Escrow Documents Clause Samples
Escrow Documents. It shall, on or prior to the ninetieth day following the Closing Date and each Transfer Date, as applicable, deliver or cause the delivery to the Securitization Custodian of the following: (I) with respect to each Mortgage Loan and pre-July 2004 Oak N' Spruce Loan listed on the related Schedule of Mortgage Loans, an original recorded Assignment of Mortgage (which may be a part of a blanket assignment of more than one Mortgage Loan or pre-July 2004 Oak N' Spruce Loan), showing a complete chain of title from Originator to the Securitization Indenture Trustee on behalf of the Securitization Noteholders signed by an Authorized Officer of the Originator and each intervening party with evidence of proper recordation or evidence from a third party that submitted such assignment for recording that such assignment has been submitted for recordation; (II) with respect to each post-July 2004 Oak N' Spruce Loan listed on the related Schedule of Oak N' Spruce Loans, a file-stamped Oak N' Spruce Financing Statement evidencing the security interest of the Securitization Indenture Trustee and its assigns by naming the Obligor with respect to the related post-July 2004 Oak N' Spruce Loan as debtor, naming the Originator as secured party/assignor, and by naming the Securitization Indenture Trustee on behalf of the Securitization Noteholders as the secured party/assignee (or, in the alternative, in the form of an electronic spreadsheet submitted to the Securitization Custodian directly by a third party service company listing the filing number, date of filing, debtor and secured party and accompanied by a certification of filing by the third party service company); (III) with respect to each Mortgage Loan and pre-July 2004 Oak N' Spruce Loan listed on the related Schedule of Prior Secured Party's Collateral, an original recorded Reassignment of Mortgage (which may be a part of a blanket reassignment of more than one Mortgage Loan or pre-July 2004 Oak N' Spruce Loan), showing a complete chain of title from the Prior Secured Party to the Originator to the Securitization Indenture Trustee on behalf of the Securitization Noteholders signed by an Authorized Officer of the Prior Secured Party, the Originator, Issuer and each intervening party with evidence of proper recordation or evidence from a third party that submitted such assignment for recording that such assignment has been submitted for recordation; (IV)(a) with respect to each pre-July 2004 Oak N' Spruce Loan listed on t...
Escrow Documents. The Escrow Agent shall hold the documents delivered to it by Sellers pursuant to Article 6.03(a) ("Sellers' Documents") and by Buyer, pursuant to Article 6.03(b) ("Buyers' Documents") in escrow subject to the terms of an escrow agreement ("Escrow Agreement") in the form annexed hereto as Schedule 7.04. The Sellers' Documents and the Buyers' Documents are jointly referred to herein as the "Escrow Documents". The Escrow Agreement shall incorporate by reference the following terms and conditions;
(a) Upon receipt prior to 5:00 p.m. on September 30, 1997, of (i) confirmation of the Wire Transfers; (ii) either confirmation from Blue Bird of the extension of the Blue Bird Franchise Agreements through the period ending August 30, 1998 or a notice from Buyer stating that it has waived such confirmation; and (iii) confirmation either of (x) satisfaction of all indebtedness of the Companies for borrowed money and all performance bonds, payment for which is guaranteed by the Sellers; or (y) confirmation that such guarantees have been terminated; the Escrow Agent shall simultaneously:
(i) deliver the Sellers' Documents to Buyer by delivery of same to Silverman, Collura, ▇▇▇▇▇▇▇ & ▇▇▇▇▇▇▇ at the address provided in Section 9.05;
(ii) deliver the Buyers' Documents to Sellers' by delivery to same to ▇▇▇▇▇ ▇▇▇▇▇▇▇, Esq. at the address provided in Section 9.05.
(b) In the event the Escrow Agent has not received, by 5:00 p.m., September 30, 1997, the confirmations referred to in subparagraph (a) of this section, the Escrow Agent shall (x) deliver the Sellers' Documents to Sellers by delivery of the same to ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇; and (ii) deliver the Buyer's Documents to Buyer by delivery of the same to Silverman, Collura, ▇▇▇▇▇▇▇ & ▇▇▇▇▇▇▇, P.C.
Escrow Documents. Each Owner and Transferee shall approve and sign City’s escrow instructions, which instruct escrow regarding the requirements of this Covenant, City financing, if any, and City disclosures, if any. Owner and Transferee shall provide the City with a copy of the final purchase/sale contract, settlement statement, signed escrow instructions, and any other document that the City may reasonably request.
Escrow Documents. 30 ARTICLE VIII INDEMNIFICATION..................................................31
Escrow Documents. The following papers (the "Escrowed Documents") are placed in escrow:
(1) Signed copy of this Contract.
(2) Original Warranty Deed signed by Seller.
(3) Original Special Warranty Deed signed by ▇▇▇▇▇.
(4) OTHER: C. PRIOR OBLIGATIONS. Add the following information, if applicable:
(1) Name and address of mortgagees/escrow agents/servicing agents D. FEES.
Escrow Documents. To give effect to the understanding of the parties, Return and/or Hertz has delivered the following documents (the "Escrow Documents") to Morse, Zelnick, Rose & Lander, LLP (the "Escrow Agent") who has agreed to act as escrow agent under the terms and conditions set forth herein:
(a) A duly executed affidavit for confession of judgment (the "Confession of Judgment") by Return in the amount of $210,000 plus interest at 21% per annum from April 17, 2001 to the date of payment;
(b) Certificates for 200 shares of Common Stock by Hergo, together with duly executed Stock Powers endorsed in blank ("the Hergo Stock");
(c) General release of Hertz by Return (the "Return Release"); and
(d) General release of Return by Hertz (the "Hertz Release).
Escrow Documents. WildBlue may copy and distribute the Escrow Documents in Soft or Hard format, in accordance with Section 10.7 of the Agreement, provided that this License, the copyright notices, and the license notice saying this License applies to the Escrow Documents are reproduced in all copies. Distribution of Escrow Documents shall be limited to entities performing services related to the Escrow Documents, including subcontractors, suppliers or agents where (i) use of such entity is permitted to be 1 ViaSat and WildBlue Confidential March 5, 2001 used under this Agreement, (ii) such disclosure is necessary or otherwise naturally occurs in that entity's scope of responsibility, and (iii) the entity agrees in writing to assume the obligations described in Section 18.3 of the Agreement. USER DOCUMENTS. WildBlue may copy and distribute the User Documents in connection with the sales, service or marketing of SMs, provided that this License, the copyright notices, and a license notice saying this License applies to the User Documents are reproduced in all copies. User Documents that are meant to be distributed along with SMs may be included in the packaging and shipment of such product (one copy only). One copy may also be included in a "read me" or "help file" or other similar digital form; provided that such items include Contractor's copyright notice and a link to Contractor's web site. Distribution of User Documents to third parties shall only be distributed in Hard copy format and shall be limited to users of the SM and all other third parties that WildBlue deems to reasonably require use of User Documents in that entity's scope of responsibility and provided that such third parties assume the obligations described in Section 18.3 of the Agreement. TRAINING DOCUMENTS. WildBlue may copy and distribute the Training Documents in Soft or Hard format, in connection with service and operation of the SMs in the WildBlue satellite system, provided that this License, the copyright notices, and the license notice saying this License applies to the Training Documents are reproduced in all copies. Distribution of Training Documents to third parties shall be limited to those parties WildBlue reasonably requires use of Training Documents in that parties scope of responsibility and provided that such third parties assume the obligations described in Section 18.3 of the Agreement.
Escrow Documents. 98 Section 18.06 Source Code Escrow.........................................................................101 Section 18.07 Inspection and Audit Rights .............................................................102
Escrow Documents. Nothing in this Article VII shall be deemed to limit the rights of the Purchaser, Surviving Corporation and their Affiliates to pursue their remedies against the Escrow Fund in accordance with the terms of the Escrow Documents; provided that in no event shall the liability arising pursuant to such Escrow Documents exceed the amount of the Escrow Fund.
Escrow Documents. 7. The Escrow Agent will hold the Milestone 2 Escrow Documents in escrow and undelivered and shall deliver and release the Milestone 2 Escrow Documents:
(a) to the respective Shareholders not later than 10 business days after receipt by the Escrow Agent of a statutory declaration sworn by an officer of Foro (the “Milestone 2 Statutory Declaration”) stating that the Escrow Release Event, including without limitation the achievement of Milestone 2, for the release of the Milestone 2 Escrow Shares has occurred;
(b) to the Company if the Escrow Agent has not received the Milestone 2 Statutory Declaration sworn by an officer of Foro on or before the Milestone 2 Date, within 10 business days following the receipt by the Escrow Agent of a statutory declaration of the Company stating that the Escrow Release Event for the release of the Milestone 2 Escrow Shares has not occurred, unless prior to the expiry of the 10 business day period referred to in subsection (a) above or subsection (b) above, as applicable, a Dispute Notice (as defined in Section 11) has been received by the Escrow Agent, and in such event, any statutory declaration received by the Escrow Agent subsection 7(a) above or subsection 7(b) above, as applicable, shall be inoperative until a final determination is made in accordance with Section 11.
8. Upon receipt of the Milestone 2 Statutory Declaration pursuant to Section 7(a) or a statutory declaration sworn by the Company pursuant to Section 7(b), the Escrow Agent shall forthwith give notice in writing to the Company or Ali Saheli, as applicable, of such receipt and shall send with such notice a copy of such Milestone 2 Statutory Declaration to the Company or Ali Saheli, as applicable.
9. During the period that the Milestone 1 Escrow Shares are held by the Escrow Agent, the Shareholders shall be entitled:
(a) subject to the provisions of the British Columbia Business Corporations Act, to exercise all voting rights with respect to the Milestone 2 Escrow Shares for all purposes not inconsistent with the terms of the Share Exchange Agreement or this Agreement; and
(b) subject to the provisions of the British Columbia Business Corporations Act, to receive all dividends and other distributions in respect of the Fee Shares made in compliance with the provisions of the Share Exchange Agreement and this Agreement; provided, however, that the certificate for any share representing stock dividends or distributions in respect of the Milestone 2 Escrow Shares...