Exxxxxx Money (a) Within the three (3) business days after Seller, Purchaser and the Escrow Agent have executed and delivered the Escrow Agreement, Purchaser shall deposit the Initial Exxxxxx Money to Escrow Agent by federal wire transfer payable to Escrow Agent, which Initial Exxxxxx Money shall be held and released by Escrow Agent in accordance with the terms of this Agreement.
(b) Within three (3) business days after the last day of the Inspection Period, Purchaser shall deposit the Additional Exxxxxx Money with Escrow Agent.
(c) Within three (3) business days after Purchaser’s receipt of the last of Purchaser’s Due Diligence Updates, Purchaser shall deposit the Second Additional Exxxxxx Money with Escrow Agent.
(d) The Escrow Agent shall apply the Exxxxxx Money to the Purchase Price at the Closing and shall otherwise hold, refund, or disburse the Exxxxxx Money in accordance with the terms of this Agreement and in accordance with this Agreement’s terms and conditions and the Escrow Agreement in the form attached hereto as Exhibit “C” (the “Escrow Agreement”), which the Parties and the Escrow Agent shall execute and deliver within two (2) days after the Effective Date. All interest and other income from time to time earned on the Initial Exxxxxx Money, the Additional Exxxxxx Money and the Second Additional Exxxxxx Money shall be earned for the account of Purchaser, and shall be a part of the Exxxxxx Money; and the “Exxxxxx Money” hereunder shall be comprised of the Initial Exxxxxx Money, the Additional Exxxxxx Money, the Second Additional Exxxxxx Money and all such interest and other income.
Xxxxxxx Money After acceptance by all Parties, the Buyer agrees to make a payment in the amount of $ as consideration by , 20 at : ☐ AM ☐ PM (“Xxxxxxx Money”). The Xxxxxxx Money shall be applied to the Purchase Price at Closing and subject to the Buyer’s ability to perform under the terms of this Agreement. Any Xxxxxxx Money accepted ☐ is ☐ is not required to be placed in a separate trust or escrow account in accordance with State law.
xxx/Xxxxxx/XXXXX- 19_School_Manual_FINAL pdf -page 101-102 We will continue to use the guidelines reflected in the COVID-19 school manual.
Xxxxxxxx and X X. Xxxxxxx, Free electron laser-Fourier transform ion cyclotron resonance mass spectrometry facility for obtaining infrared multiphoton dissociation spectra of gaseous ions, Rev. Sci. Instrum., 2005, 76, 023103. 39 N. C. Xxxxxx and X. Xxxxxx, Reaction products in mass spectrometry elucidated with infrared spectroscopy, Phys. Chem. Chem. Phys., 2007, 9, 3804–3817. 40 X. Xxxxxxx, X. Xxxxxx, X. X. Xxxxxxxx and X. Xxxxxx, Infrared ion spectroscopy in a modified quadrupole ion trap mass spectrometer at the XXXXX free electron laser laboratory, Rev. Sci. Instrum., 2016, 87, 103108. 41 X. Xxxxxxx, X. Xxxxxxx, X. Xxxxxx and X. Xxxxxx, Structural identification of electron transfer dissociation products in mass spectrometry using infrared ion spectroscopy, Nat. Commun., 2016, 7, 11754. 42 X. Xxxxxx, X. X. Xxxxxxxx, X. Xxxxxx and X. Xxx Xxxxxx, Gas-phase infrared multiple photon dissociation spectro- scopy of mass-selected molecular ions, Int. J. Mass Spectrom., 2006, 254, 1–19.
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Xxxxxxx Money Deposit (a) Within three (3) Business Days after the full execution and delivery of this Contract, Buyer shall deposit the sum of Three Hundred Thousand and No/100 Dollars ($300,000.00) in cash, certified bank check or by wire transfer of immediately available funds (the “Initial Deposit”) with the Title Company, as escrow agent (“Escrow Agent”), which sum shall be held by Escrow Agent as xxxxxxx money. If, pursuant to the provisions of Section 3.1 of this Contract, Buyer elects to terminate this Contract at any time prior to the expiration of the Review Period, then the Escrow Agent shall return the Xxxxxxx Money Deposit to Buyer promptly upon written notice to that effect from Buyer. If Buyer does not elect to terminate this Contract on or before the expiration of the Review Period, Buyer shall, prior to the expiration of the Review Period, deposit the Additional Deposit with the Escrow Agent. The Initial Deposit and the Additional Deposit, and all interest accrued thereon, shall hereinafter be referred to as the “Xxxxxxx Money Deposit.”
(b) The Xxxxxxx Money Deposit shall be held by Escrow Agent subject to the terms and conditions of an Escrow Agreement dated as of the date of this Contract entered into by Seller, Buyer and Escrow Agent (the “Escrow Agreement”). The Xxxxxxx Money Deposit shall be held in an interest-bearing account in a federally insured bank or savings institution reasonably acceptable to Seller and Buyer, with all interest to accrue to the benefit of the party entitled to receive it and to be reportable by such party for income tax purposes; provided, however, to the extent that Buyer instructs the Escrow Agent to apply the Xxxxxxx Money Deposit toward the Purchase Price in accordance with Section 2.4, interest shall be deemed to have accrued to the benefit of Buyer and be reportable by Buyer for income tax purposes.
Xxxx and Xx Xxxxxxxx: Pursuant to Section 1(i) of the Investment Management Trust Agreement between Climate Real Impact Solutions II Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of _________, 2021 (the “Trust Agreement”), this is to advise you that the Company did not effect a business combination with a Target Business (the “Business Combination”) within the time frame specified in the Company’s amended and restated certificate of incorporation, as described in the Company’s Prospectus relating to the Offering. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. In accordance with the terms of the Trust Agreement, we hereby authorize you to liquidate all of the assets in the Trust Account and transfer the total proceeds into a segregated account held by you on behalf of the Beneficiaries to await distribution to the Public Stockholders. The Company has selected [_________, 20__]1 as the effective date for the purpose of determining when the Public Stockholders will be entitled to receive their share of the liquidation proceeds. You agree to be the Paying Agent of record and, in your separate capacity as Paying Agent, agree to distribute said funds directly to the Company’s Public Stockholders in accordance with the terms of the Trust Agreement and the Company’s amended and restated certificate of incorporation. Upon the distribution of all the funds, net of any payments necessary for reasonable unreimbursed expenses related to liquidating the Trust Account, your obligations under the Trust Agreement shall be terminated, except to the extent otherwise provided in Section 1(i) of the Trust Agreement. Very truly yours, Climate Real Impact Solutions II Acquisition Corporation By: Name: Title: cc: Barclays Capital Inc. BofA Securities, Inc.
Xxxxxxx Xxxxxxx Policy The terms of the Partnership’s xxxxxxx xxxxxxx policy with respect to Units are incorporated herein by reference.
Xxxxxxxx-Xxxxx Certification Each Form 10-K with respect to the Trust shall include a Xxxxxxxx-Xxxxx Certification in the form attached to this Agreement as Exhibit X required to be included therewith pursuant to the Xxxxxxxx-Xxxxx Act. The Certificate Administrator, the Master Servicer, the Special Servicer, the Operating Advisor, the Asset Representations Reviewer (in the case of the Asset Representations Reviewer, solely with respect to reporting periods in which the Asset Representations Reviewer is required to deliver an Asset Review Report Summary), the Custodian and the Trustee shall provide (and (i) with respect to any Servicing Function Participant of such party that is a Mortgage Loan Seller Sub-Servicer, shall use commercially reasonable efforts to cause such Servicing Function Participant to provide, and (ii) with respect to any other Servicing Function Participant of such party (other than any party to this Agreement), shall cause such Servicing Function Participant to provide) to the Person who signs the Xxxxxxxx-Xxxxx Certification for the Trust or any Other Securitization Trust (the “Certifying Person”) no later than March 1 in the year immediately following the year as to which such Form 10-K relates or, if March 1 is not a Business Day, on the immediately following Business Day, a certification in the form attached to this Agreement as Exhibit Y-1, Exhibit Y-2, Exhibit Y-3, Exhibit Y-4, Exhibit Y-5, Exhibit Y-6, Exhibit Y-7 and Exhibit Y-8, as applicable, on which the Certifying Person, the entity for which the Certifying Person acts as an officer, and such entity’s officers, directors and Affiliates (collectively with the Certifying Person, “Certification Parties”) can reasonably rely. With respect to each Outside Serviced Mortgage Loan serviced under an Outside Servicing Agreement, the Certificate Administrator shall use commercially reasonable efforts to procure, and upon receipt deliver to the Certifying Person, a Xxxxxxxx-Xxxxx back-up certification similar in form and substance to the certifications referenced in the preceding sentence, from the related Outside Servicer, the related Outside Special Servicer, the related Outside Paying Agent and the related Outside Trustee. In the event any Reporting Servicer is terminated or resigns pursuant to the terms of this Agreement, or any applicable Sub-Servicing Agreement or primary servicing agreement, as the case may be, such Reporting Servicer shall provide a certification to the Certifying Person pursuant to this Section 10.06 with respect to the period of time it was subject to this Agreement or the applicable sub-servicing or primary servicing agreement, as the case may be.
