a) of the 2006 Trust Agreement. The Escrow Agent is hereby directed to establish an escrow fund (the “Escrow Fund”) to be held by the Escrow Agent in trust as an irrevocable escrow securing the payment and prepayment of the 2006 Installment Payments in accordance with Section 7.2 of the 2006 Installment Sale Agreement, and the payment and prepayment of the 2006 Certificates in accordance with Section 4.01(a) of the 2006 Trust Agreement. If at any time the Escrow Agent receives actual knowledge that the cash and Federal Securities in the Escrow Fund will not be sufficient to make any payment required by Section 5, the Escrow Agent shall notify the District of such fact and the District shall immediately cure such deficiency from any source of legally available funds. The Escrow Agent has no liability for any such insufficiency.
Sample 1
Appointment of Escrow Agent; Establishment of Escrow Fund. The City hereby appoints the Escrow Agent to act as escrow agent for the purpose of administering the funds required to prepay the 2008 Lease Payments in accordance with the 2008 Lease and thereby prepay the 2008 Certificates in accordance with the 2008 Trust Agreement. Such deposit shall constitute a security deposit for the prepayment of the 2008 Lease Payments under and in accordance with the provisions of Section 9.1 of the 2008 Lease, the effect of which shall be to discharge the 2008 Lease Payments in full. The Escrow Agent is hereby directed to establish an escrow fund (the “Escrow Fund”) to be held by the Escrow Agent in trust as an irrevocable escrow securing the prepayment of the 2008 Lease Payments in accordance with the 2008 Lease and the corresponding prepayment of the 2008 Certificates in accordance with the 2008 Trust Agreement. If at any time the Escrow Agent receives actual knowledge that the cash and securities in the Escrow Fund will not be sufficient to make any payment required by Section 4, the Escrow Agent shall notify the City of such fact and the City shall immediately cure such deficiency by a deposit with the Escrow Agent from any source of legally available funds. The Escrow Agent has no liability for any such insufficiency.
Sample 1
Appointment of Escrow Agent; Establishment of Escrow Fund. The Authority and the City hereby appoint the Escrow Agent to act as escrow agent for purposes of administering the funds required to prepay all of the Prior Installment Payments and a corresponding amount of the Prior Bonds. The Escrow Agent is directed to establish an escrow fund (the “Escrow Fund”), and within the Escrow Fund the “2001 Bonds Subaccount” and the “2005 Bonds Subaccount,” to be held by the Escrow Agent in trust as an irrevocable escrow securing the payments set forth below. All cash and securities in the 2001 Bonds Subaccount of the Escrow Fund are hereby irrevocably pledged as a special fund for the payment of the 2001 Installment Payments and a corresponding amount of the 2001 Bonds, and all cash and securities in the 2005 Bonds Subaccount of the Escrow Fund are hereby irrevocably pledged as a special fund for the payment of the 2005 Installment Payments and a corresponding amount of the 2005 Bonds.
Sample 1

Related to Appointment of Escrow Agent; Establishment of Escrow Fund

  • Appointment of Escrow Agent The Company and the Initial Stockholders hereby appoint the Escrow Agent to act in accordance with and subject to the terms of this Agreement and the Escrow Agent hereby accepts such appointment and agrees to act in accordance with and subject to such terms.

  • Indemnification of Escrow Agent From and at all times after the date of this Agreement, the parties jointly and severally, shall, to the fullest extent permitted by law and to the extent provided herein, indemnify and hold harmless Escrow Agent and each director, officer, employee, attorney, agent and affiliate of Escrow Agent (collectively, the "Indemnified Parties") against any and all actions, claims (whether or not valid), losses, damages, liabilities, costs and expenses of any kind or nature whatsoever (including without limitation reasonable attorney's fees, costs and expenses) incurred by or asserted against any of the Indemnified Parties from and after the date hereof, whether direct, indirect or consequential, as a result of or arising from or in any way relating to any claim, demand, suit, action, or proceeding (including any inquiry or investigation) by any person, including without limitation the parties to this Agreement, whether threatened or initiated, asserting a claim for any legal or equitable remedy against any person under any statute or regulation, including, but not limited to, any federal or state securities laws, or under any common law or equitable cause or otherwise, arising from or in connection with the negotiation, preparation, execution, performance or failure of performance of this Agreement or any transaction contemplated herein, whether or not any such Indemnified Party is a party to any such action or proceeding, suit or the target of any such inquiry or investigation; provided, however, that no Indemnified Party shall have the right to be indemnified hereunder for liability finally determined by a court of competent jurisdiction, subject to no further appeal, to have resulted solely from the gross negligence or willful misconduct of such Indemnified Party. If any such action or claim shall be brought or asserted against any Indemnified Party, such Indemnified Party shall promptly notify the Company and the Investor hereunder in writing, and the and the Company shall assume the defense thereof, including the employment of counsel and the payment of all expenses. Such Indemnified Party shall, in its sole discretion, have the right to employ separate counsel (who may be selected by such Indemnified Party in its sole discretion) in any such action and to participate and to participate in the defense thereof, and the fees and expenses of such counsel shall be paid by such Indemnified Party, except that the Investor and/or the Company shall be required to pay such fees and expense if (a) the Investor or the Company agree to pay such fees and expenses, or (b) the Investor and/or the Company shall fail to assume the defense of such action or proceeding or shall fail, in the sole discretion of such Indemnified Party, to employ counsel reasonably satisfactory to the Indemnified Party in any such action or proceeding, (c) the Investor and the Company are the plaintiff in any such action or proceeding or (d) the named or potential parties to any such action or proceeding (including any potentially impleaded parties) include both Indemnified Party the Company and/or the Investor and Indemnified Party shall have been advised by counsel that there may be one or more legal defenses available to it which are different from or additional to those available to the Company or the Investor. The Investor and the Company shall be jointly and severally liable to pay fees and expenses of counsel pursuant to the preceding sentence, except that any obligation to pay under clause (a) shall apply only to the party so agreeing. All such fees and expenses payable by the Company and/or the Investor pursuant to the foregoing sentence shall be paid from time to time as incurred, both in advance of and after the final disposition of such action or claim. The obligations of the parties under this section shall survive any termination of this Agreement, and resignation or removal of the Escrow Agent shall be independent of any obligation of Escrow Agent.

  • Resignation of Escrow Agent (1) If the Escrow Agent wishes to resign as escrow agent, the Escrow Agent will give written notice to the Issuer.

  • Deposit of Escrow Securities in Escrow (1) You are depositing the securities (escrow securities) listed opposite your name in Schedule “A” with the Escrow Agent to be held in escrow under this Agreement. You will immediately deliver or cause to be delivered to the Escrow Agent any share certificates or other evidence of these securities which you have or which you may later receive.

  • Remuneration of Escrow Agent The Issuer will pay the Escrow Agent reasonable remuneration for its services under this Agreement, which fees are subject to revision from time to time on 30 days' written notice. The Issuer will reimburse the Escrow Agent for its expenses and disbursements. Any amount due under this section and unpaid 30 days after request for such payment, will bear interest from the expiration of such period at a rate per annum equal to the then current rate charged by the Escrow Agent, payable on demand.

  • Limitation of Liability of Escrow Agent The Escrow Agent will not be liable to any of the Parties hereunder for any action taken or omitted to be taken by it under or in connection with this Agreement, except for losses directly, principally and immediately caused by its bad faith, willful misconduct or gross negligence. Under no circumstances will the Escrow Agent be liable for any special, indirect, incidental, consequential, exemplary, aggravated or punitive losses or damages hereunder, including any loss of profits, whether foreseeable or unforeseeable. Notwithstanding the foregoing or any other provision of this Agreement, in no event will the collective liability of the Escrow Agent under or in connection with this Agreement to any one or more Parties, except for losses directly caused by its bad faith or willful misconduct, exceed the amount of its annual fees under this Agreement or the amount of three thousand dollars ($3,000.00), whichever amount shall be greater.

  • Release of Escrow Securities (1) When an emerging issuer becomes an established issuer, the release schedule for its escrow securities changes.

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