Escrow; Subsequent Transfers Sample Clauses

Escrow; Subsequent Transfers. (a) At the Closing, Purchasers shall, on behalf of Sellers, deliver to the Escrow Agent, by wire transfer of immediately available funds, an amount in cash equal the Escrow Amount. Subsequent to the Closing, the Escrow Amount shall be held in escrow by the Escrow Agent pursuant to the terms of this Section 2.7 and the terms of an escrow agreement that is mutually agreeable to each of Purchasers, Sellers and the Escrow Agent (the “Escrow Agreement”) and that shall be entered into by the parties and the Escrow Agent at or before the Closing. (b) As soon as reasonably practicable after the Closing, Sellers and Purchasers shall deliver to the Escrow Agent a schedule setting forth that portion of the Escrow Amount that is attributable to each Escrow Lease (the “Escrow Lease Schedule”). Subsequent to the Closing, Sellers shall, as soon as reasonably practicable after receipt thereof, deliver to Purchasers and the Escrow Agent any executed Required Consents received by Sellers with respect to Escrow Leases, together with an Assignment and Assumption Agreement duly executed by the applicable Seller with respect to such Escrow Leases. On the third Business Day of each calendar month for which the Escrow Amount is held in escrow, unless, prior to such date, Purchasers provide the Escrow Agent with a written notice that Purchasers are disputing the release of the funds in accordance with the Escrow Agreement, the Escrow Agent shall release to Sellers the aggregate amount set forth on the Escrow Lease Schedule (plus the accrued interest thereon) for each Escrow Lease that is the subject of Nonrecourse Debt for which a Required Consent is received from the applicable Nonrecourse Lender during the immediately preceding calendar month. (c) On the 90th day subsequent to the Closing (or the next Business Day thereafter), unless, prior to such date, Purchasers provide the Escrow Agent with a written notice that Purchasers are disputing the release of the funds in accordance with the Escrow Agreement, (i) the aggregate amount set forth on the Escrow Lease Schedule (plus the accrued interest thereon) for each Escrow Lease that is the subject of Nonrecourse Debt for which the applicable Nonrecourse Lender has given written notice of a “Termination Event” under such Nonrecourse Debt and has exercised its right to terminate Sellers’ authority to b▇▇▇ and collect for lease payment or to otherwise assume such billing and collecting, shall be paid to Purchasers and (ii) all remaini...