Escrow Agent shall Sample Clauses

Escrow Agent shall. 4.1.1 hold the Material in a safe and secure environment; 4.1.2 inform the Owner and the Licensee of the receipt of any copy of the Material; 4.1.3 in accordance with the terms of Section 9 perform those tests that form part of its Standard Verification Service form time to time; 4.1.4 at all times retain a copy of the latest verified deposit of the Material; and 4.1.5 notify the Owner if it becomes aware at any time during the term of this Agreement that the copy of the Material held by it has been lost, damaged or destroyed.
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Escrow Agent shall. 1. Hold all documents and any funds received until either June 30,July 1, 2015 or receipt of certification from Village that Buyer has discharged its responsibility to obtain building permits(s) and has paid to Village the required amount of permit fees and impact fees, for Phase I of Buyer’s development of the Property, whichever occurs first. 2. If June 30,July 1, 2015 occurs first, Escrow Agent shall return every document and all other funds received to the party providing each document or funds, within three business days of June 30,July 1, 2015. 3. If Village certification occurs first, Escrow Agent shall, within three business days thereafter: a) Cause all documents, which have been submitted for recording, to be recorded. b) Cause all documents, which have been submitted for filing, to be filed. c) Distribute documents to the relevant parties. d) Disburse the balance of funds on deposit, in the following sequence: (i) Reimbursement of Escrow Agent of any unpaid amounts for recording or filing fees, Transfer Taxes and escrow fees of $500. (ii) $600,873 to Village. (iii) Balance of funds to Seller. 4. Act accordingly, on receipt of written instructions.
Sample 1
Escrow Agent shall hold and maintain the Deposits in a secure, locked, and environmentally safe facility, which is accessible only to authorized representatives of Escrow Agent;
Sample 1
Escrow Agent shall. 1. Hold all documents and any funds received until either July 1, 2015 or receipt of certification from Village that Buyer has discharged its responsibility to obtain building permits(s) and has paid to Village the required amount of permit fees and impact fees, for Phase I of Buyer’s development of the Property, whichever occurs first. 2. If July 1, 2015 occurs first, Escrow Agent shall return every document and all other funds received to the party providing each document or funds, within three business days of July 1, 2015. 3. If Village certification occurs first, Escrow Agent shall, within three business days thereafter: a) Cause all documents, which have been submitted for recording, to be recorded. b) Cause all documents, which have been submitted for filing, to be filed. c) Distribute documents to the relevant parties. d) Disburse the balance of funds on deposit, in the following sequence: (i) Reimbursement of Escrow Agent of any unpaid amounts for recording or filing fees, Transfer Taxes and escrow fees of $500. (ii) $600,873 to Village. (iii) Balance of funds to Seller. 4. Act accordingly, on receipt of written instructions.
Sample 1

Related to Escrow Agent shall

  • Escrow Agent Prior to entering into an escrow agreement, the Registry Operator must provide notice to ICANN as to the identity of the Escrow Agent, and provide ICANN with contact information and a copy of the relevant escrow agreement, and all amendments thereto. In addition, prior to entering into an escrow agreement, Registry Operator must obtain the consent of ICANN to (a) use the specified Escrow Agent, and (b) enter into the form of escrow agreement provided. ICANN must be expressly designated as a third-­‐party beneficiary of the escrow agreement. ICANN reserves the right to withhold its consent to any Escrow Agent, escrow agreement, or any amendment thereto, all in its sole discretion.

  • Escrow (a) At or prior to the Closing, the Purchaser Representative, the Seller Representative and a third-party escrow agent mutually acceptable to the Purchaser and the Seller, as escrow agent (the “Escrow Agent”), shall enter into an Escrow Agreement, effective as of the Effective Time, in form and substance reasonably satisfactory to the Purchaser and the Seller (the “Escrow Agreement”), pursuant to which the Purchaser shall issue to the Escrow Agent on the Closing Date, a number of shares equal to five percent (5%) of each of the shares of (i) Purchaser Common Stock, (ii) Series A Preferred Stock, and (iii) Series B Preferred Stock to be transferred as part of the Merger Consideration (all of the foregoing, collectively, the “Escrow Amount”) (together with any equity securities paid as dividends or distributions with respect to such shares or into which such shares are exchanged or converted, the “Escrow Securities”) to be held, along with any other dividends, distributions or other income on the Escrow Shares (together with the Escrow Shares, the “Escrow Property”), in a segregated escrow account (the “Escrow Account”) and disbursed therefrom in accordance with Article VI hereof and the Escrow Agreement. The Escrow Property shall serve as the sole source of payment for the obligations of the Seller pursuant to Article VI (other than for Fraud Claims). Unless otherwise required by Law, all distributions made from the Escrow Account shall be treated by the Parties as an adjustment to the Merger Consideration received by the Seller pursuant to Article I hereof. (b) The Escrow Property shall not be subject to any indemnification claim with respect the extent made after the date that is two (2) years after the Closing Date (the “Escrow Expiration Date”); provided, however, with respect to any indemnification claims made in accordance with Article VI hereof (including with respect to the required timing of Claim Notices) that remain unresolved at the time of the Escrow Expiration Date (“Pending Claims”), all or a portion of the Escrow Property reasonably necessary to satisfy such Pending Claims (as determined based on the amount of the indemnification claim included in the Claim Notice provided by the Purchaser Representative under Article VI and the Purchaser Share Price as of the Escrow Expiration Date) shall remain in the Escrow Account until such time as such Pending Claim shall have been finally resolved and paid pursuant to the provisions of Article VI. After the Escrow Expiration Date, any Escrow Property remaining in the Escrow Account that is not subject to Pending Claims, if any, and not subject to resolved but unpaid claims in favor of an Indemnified Party, shall be transferred by the Escrow Agent to the Seller. Promptly after the final resolution of all Pending Claims and payment of all indemnification obligations in connection therewith, the Escrow Agent shall transfer any remaining Escrow Property remaining in the Escrow Account to the Seller.