Investment of Escrow Property. (a) The Escrow Agent is authorized and directed, and agrees promptly to deposit, transfer, hold and invest the Escrow Property and any investment income thereon in cash, upon instruction as set forth in Exhibit B, or in Permitted Investments as otherwise set forth in any subsequent written instruction to the Escrow Agent signed by the Grantor. The Escrow Agent will credit all such investments to the Escrow Account and hereby agrees to treat any such investment as a “Financial Asset” within the meaning of Section 8-102(a)(9) of the Code. Notwithstanding any instructions by the Grantor, the Escrow Property may only be invested in or a combination of: (i) obligations issued or directly and fully guaranteed or insured by the United States of America or by any agency or instrumentality thereof, provided that the full faith and credit of the United States of America is pledged in support thereof; (ii) repurchase agreements with respect to debt obligations referred to in clause (i) above; (iii) money market accounts that invest solely in the debt obligations referred to in clause (i) above and/or repurchase obligations referred to in clause (ii) above; or (iv) U.S. dollars or demand deposits of the Escrow Agent (collectively, “Permitted Investments”).
(b) The Escrow Agent will have no liability for any investment losses, fees, taxes, penalties or other charges arising from or related to any such investment, reinvestment or liquidation of an investment other than in accordance with Section 2.01 hereof.
(c) The Escrow Agent will have no obligation to invest or reinvest the Escrow Property on the day of deposit if deposited with the Escrow Agent after 11:00 a.m. New York City time on such day of deposit. Instructions received after 11:00 a.m. New York City time will be treated as if received on the following Business Day. Any interest or other income received on such investment and reinvestment of the Escrow Property will become part of the Escrow Property and any losses incurred on such investment and reinvestment of the Escrow Property will be debited against the Escrow Property. If written investment instructions are not given to the Escrow Agent prior to 11:00 a.m. New York City time on any Business Day, the Escrow Agent will be deemed to have been instructed by the Grantor at 11:00 a.m. New York City time on such Business Day to deposit and invest the cash portion of the Escrow Property as provided in Section 1.04(a). Notwithstanding the foregoing, the Escrow A...
Investment of Escrow Property. Escrow Agent shall invest or reinvest Escrow Property, without distinction between principal and income, in taxable money market accounts. Escrow Agent shall have no liability for any loss arising from or related to any such investment other than in accordance with paragraph 4 of the Terms and Conditions in Part II of this Agreement.
Investment of Escrow Property. During the term of this Agreement, the Escrow Agent shall not invest or liquidate the Escrow Property and any distribution of all or part of the Escrow Property shall be conducted in accordance with Section 4 below.
Investment of Escrow Property. Escrow Agent shall invest or reinvest Escrow Property, without distinction between principal and income, in accordance with written instructions delivered to the Escrow Agent specifying any one or more of the following investments from the Depositors designated herein. Initially, until otherwise directed in writing the Escrow Property shall be invested in Fidelity Institutional Prime Money Market Fund III (691). The permitted investments shall be limited to money market funds having a rating in the highest investment category granted thereby by a recognized credit rating agency at the time of acquisition, including any fund for which the Escrow Agent or an Affiliate of the Escrow Agent serves as an investment advisor, administrator, shareholder servicing agent, custodian or sub-custodian, notwithstanding that (A) the Escrow Agent or an Affiliate of the Escrow Agent charges and collects fees and expenses from such funds for services rendered (provided that such charges, fees and expenses are on terms consistent with terms negotiates at arm's length) and (B) the Escrow Agent charges and collects fees and expenses for services rendered, pursuant to this Escrow Agreement. The Escrow Agent shall have no obligation to invest or reinvest the Escrow Funds if all or a portion of the Escrow Funds is deposited with the Escrow Agent after 12:00 noon (E.S.T.) on the day of deposit. Instructions to invest or reinvest that are received after 12:00 noon (E.S.T.) will be treated as if received on the following business day in New York. The Escrow Agent shall have the power to sell or liquidate the foregoing investments or any Escrow Property whenever the Escrow Agent shall be required to release the Escrow Property pursuant to the terms hereof. The Escrow Agent shall have no responsibility for the sale of any Escrow Property or for any investment losses resulting from the investment, reinvestment or liquidation of the Escrow Property so long as invested, reinvested or liquidated in accordance with the terms hereof. Any interest or other income received on such investment and reinvestment of the Escrow Property shall become part of the Escrow Property. If a selection is not made, the Escrow Property shall remain uninvested with no liability for interest therein. Any investment direction contained herein may be executed through an affiliated broker dealer of the Escrow Agent and shall be entitled to such usual and customary fee. Neither Citigroup nor any of its affiliates as...
Investment of Escrow Property. The Escrow Agent shall be ----------------------------- authorized to, and shall, invest the Escrow Property, in Repurchase Agreements, for a period of one (1) Business Day from the date hereof, and, if the Escrow Agent shall have received specific joint written investment instruction from Vencor and Ventas (which shall include instruction as to term to maturity, if applicable), on a timely basis, the Escrow Agent shall invest the Escrow Property in Eligible Investments, pursuant to and as directed in such instruction. To the extent the Escrow Agent has not received such specific written instruction, or such written instruction has, by its terms, expired or otherwise is ineffective, the Escrow Property shall be invested in the Janus Government Money Market Fund (#882).
Investment of Escrow Property. Upon written directions from the Company, the Escrow Agent shall, as soon as practicable, invest or reinvest the Escrow Property without distinction between principal and income, in one or more of the instruments described on Schedule A hereto. The Escrow Agent shall credit all such investments to the Pledged Account and hereby agrees to treat the Initial Deposit, any such investment and any Distributions thereon as financial assets within the meaning of Section 8-102(a)(9) of the New York Uniform Commercial Code. The Escrow Agent shall have no liability for any loss arising from or related to any such investment other than in accordance with Section 2.4 of this Agreement.
Investment of Escrow Property. (a) Upon written directions from the Company, the Escrow Agent will invest or reinvest the Escrow Property, without distinction between principal and income, in any of the following securities:
(1) any investment in obligations issued or guaranteed by the United States government or any agency thereof, in each case, maturing no later than the applicable Outside Date (“Treasury Securities”);
(2) investments in time deposit accounts, certificates of deposit and money market deposits, in each case maturing no later than the applicable Outside Date, entitled to U.S. Federal deposit insurance for the full amount thereof or issued by a bank or trust company (including the Escrow Agent or an affiliate of the Escrow Agent) that is organized under the laws of the United States of America or any state thereof having capital, surplus and undivided profits aggregating in excess of $500.0 million;
(3) investments in commercial paper maturing no later than the applicable Outside Date and having, at the date of acquisition, a credit rating no lower than A-1 from S&P, P-1 from Mxxxx’x, or F-1 from Fitch;
(4) repurchase obligations maturing no later than the applicable Outside Date entered into with a nationally recognized broker-dealer, with respect to which the purchased securities are obligations issued or guaranteed by the United States government or any agency thereof, which repurchase obligations shall be entered into pursuant to written agreements; and
(5) money market mutual funds that invest in items (1) through (4) above and are registered with the Securities and Exchange Commission under the Investment Company Act of 1940, as amended, and operated in accordance with Rule 2a-7 and that at the time of such investment are rated Aaa by Mxxxx’x and/or AAA by S&P, including such funds for which the Trustee or an affiliate provides investment advice or other services, collectively, “Government Securities”. The Escrow Agent will credit all such investments to the Escrow Account and hereby agrees to treat any such investment as a “Financial Asset” within the meaning of Section 8-102(a)(9) of the Code. Alternatively, the Company may direct the Escrow Agent to liquidate the Escrow Property and hold such assets in cash. The Company hereby initially directs the Trustee to invest the Escrow Property in the Treasury Securities fund identified by the Company in the Mutual Fund Disclosure and Consent dated January 5, 2015.
(b) The Escrow Agent will have no liability for any inve...
Investment of Escrow Property. The Share Escrow Agent shall promptly invest any escrowed proceeds in any federally insured money market deposit account that is acceptable to the Corporation. The Share Escrow Agent and its affiliates may act as agent, principal sponsor, or depositary, with respect to any such investment. The Share Escrow Agent shall in no event be liable for any loss resulting from the performance of any funds invested pursuant to this
Investment of Escrow Property. (a) The Escrow Agent is authorized and directed to deposit, transfer, hold and invest the Escrow Property in one or more segregated, non-interest bearing bank accounts to be maintained by the Escrow Agent in its name as agent for ATI as set forth in Exhibit A hereto or as set forth in any subsequent written instruction signed by each Party. All Escrow Property shall be disbursed in accordance with Section 1.3 or Section 1.6 hereof.
(b) The Escrow Agent is hereby authorized and directed to liquidate proceeds in the Escrow Account as it deems reasonably necessary to make any payments or distributions required under this Escrow Agreement or in accordance with the Escrow Release Instruction (as defined below). The Escrow Agent shall have no responsibility or liability for any loss which may result from any investment or sale of investment made pursuant to this Escrow Agreement. The Escrow Agent is hereby authorized, in making or disposing of any investment permitted by this Escrow Agreement, to deal with itself (in its individual capacity) or with any one or more of its affiliates, whether it or any such affiliate is acting as agent of the Escrow Agent or for any third person or dealing as principal for its own account. The Parties acknowledge that the Escrow Agent is not providing investment supervision, recommendations, or advice.
(c) The Parties agree that confirmations of permitted investment are not required to be issued by the Escrow Agent for each month in which a monthly statement is rendered. The Escrow Agent shall prepare and send an account statement to each Party on a monthly basis reflecting activity in the Escrow Account for the preceding month.
Investment of Escrow Property. (a) The Canadian Distribution Agent shall hold, invest and reinvest the Escrow Property strictly in accordance with joint, written instructions executed by all of the Depositors and the Estate Fiduciaries and delivered to the Canadian Distribution Age...
(b) The Canadian Distribution Agent may deposit any Cash Balances in an interest bearing cash account with the Canadian Distribution Agent, Royal Bank of Canada or any financial institution affiliated or related to the Royal Bank of Canada as listed o...
(c) The Canadian Distribution Agent shall be authorized to sell any investment of the Escrow Property from time to time, including prior to any maturity date, in order to make a payment or release Escrow Property pursuant to this Agreement or a writte...
(d) Any written notice to remit payment received by the Canadian Distribution Agent after 11:00 a.m. Toronto time shall be treated as if received on the following Business Day. For purposes of this Agreement, “Business Day” shall mean any day, other t...
