Common use of Distributions from the Escrow Fund Clause in Contracts

Distributions from the Escrow Fund. (a) Upon execution and delivery of this Agreement, the Seller and the Purchaser shall deliver to the lead placement agent under the Debt Offering Memorandum a written notice that the Purchase Price monies and the Certificate have been delivered to the Escrow Agent pursuant to this Agreement. Furthermore, such notice shall provide that, upon the pricing of the offering of debt contemplated by the Debt Offering Memorandum (the "Debt Offering"), the delivery by the Seller and the lead placement agent of the Joint Notice (as defined below), and the delivery to the Escrow Agent of confirmation of the closing of the Debt Offering provided for in Section 3(b) below, the Escrow Agent will disburse the proceeds of the Escrow Fund to the Seller and deliver the Certificate to the Purchaser in accordance with this Section 3. As promptly as practicable after the Purchaser and the Seller have received evidence (which the parties agree may be telephonic or otherwise) that the pricing of the Debt Offering has been established between the Seller and the lead placement agent under the Debt Offering Memorandum and, in any event, at least one full Business Day prior to the Proposed Offering Closing Date (as defined in the Joint Notice), the Seller and the Purchaser shall deliver written notice to the Escrow Agent substantially in the form attached hereto as Exhibit B with the blanks properly filled in (the "Joint Notice"), and the Escrow Agent shall, as promptly as practicable thereafter (and in any event, in time to enable the Escrow Agent to transfer the proceeds of the Escrow Fund on the Proposed Offering Closing Date as set forth in Section 3(b) below, unless the Escrow Fund is invested in a vehicle other than the BT Institutional Cash Management Fund), liquidate all investments in the Escrow Fund.

Distributions from the Escrow Fund. (a) Upon execution and delivery of this Agreement, the Seller and the Purchaser shall deliver to the lead placement agent under the Debt Offering Memorandum a written notice that the Purchase Price monies Escrow Amount and the Certificate have been delivered to the Escrow Agent pursuant to this Agreement. Furthermore, such notice shall provide that, upon the pricing of the offering of debt contemplated by the Debt Offering Memorandum (the "Debt Offering"), the delivery by the Seller and the lead placement agent of the Joint Notice (as defined below), and the delivery to the Escrow Agent of confirmation of the closing of the Debt Offering provided for in Section 3(b) below, the Escrow Agent will disburse the proceeds of the Escrow Fund to the Seller and deliver the Certificate to the Purchaser in accordance with this Section 3. As promptly as practicable after the Purchaser and the Seller have received evidence (which the parties agree may be telephonic or otherwise) that the pricing of the Debt Offering has been established between the Seller and the lead placement agent under the Debt Offering Memorandum and, in any event, at At least one full Business Day prior to the Proposed Offering Closing Date (as defined in the Joint Notice), the Seller and the Purchaser shall deliver written notice to the Escrow Agent substantially in the form attached hereto as Exhibit B with the blanks properly filled in (the "Joint Notice"), and the Escrow Agent shall, as promptly as practicable thereafter (and in any event, in time to enable the Escrow Agent to transfer the proceeds of the Escrow Fund on the Proposed Offering Closing Date as set forth in Section 3(b) below, unless the Escrow Fund is invested in a vehicle other than the BT Institutional Cash Management Fund), liquidate all investments in the Escrow Fund.