Deposit of Escrow Amount. 3.1 The Sponsor shall deposit the Escrow Amount (such Escrow Amount, together with all interests accrued thereon, shall hereafter be referred to as the “Escrow Fund”) in the Escrow Account held by the Escrow Agent in accordance with the terms of this Agreement. The Escrow Agent shall be under no obligation to procure such deposit, or make any enquiries in relation thereto, or to solicit any payments which may be due to it or for deposit into the Escrow Account.
3.2 The Escrow Amount shall be held in the Escrow Account bearing interest at the prevailing savings interest rate as offered by the Escrow Agent from time to time.
3.3 The Escrow Agent shall provide to MSPEA and the Sponsor monthly statements identifying transactions, transfers or holdings of all property under escrow and each such statement shall be deemed to be correct and final upon receipt of such statement by such Parties unless the Escrow Agent is notified in writing, by any such Party to the contrary within ninety (90) Business Days of the date of such statement.
3.4 Neither MSPEA nor the Sponsor shall have any entitlement (whether contractual or otherwise) to receive any Escrow Fund except in accordance with the express terms of this Agreement.
3.5 The Escrow Fund shall be for the exclusive benefit of the Sponsor and its successors and assigns, and no other person or entity shall have any right, title or interest herein, except as otherwise contemplated herein.
Deposit of Escrow Amount. At the Closing, Buyer shall deposit by wire transfer of immediately available funds the Escrow Amount to an account to be maintained pursuant to the Escrow Agreement. The Escrow Amount shall be held and disbursed by the Escrow Agent in accordance with the Escrow Agreement.
Deposit of Escrow Amount. On the Closing Date, promptly after the execution and delivery of this Agreement by all parties hereto and the Closing of the transactions contemplated by the Merger Agreement, Parent shall deposit with the Escrow Agent $5,000,000 in cash, (the "Escrow Amount") to be held and administered in accordance with the terms and conditions of this Agreement. Such deposit shall constitute an escrow fund with respect to the indemnification, compensation and reimbursement rights of Parent and the other Indemnitees under the Merger Agreement. The foregoing Escrow Amount, plus all interest and other payments thereon received by the Escrow Agent, less any property and/or funds distributed or paid in accordance with this Agreement and the Merger Agreement shall be collectively referred to herein as the "Escrow Fund." The Escrow Agent agrees to accept delivery of the Escrow Amount and to hold the Escrow Fund in an escrow account (the "Escrow Account"), subject to the terms and conditions of this Agreement.
Deposit of Escrow Amount. Simultaneously with the execution and delivery of this Escrow Agreement, Buyer will transfer Seven Hundred Fifty Thousand Dollars ($750,000.00), by wire transfer of immediately available funds, to an account designated by Escrow Agent.
Deposit of Escrow Amount. 1.3.1 Xxxxxxxxxx shall deliver to the Escrow Agent the amount equal to Xxxxxxxxxx'x Note Payment pursuant to Section 2.1.2(b) of the Settlement Agreement, or in the event of a sale of Vertellus Specialties Holding Corp., Xxxxxxxxxx'x deposit shall be made pursuant to Section 2.1.3
Deposit of Escrow Amount. Siemens, the Company and the Stockholders' Representative hereby constitute and appoint the Escrow Agent as, and the Escrow Agent hereby agrees to assume and perform the duties of, escrow agent under and pursuant to this Agreement. The Escrow Agent acknowledges receipt of an executed copy of the Merger Agreement. Pursuant to the Merger Agreement, funds in the amount of Twenty Million Dollars ($20,000,000) (the "Escrow Amount") have been or are to be deposited with the Escrow Agent by Siemens.
Deposit of Escrow Amount. At the Closing, the Buyer shall deposit the Escrow Amount into the Escrow Account in accordance with Section 2.4 above.
Deposit of Escrow Amount. Concurrently with the execution of this Escrow Agreement, the Purchaser has deposited for the account of the Sellers with the Escrow Agent the Escrow Amount, to be held in a separate account (the "Escrow Account") subject to the terms and provisions herein contained. Subject to the removal of the Escrow Agent or the right of the Escrow Agent to resign as hereinafter provided, the Escrow Agent shall hold the funds placed in escrow pursuant to this Escrow Agreement to satisfy certain contingent indemnity obligations of the Sellers to the Purchaser and funds representing the payment thereof shall not be disbursed except as herein provided.
Deposit of Escrow Amount. Promptly after the Effective Time, Parent shall deposit into an escrow account an amount in cash equal to the Escrow Amount. The Escrow Agent shall hold the Escrow Amount in escrow on behalf of the parties hereto. The Escrow Amount shall be held and invested by the Escrow Agent in such investments as shall be directed in writing in accordance with the instructions set forth in Schedule A attached hereto (the "Permitted Investments"), and shall be treated by the Escrow Agent as a trust fund in accordance with the terms hereof. The Escrow Agent agrees to disburse the Escrow Amount, including the interest earned thereon, in accordance with the terms and procedures set forth in this Escrow Agreement and the Merger Agreement.
Deposit of Escrow Amount. Pursuant to Section 1.2(c) of the Stock and Asset Purchase Agreement, the Purchaser is depositing the Escrow Amount with the Escrow Agent in immediately available funds. The Escrow Agent shall maintain the Escrow Amount, as it may be reduced from time to time in accordance with the terms of this Agreement, in an account maintained by it (the "Escrow Account") until disbursed by the Escrow Agent in accordance with the terms of this Agreement.
