Common use of Investment of Escrow Deposit Clause in Contracts

Investment of Escrow Deposit. Until the termination of this Agreement, the Escrow Deposit, together with any interest earned thereon, shall be invested pursuant to the written instructions of HWG, LLC, which may be sent to the Escrow Agent from time to time, solely in one or more of the investments referred to below: (a) interest bearing time deposits with maturity dates of ninety (90) days or less of any bank located within the United States of America, including one or more accounts maintained in the commercial banking department (if any) of the Escrow Agent; provided that any amount held on deposit in any bank not having unsecured, non-subordinated indebtedness outstanding that is rated as "investment grade" by a nationally recognized rating agency shall be so invested only if such amount is fully insured by the Federal Deposit Insurance Corporation ("FDIC"); (b) certificates of deposit with maturity dates of ninety (90) days or less issued by the commercial banking department (if any) of the Escrow Agent, or of any bank located in the United States of America, provided that either (A) any such bank shall have unsecured, non-subordinated indebtedness outstanding that is rated as "investment grade" by a nationally recognized rating agency, or (B) the full amount of each and every certificate of deposit issued by any such bank to the Escrow Agent hereunder shall be fully insured by the FDIC; (c) direct obligations of, or obligations guaranteed as to all principal and interest by, the United States of America, in each case with maturity dates of ninety (90) days or less; (d) repurchase agreements with maturity dates of ninety (90) days or less that are fully secured as to payment of principal and interest by collateral consisting of obligations described in Sections 2(a) through (c) above; (e) commercial paper with maturity dates of ninety (90) days or less that is rated A-1 by Standard & Poor's Corporation or Prime-1 by Xxxxx'x Investors Service, Inc., or better; or (f) investments in institutional money market funds investing principally in obligations permitted by Sections 2(a) through (e) above. The parties acknowledge that the Escrow Agent shall not be responsible for any diminution in the Escrow Deposit due to losses resulting from investments made pursuant to this Agreement.

Investment of Escrow Deposit. Until the termination of this Agreement, the Escrow Deposit, together with any interest earned thereon, shall be invested pursuant to the written instructions of HWG, LLC, which may be sent to the Escrow Agent from time to time, solely in one or more of the investments referred to below: (a) interest bearing time deposits with maturity dates of ninety (90) days or less of any bank located within the United States of America, including one or more accounts maintained in the commercial banking department (if any) of the Escrow Agent; provided that any amount held on deposit in any bank not having unsecured, non-subordinated indebtedness outstanding that is rated as "“investment grade" ” by a nationally recognized rating agency shall be so invested only if such amount is fully insured by the Federal Deposit Insurance Corporation ("“FDIC"”); (b) certificates of deposit with maturity dates of ninety (90) days or less issued by the commercial banking department (if any) of the Escrow Agent, or of any bank located in the United States of America, provided that either (A) any such bank shall have unsecured, non-subordinated indebtedness outstanding that is rated as "“investment grade" ” by a nationally recognized rating agency, or (B) the full amount of each and every certificate of deposit issued by any such bank to the Escrow Agent hereunder shall be fully insured by the FDIC; (c) direct obligations of, or obligations guaranteed as to all principal and interest by, the United States of America, in each case with maturity dates of ninety (90) days or less; (d) repurchase agreements with maturity dates of ninety (90) days or less that are fully secured as to payment of principal and interest by collateral consisting of obligations described in Sections 2(a) through (c) above; (e) commercial paper with maturity dates of ninety (90) days or less that is rated A-1 by Standard & Poor's ’s Corporation or Prime-1 by Xxxxx'x Xxxxx’x Investors Service, Inc., or better; or (f) investments in institutional money market funds investing principally in obligations permitted by Sections 2(a) through (e) above. The parties acknowledge that the Escrow Agent shall not be responsible for any diminution in the Escrow Deposit due to losses resulting from investments made pursuant to this Agreement.

Investment of Escrow Deposit. Until (a) If the termination Escrow Agent shall have received specific written investment instruction from the Company, on a timely basis, to invest the Escrow Fund in (i) any U.S. Government security, repurchase agreements fully collateralized by U.S. Government securities or the securities of this Agreementa U.S. Government agency or sponsored enterprises; which matures within three months from the date of the investment; (ii) any commercial paper rated A1/P1 or better; and/or (iii) a money market mutual fund governed under the 1940 Act which permits redemption of shares on any business day, the Escrow Deposit, together with any interest earned thereon, Agent shall be invested pursuant to the written instructions of HWG, LLC, which may be sent to invest the Escrow Agent Fund, from time to time, solely pursuant to and as directed in one or more such instructions. The Escrow Agent shall promptly after the last business day of each calendar month deliver to the Parent and the Committee a statement setting forth as of the investments referred to below: (a) interest bearing time deposits with maturity dates of ninety (90) days or less of any bank located within the United States of America, including one or more accounts maintained in the commercial banking department (if any) last business day of the calendar month the cash and securities held hereunder and all income, interest or proceeds earned thereon; the Companies and the Indemnified Parties agree that, except for the foregoing, the Escrow Agent; provided Agent shall have no obligations to monitor, or advise the Companies, the Committee or the Indemnified Parties with respect to, such investments. On the first business day of each business quarter of the Parent, to the extent that the sum of (x) the Escrow Fund, as it exists from time to time, (y) the amount disbursed by the Escrow Agent as permitted hereby (z) the amount disbursed by the Escrow Agent to itself for its costs and expenses pursuant to the provisions hereof, exceeds $25 million, without taking into account any amount held on deposit in any bank not having unsecureddisbursement to the Parent pursuant to this Paragraph 7, non-subordinated indebtedness outstanding that is rated as "investment grade" by a nationally recognized rating agency such excess shall be so invested only if such amount is fully insured disbursed promptly by the Federal Deposit Insurance Corporation ("FDIC");Escrow Agent by delivering such excess to the Parent by wire transfer of immediately available funds. (b) certificates Absent its timely receipt of deposit with maturity dates of ninety (90) days or less issued by such specific written investment instruction from the commercial banking department (if any) of the Escrow AgentCompany, or of any bank located in the United States of America, provided that either (A) any such bank shall have unsecured, non-subordinated indebtedness outstanding that is rated as "investment grade" by a nationally recognized rating agency, or (B) the full amount of each and every certificate of deposit issued by any such bank to the Escrow Agent hereunder shall be fully insured by the FDIC; (c) direct obligations of, or obligations guaranteed as to all principal and interest by, the United States of America, in each case with maturity dates of ninety (90) days or less; (d) repurchase agreements with maturity dates of ninety (90) days or less that are fully secured as to payment of principal and interest by collateral consisting of obligations described in Sections 2(a) through (c) above; (e) commercial paper with maturity dates of ninety (90) days or less that is rated A-1 by Standard & Poor's Corporation or Prime-1 by Xxxxx'x Investors Service, Inc., or better; or (f) investments in institutional money market funds investing principally in obligations permitted by Sections 2(a) through (e) above. The parties acknowledge that the Escrow Agent shall not be responsible have no obligation or duty to invest (or otherwise pay interest on) the Escrow Fund. The Escrow Agent shall have no liability for any diminution investment losses, including without limitation any market loss on any investment liquidated prior to maturity in the Escrow Deposit due order to losses resulting from investments made pursuant to this Agreementmake a payment required hereunder.

Investment of Escrow Deposit. Until the termination of this Agreement, the Escrow Deposit, together with any interest earned thereon, shall be invested pursuant to the (as directed in written instructions of HWG, LLC, which may be sent to the Escrow Agent from time to time, time by the Sellers' Representative) solely in one or more of the investments referred to below: (a) interest bearing time deposits with maturity dates of ninety (90) 30 days or less of any bank located within the United States of America, including one or more accounts maintained in the commercial banking department (if any) of the Escrow Agent; provided that any amount held on deposit in any bank not having unsecured, non-subordinated indebtedness outstanding that is rated as "investment grade" by a nationally recognized rating agency shall be so invested only if such amount is fully insured by the Federal Deposit Insurance Corporation corporation ("FDIC"); (b) overnight bank deposits or certificates of deposit with maturity dates of ninety (90) 30 days or less issued by the commercial banking department (if any) of the Escrow Agent, or of any bank located in the United States of America, provided provided, however, that either (A) any such bank shall have unsecured, non-subordinated indebtedness outstanding that is rated as "investment grade" by a nationally recognized rating agency, or (B) the full amount of each and every certificate of deposit issued by any such bank to the Escrow Agent hereunder shall be fully insured by the FDIC; (c) direct obligations of, or obligations guaranteed as to all principal and interest by, the United States of America, in each case with maturity dates of ninety (90) 30 days or lessmore; (d) repurchase agreements with maturity dates of ninety (90) 30 days or less that are fully secured as to payment of principal and interest by collateral consisting of obligations described in Sections 2(a) through (c) above; (e) commercial paper with maturity dates of ninety (90) 30 days or less that is rated A-1 by Standard & Poor's Corporation or Prime-1 by Xxxxx'x Investors Moody's Buyer Service, Inc., or better; or (f) investments in institutional money market funds investing principally in obligations permitted by Sections 2(a) through (e) above. In the absence of any written instructions from the Sellers' Representative to the contrary, the Escrow Agent is hereby authorized and directed to invest and reinvest the Escrow Deposit in the Escrow Agent's IMMA. The parties acknowledge that the Escrow Agent shall not be responsible for any diminution in the Escrow Deposit due to losses resulting from investments made pursuant to this Agreement. Absent its timely receipt of such specific written investment instruction from the Seller's Representative, the Escrow Agent shall have no obligation or duty to invest (or otherwise pay interest on) the Escrow Property; provided however, that in the event the Escrow Agent shall not have received such written investment instruction, the Escrow Agent shall be authorized to invest any of the Escrow Deposit in Escrow Agent's IMMA described above until such investment instruction is received. The Sellers and the Buyer shall provide the Escrow Agent with a certified tax identification number by signing and returning a Form W-9 (or Form W-8 BEN, in case of non-U.S. persons) to the Escrow Agent by July 31, 2004. The Sellers and the Buyer understand that, in the event their tax identification numbers are not certified to the Escrow Agent, the Internal Revenue Code, as amended from time to time, may require withholding of a portion of any interest or other income earned on the investment of the Escrow Deposit.

Investment of Escrow Deposit. Until the termination of this Agreement, the Escrow Deposit, together with any interest earned thereon, shall be invested pursuant to the written instructions of HWG, LLC, which may be sent to the Escrow Agent from time to time, solely in one or more of the investments referred to below: (a) interest bearing time deposits with maturity dates of ninety (90) days or less of any bank located within the United States of America, including one or more accounts maintained in the commercial banking department (if any) of the Escrow Agent; provided that any amount held on deposit in any bank not having unsecured, non-subordinated indebtedness outstanding that is rated as "investment grade" by a nationally recognized rating agency shall be so invested only if such amount is fully insured by the Federal Deposit Insurance Corporation ("FDIC"); (b) certificates of deposit with maturity dates of ninety (90) days or less issued by the commercial banking department (if any) of the Escrow Agent, or of any bank located in the United States of America, provided that either (A) any such bank shall have unsecured, non-subordinated indebtedness outstanding that is rated as "investment grade" by a nationally recognized rating agency, or (B) the full amount of each and every certificate of deposit issued by any such bank to the Escrow Agent hereunder shall be fully insured by the FDIC; (c) direct obligations of, or obligations guaranteed as to all principal and interest by, the United States of America, in each case with maturity dates of ninety (90) days or less; (d) repurchase agreements with maturity dates of ninety (90) days or less that are fully secured as to payment of principal and interest by collateral consisting of obligations described in Sections 2(a) through (c) above; (e) commercial paper with maturity dates of ninety (90) days or less that is rated A-1 by Standard & Poor's Corporation or Prime-1 by Xxxxx'x Moody's Investors Service, Inc., or better; or (f) investments ixxxxxxxnts in institutional money market funds investing principally in obligations permitted by Sections 2(a) through (e) above. The parties acknowledge that the Escrow Agent shall not be responsible for any diminution in the Escrow Deposit due to losses resulting from investments made pursuant to this Agreement.