Establishment of Escrow Fund Sample Clauses

Establishment of Escrow Fund. There is hereby created by the Authority and the Successor Agency with, and to be held by, the Escrow Bank, as security for the payment of the principal of and interest on the Prior Loans and, thereby, the 1999 Authority Bonds, as hereinafter set forth, an irrevocable escrow to be maintained in trust by the Escrow Bank on behalf of the Authority and the Successor Agency and for the benefit of the owners of the 1999 Authority Bonds, said escrow to be designated the “Escrow Fund.” All moneys deposited in the Escrow Fund shall constitute a special fund for the payment of the principal of, and interest on the Prior Loans and, thereby, the 1999 Authority Bonds in accordance with the provisions of the Prior Loan Agreements and the 1999 Authority Indenture, respectively. If at any time the Escrow Bank shall receive actual knowledge that the moneys in the Escrow Fund will not be sufficient to make any payment required by Section 4 hereof, the Escrow Bank shall notify the Successor Agency of such fact and the Successor Agency shall immediately cure such deficiency with any lawfully available funds of the Successor Agency.

Establishment of Escrow Fund. There is hereby created a fund (the “Escrow Fund”) to be held by the Escrow Bank as an irrevocable escrow securing the payment of the Refunded Prior Bonds, subject to and in accordance with the provisions of this Agreement.

Establishment of Escrow Fund. (a) Simultaneously with the execution of this Agreement, MTNV has deposited stock certificates registered in the names of Selling Stockholders and representing the number of shares of the common stock of MTNV ("MTNV COMMON STOCK") all as set forth in Exhibit B hereto, par value NLG 0.96 each (including the proceeds thereof that are securities, as applicable, the "ESCROWED SHARES") in escrow with Escrow Agent and Selling Stockholders have delivered to Escrow Agent, for deposit in the Escrow Fund, stock powers (executed in blank) covering the Escrowed Shares. Such Escrowed Shares, and all cash and non-cash dividends or other distributions paid or payable on or with respect to the Escrowed Shares, shall be deposited in escrow and shall be held by Escrow Agent in accordance with the terms of this Escrow Agreement. Any amounts of cash held by Escrow Agent at any time shall be held by Escrow Agent in a separate, interest-bearing account with a licensed bank in Singapore established by Escrow Agent and designated as such pursuant to the terms of this Escrow Agreement and such amounts shall be invested in accordance with Section 3.1(c) hereof. If at any time prior to the release of the Escrowed Shares from escrow, there shall be a merger or consolidation of MTNV with or into another entity and the then-issued and outstanding MTNV Common Stock is cancelled or exchanged in connection therewith, then the proceeds thereof (whether in the form of cash, securities or other property or assets) which a holder of the Escrowed Shares is entitled to receive, shall be delivered to and held in escrow by Escrow Agent to the extent that such Escrowed Shares are held in escrow at such time. If at any time prior to the release of the Escrowed Shares from escrow, there shall occur a subdivision, combination, conversion or reclassification of the MTNV Common Stock into a different class or kind of security, then the number and kind of securities as are issuable to the record holder of the Escrowed Shares as a result of such change with respect to the MTNV Common Stock shall be delivered to and held in escrow by Escrow Agent to the extent that such Escrowed Shares are held in escrow at such time. Any proceeds or securities held in escrow by Escrow Agent shall be subject to the same escrow arrangements and provisions as are specified herein for the Escrowed Shares and any securities shall be valued in like manner as the Escrowed Shares as set forth in Section 4.2(g). All such Escrowed...

Establishment of Escrow Fund. 1.1 Simultaneously with the execution and delivery of this Escrow Agreement, Buyer shall deposit the sum of One Hundred Forty-Six Thousand Four Hundred Seventy-Nine Dollars and Six Cents ($146,479.06) (which deposit, together with interest accrued thereon, shall be referred to as the "Escrow Fund") with the Escrow Agent.

Establishment of Escrow Fund. 2.1 The parties acknowledge and agree that * has been deposited with the Escrow Agent as of the date hereof and from time to time further funds will be deposited with the Escrow Agent. The parties further agree that subject to the provisions of paragraph 3.2(e), * due under paragraph 2 of the Note shall be transmitted by the maker thereunder to the Escrow Agent for deposit in the Escrow Fund. Under no circumstances shall Seller be obligated to deposit any funds in the Escrow Fund beyond the amounts set forth in this Section 2.1 which are deposited by the maker with the Escrow Agent. 2.2 The Escrow Fund shall be held by the Escrow Agent in a separate account and disbursed to Buyer or Seller in accordance with the terms of this Agreement. 2.3 The Escrow Agent shall invest all funds on deposit from time to time in the Escrow Fund, and all undistributed income earned thereon, and keep the same invested in certain instruments as Seller shall from time to time direct the Escrow Agent in writing, subject to the restrictions and limitations hereinafter provided, and disburse the same * Text omitted pursuant to a request for confidential treatment and filed separately with the Securities and Exchange Commission. terms, conditions and provisions hereof. The Escrow Agent shall invest the Escrow Fund solely in accordance with Seller's instructions, provided that Seller's instructions and the Escrow Agent's authority shall be restricted to: (i) obligations issued or unconditionally guaranteed by the Government of the United States of America or any State or political subdivision thereof; (ii) certificates of deposit and interest-bearing deposit accounts of any domestic bank or trust company which has a combined capital and surplus of at least $200,000,000; (iii) certificates of deposit with a maturity not to exceed one year or (iv) commercial paper with a maturity of no more than one year issued by any corporation organized and existing under the laws of the United States of America or any state thereof, which at the time of purchase has been rated, and the ratings for which are not less than, "A-1" if rated by Standard and Poor's Corporation or "P-1" if rated by Xxxxx'x Investors Services, Inc. In no event shall the Escrow Agent invest the Escrow Fund or any undistributed income earned thereon in any security or instrument having a maturity extending beyond one year, provided, that such limitation shall not apply to the obligations described in clause (i) above. The E...

Establishment of Escrow Fund. At the Effective Time, the Buyer shall, (i) provide written notice to the Escrow Agent that the Closing has occurred and indicating the Closing Date and (i) on behalf of the Majority Shareholder, deposit in escrow with the Escrow Agent $12,500,000 (the “Escrow Amount”) of the aggregate Merger Consideration payable to the Majority Shareholder pursuant to Section 2.1(d) of the Merger Agreement, to be held in escrow pursuant to the terms of this Escrow Agreement to satisfy any indemnification obligations of the Majority Shareholder pursuant to Section 4 of the Voting Agreement. The Escrow Amount and any and all interest and earnings thereon shall be collectively referred to as the “Escrow Fund”. The Escrow Agent will acknowledge and accept the deposit by the Buyer of the Escrow Amount into the Escrow Fund and shall hold and administer the Escrow Fund solely in accordance with the terms and conditions set forth in this Escrow Agreement. No part of the Escrow Fund may be withdrawn or distributed from the escrow established hereunder without the prior written instructions to the Escrow Agent signed by both the Buyer and the Majority Shareholder (each such instruction, a “Joint Instruction”), except as expressly provided in Section 4 of this Escrow Agreement. There shall be no limit on the number of Joint Instructions that may be sent to the Escrow Agent during the effectiveness of this Agreement; provided, however, the aggregate amount of the Joint Instructions, if any, shall not exceed the Escrow Fund.

Establishment of Escrow Fund. There is hereby created by the District with, and to be held by, the Escrow Bank, as security for the redemption price of the 2008 Certificates as hereinafter set forth, an irrevocable escrow to be maintained by the Escrow Bank on behalf of the District and for the benefit of the owners of the 2008 Certificates, said escrow to be designated the “Escrow Fund.” All moneys deposited in the Escrow Fund shall be held as a special fund to provide for the redemption of all outstanding 2008 Certificates on July 1, 2019 (the “Redemption Date”), at a redemption price equal to 100% of the principal amount thereof (the “Redemption Price”) in accordance with the provisions of this Escrow Agreement.

Establishment of Escrow Fund. As of the date hereof the Company, in its sole discretion, has or shall deposit with or make available to the Escrow Agent the aggregate amount of Two and One-Half Million Dollars ($2,500,000) either by (i) depositing cash funds with the Escrow Agent, (ii) depositing a letter of credit issued by PNC Bank, National Association(an “Escrow Letter of Credit”) with the Escrow Agent, (iii) reserving an amount against any of the Company’s existing lines of credit from PNC Bank, National Association that may be drawn down by the Escrow Agent (the “Escrow Reserve”) or (iv) depositing cash funds, an Escrow Letter of Credit and/or establishing an Escrow Reserve such that, in each case, the aggregate sum of such cash funds, Escrow Letter of Credit and Escrow Reserve is equal to Two and One-Half Million Dollars ($2,500,000). The cash funds, Escrow Reserve and any Escrow Letter of Credit and any proceeds, income and reinvestments thereof, is hereinafter referred to collectively as (the “Escrow Fund”). Such deposit of cash funds, Escrow Letter of Credit or Escrow Reserve, as the case may be, shall constitute satisfaction on this date of the Company’s obligation to deposit funds hereunder. The Escrow Agent shall hold the Escrow Fund subject to the terms and conditions of this Agreement. Hereafter: a. The Company may withdraw any cash funds on deposit hereunder so long as the Escrow Fund is equal Two and One-Half Million Dollars ($2,500,000) after such withdrawal. b. Upon prior written notice to the Company, the Escrow Agent may cause any letter of credit (including the initial letter of credit deposited hereunder) to be drawn against, in the full amount thereof, and the proceeds of such draw to be deposited in the Escrow Fund hereunder, prior to the expiration of or termination of the right to draw under any such letter of credit, unless the Company shall have caused a new qualifying letter of credit to be deposited with the Escrow Agent hereunder within the ten day (10) period prior to the expiration of or termination of the right to draw under such letter of credit. Alternatively, upon prior written notice to the Company, the Escrow Agent may cause any line of credit (including the initial line of credit reserved against hereunder) to be drawn against, in the full amount thereof, and the proceeds of such draw to be deposited in the Escrow Fund hereunder within the ten day (10) period prior to the expiration of or termination of the right to draw against any such line of...

Establishment of Escrow Fund. At the Closing of the transactions contemplated in the Merger Agreement, the Company shall transfer the STI Closing Shares to the Escrow Agent. It is the parties’ intention that, subject to the terms and conditions set forth herein, that the Escrow Agent shall dispose of the STI Closing Shares in accordance with the express provisions of this Escrow Agreement, and shall not make, be required to make or be liable in any manner for its failure to make, any determination under the Merger Agreement, or any other agreement, including, without limitation, any determination of whether CTI or STI, as applicable, has complied with the terms of the Merger Agreement or whether the Company , STI, or the STI Holders as applicable, are entitled to delivery of any or all of the STI Closing Shares.

Establishment of Escrow Fund. At the Closing, Buyer shall pay to the Escrow Agent in cash by wire transfer the amount of $500,000 (the “Escrow Fund”) to be held in escrow by the Escrow Agent pursuant to the terms of the Escrow Agreement.