Distribution of Escrow Property Upon Termination. Upon the release of any Escrow Property as directed by the Company, pursuant to Section 1.3(a) hereof, such Escrow Property shall be delivered to the recipient, free and clear of any and all interests of the Escrow Agent, the Trustee and the holders of the Notes (except for any liens thereon arising under the Indenture or the Security Documents). Upon any release of any Escrow Property to the Paying Agent for distribution to the holders of the Notes pursuant to Section 1.3(b) or (c), the Escrow Property released in accordance with those sections will be delivered to the recipients identified therein free and clear of any and all claim or interest of the Company.
Distribution of Escrow Property Upon Termination. This Escrow Agreement shall be terminated automatically either (a) on the date on which all Escrow Property has been distributed, or (b) on the later of (i) April 29, 2010 and (ii) the date on which there is no Outstanding Claims Amount. The Escrow Agreement may also be terminated at any time by a written agreement executed by each of the Depositors. Upon termination of this Escrow Agreement, the Escrow Property then held hereunder, if any, shall be distributed to the Seller.
Distribution of Escrow Property Upon Termination. Upon the release of any Escrow Property as directed in writing by the Company, pursuant to Section 1.2(a) hereof, such Escrow Property shall be delivered to the recipient, free and clear of any and all interests of the Escrow Agent, the Collateral Agent and the holders of the Notes (except for any liens thereon arising under the Indenture or the Collateral Documents). Upon any release of any Escrow Property to the Collateral Agent for distribution pursuant to Section 1.2(b), the Escrow Property released in accordance there will be disbursed by the Escrow Agent free and clear of any and all claim or interest of the Company.
Distribution of Escrow Property Upon Termination. Upon termination of this Escrow Agreement, Escrow Property then held hereunder shall be distributed as follows: As instructed in writing by the Depositor and the Company.
Distribution of Escrow Property Upon Termination. This Escrow Agreement shall terminate at such time as all shares of the Depositor's Common Stock shall have been received by the Zing stockholders then entitled to receive such shares and upon the payment by the Escrow Agent of all amounts payable to those Zing stockholders entitled to receive cash in lieu of fractional share interests. Upon termination of this Escrow Agreement, the Escrow Property then held hereunder shall have been fully distributed.
Distribution of Escrow Property Upon Termination. Upon termination of this Escrow Agreement, Escrow Property then held hereunder shall be distributed as follows: If the Shareholder Approval does not occur and Gentium does not deliver to Escrow Agent a copy of the resolutions effecting the Shareholder Approval certified by an officer of Gentium and an opinion of Xxxxxx, Xxxxxxxxxx & Xxxxxxxxx LLP, or such other counsel as is mutually agreeable to the Investors and Gentium, that such resolutions were duly adopted by April 31, 2006, The Escrow Agent shall deliver the Escrowed Funds to the Investors according to their respective percentages as set forth on Schedule 1 hereto and the Escrow Agent shall take such action as may be necessary to deliver the Escrow Warrants to Gentium.
Distribution of Escrow Property Upon Termination. Upon termination of this Escrow Agreement, Escrow Property then held hereunder shall be distributed as follows:
(a) DBX has entered into an Interim Investment Advisory Agreement (the “Interim Advisory Agreement”) dated as of [June 30, 2010] (the “Effective Date”) with the Company pursuant to Rule 15a-4 under the 1940 Act. The Interim Advisory Agreement will remain in full force and effect until the earlier of: (i) the date on which the Funds’ shareholders approve, by the affirmative vote of a “majority of outstanding voting securities” (as defined in the 0000 Xxx) of each Fund, a new Investment Advisory Agreement (the “New Advisory Agreement”) by and between the Company and DBX; or (ii) one-hundred fifty (150) days from the Effective Date (the “Termination Date”). If holders of a “majority of outstanding voting securities” (as defined in the 0000 Xxx) of each Fund approve the New Advisory Agreement, DBX may make a claim (a “Claim”) to all of Escrow Property by delivering to the Escrow Agent a certificate (a “Claim Certificate”), signed by an authorized representative of DBX, stating that the holders of a majority of each Fund’s outstanding voting securities approved the New Advisory Agreement with DBX prior to the Termination Date.
(b) If the New Advisory Agreement is not approved, DBX may make a Claim for the lesser of: (i) any costs incurred in performing the Interim Advisory Agreement (plus interest earned on that amount in the escrow account); or (ii) the total amount in the Escrow Account (plus interest earned), by delivering to the Escrow Agent a Claim Certificate stating that the holders of a majority of a Fund’s outstanding voting securities have not approved the New Advisory Agreement with DBX prior to the Termination Date; and including the amount claimed by DBX together with documentation showing, in reasonable detail, support for such expenses. Interest portion will be identified by DBX in the claims certificate. All claims or Claim Certificates will also be circulated simultanteously to the Escrow Agent, Company and/or DBX based on the party intiating the letter of direction.
Distribution of Escrow Property Upon Termination. Upon termination of this Escrow Agreement, Escrow Property then held hereunder shall be distributed as follows: In the event that (a) on or before March 1, 1999 either (i) no Closing contemplated by paragraph (3) shall have been consummated or (ii) as to any subscriber, Escrow Agent shall have been advised in writing by the Depositor-Agent that all conditions precedent to a Closing as to such subscriber have not been satisfied, or (b) as to any subscriber, the Issuer-Partnership shall have determined to reduce such subscriber's subscription, then the Depositor-Agent shall promptly so advise in writing Escrow Agent and authorize and direct in writing Escrow Agent to return as promptly as practicable (i) in the case of the event described in (a)(i), the Escrow Property to the Depositor-Agent for the accounts of all of the subscribers, or (ii) in the case of an event described in (a)(ii), the Escrow Property to the Depositor-Agent for the accounts of such subscribers with respect to whom Escrow Agent shall have received such written advice or whose subscriptions have been reduced, as the case may be. In each case Escrow Agent shall so return such funds with the interest earned on such funds. In the event that (a) the Closing or Closings in accordance with paragraph (3) above shall have been consummated with respect to all subscribers, or (b) the amounts paid by or for the account of all named subscribers to the Depositor-Agent and deposited with Escrow Agent shall have been repaid to the Depositor-Agent on behalf of such respective persons without deduction (other than as provided in paragraph (6) below) and with or without interest by Escrow Agent as provided in this paragraph, then, as to all such named subscribers, Escrow Agent shall be relieved of all liabilities in connection with the escrow deposits provided for herein with respect to all such subscribers. In any event, the obligations and liabilities of Escrow Agent hereunder will terminate on the date which is fifteen business days after the Closing Date and as to any amounts remaining in the escrow fund Escrow Agent shall be entitled to refrain from taking any action until it has been directed otherwise in writing by the Depositor-Agent, or by a final judgment of a court of competent jurisdiction.
Distribution of Escrow Property Upon Termination. Upon termination of this Escrow Agreement, Escrow Property then held hereunder shall be distributed as follows:
(a) If Escrow Property is to be released pursuant to Section 4(a) above, then the Escrow Agent shall wire the following amounts to the following recipients:
(i) $7,125,000 to Citibank, N.A. at: Bank Name: Citibank, N.A. ABA No.: 021 000 089 Acct. Name: CITICORP INDUSTRIAL CREDIT Acct. No.: 3885-8061 Reference: GameStop
(ii) $13,550,000 to Citigroup Global Markets Inc. at: Bank Name: XX XXXXXX XXXXX BANK CHICAGO ILL Location: Chicago, IL ABA No.: 071 000 013 Acct. Name: CITIGROUP GLOBAL MARKETS INC. Acct. No.: 5143322 Attn: Xxxx Xxxxxx 000 000 0000 Reference: GameStop, CUSIP #s 00000XXX0/X0000XXX0/00000XXX0 /X0000XXX0
(iii) all remaining amounts of Escrow Property to the Depositors.
(b) If Escrow Property is to be released pursuant to Section 4(b) or 4(c) above, the Escrow Agent shall wire an amount equal to the amount specified in the Redemption Notice or Acceleration Notice, as applicable, to the Trustee, and shall wire all such remaining amounts, if any, to the Depositors.
Distribution of Escrow Property Upon Termination. As promptly as practicable following the termination of this Escrow Agreement pursuant to Section 18 hereof, any Escrow Property then held hereunder shall be distributed by Escrow Agent as follows:
(i) any and all Cash shall be delivered to Jefferies pursuant to Jefferies’ written directions to the Escrow Agent, which written directions are hereby authorized, and (ii) any and all Securities shall be delivered to TMY or such other person as TMY shall direct, in any event pursuant to TMY’s written directions to the Escrow Agent, which written directions are hereby authorized. Escrow Agent is hereby authorized by each of the Depositors to accept, and to act in accordance with, such written directions delivered pursuant to this Section 6.
