Payment of Escrow Amount. (a) The Escrow Agent shall not authorize or make any disbursements of the Escrow Amount, except pursuant to Section 3 above.
Payment of Escrow Amount. (a) The Escrow Amount shall be payable to the Shareholders based on the maintenance of Buyer’s permitted, active data feeds with all Multiple Listing Service (“MLS”) partners (“MLS Relationships”) listed or described on the MLS Scorecard (as defined below) following the Closing Date. For purposes of this paragraph, “
Payment of Escrow Amount. With respect to any portion of the Escrow Amount to be released to Indemnifying Parties pursuant to Section 10.7:
Payment of Escrow Amount. The Purchaser hereby delivers to, and the Escrow Agent hereby acknowledges receipt of payment from the Purchaser, the amount of $148,000.00 payable to the Escrow Agent. The Escrow Agent shall forthwith invest the said sum of $148,000.00 in an interest bearing U.S. dollar account with the Bank of Montreal. Such sum of $148,000.00, together with interest accrued thereon during the term of this Agreement, less any payments made as contemplated by this Agreement, is hereinafter referred to as the “Escrow Amount”.
Payment of Escrow Amount. On the date hereof, and as a condition to execution of this Agreement by MLP and MHC, Sub, MLP and MHC have entered into an escrow agreement substantially in the form of Exhibit A-1 attached hereto (the "Pre-Closing Escrow Agreement"), with the Paying Agent, whereby Sub has caused to be deposited a letter of credit (the "Letter of Credit") in the face amount of $9,000,000 (the "Escrow Deposit"). In the event the Closing occurs in accordance with Section 1.2 hereof, the Letter of Credit shall be returned to Sub in exchange for a cash deposit of $9,000,000 (such cash, as well as any cash placed in escrow pursuant to Section 6.9(b), the "Escrow Funds" and such amount, the "Escrow Amount"), which shall be retained pursuant to the terms and conditions of an escrow agreement substantially in the form of Exhibit A-2 hereto (the "Post-Closing Escrow Agreement" and, collectively with the Pre-Closing Agreement, the "Escrow Agreement") as security for the payment by MHC of its indemnification obligations pursuant to the provisions of Section 10.1 hereof. Pursuant and subject to the terms and conditions of the Pre-Closing Escrow Agreement, (i) in the event of a termination of this Agreement pursuant to Section 9.2(e) hereof, MHC may direct the Paying Agent to draw upon the Letter of Credit and disburse to MLP the funds paid in connection which such drawing and (ii) in the event of a termination of this Agreement in any manner provided by Section 9.2 other than Section 9.2(e), Sub may direct the Paying Agent to return the Letter of Credit to Sub, and Sub shall thereafter have the Letter of Credit terminated. Following the Closing pursuant and subject to the terms and conditions of the Post-Closing Escrow Agreement and in accordance with the provisions of Section 2.3(a) and Article X of this Agreement, in the event of any Losses, Expenses or other amounts becoming due and payable by MHC on behalf of holders of Units pursuant to the indemnification provisions of Section 10.1 hereof, MHC and the Parent shall direct the Paying Agent to disburse to Parent funds in the amount of any such Losses, Expenses or other amounts from the Escrow Funds. Earnings from the investment of the Escrow Funds under the Post-Closing Escrow Agreement shall be paid in accordance with the Post-Closing Escrow Agreement. Notwithstanding anything to the contrary set forth in this Agreement (except as provided in Section 12.2(a) hereof), after the Closing, the Escrow Funds shall be the sole and exclu...
Payment of Escrow Amount. At the Closing, Acquiror will pay, or cause to be paid, by wire transfer of immediately available funds to the Escrow Agent, cash in an aggregate amount equal to the Escrow Amount, for the Escrow Agent to hold in an account (the “Escrow Account”) and disburse solely in accordance with this Agreement and the terms of the Escrow Agreement.
Payment of Escrow Amount. At the Closing, in addition to the payment of the Closing Payment, Buyer will pay to the Escrow Agent the Escrow Amount, to be held in escrow in an account (the “Escrow Account”) and disbursed by the Escrow Agent in accordance with the terms and provisions of the Escrow Agreement. All fees and expenses of the Escrow Agent under the Escrow Agreement shall be borne one half by Sellers (as a Transaction Expenses) and one half by Buyer.
Payment of Escrow Amount. Any claim by any of the Parties in respect of the payment or disbursement of the Escrow Amount shall not be subject to any of the limitations set forth in Section 7.02 (Time for Claims) and Section 7.03 (Limits on Amounts of Claims).
Payment of Escrow Amount. On the Closing Date, Purchaser shall deliver, by wire transfer of immediately available funds, the Escrow Amount to the Escrow Agent in accordance with Section 2.3.
Payment of Escrow Amount. At Closing, the Buyer shall deliver or cause to be delivered, on behalf of the Shareholders a portion of the Closing Purchase Price equal to the Escrow Amount to the Escrow Agent by wire transfer of immediately available funds to be held in escrow pursuant to the terms contained herein relating to the Escrow Account and that certain Escrow Agreement, by and among Buyer, Shareholder Representative and the Escrow Agent, dated as of even date herewith, in the form attached hereto as Schedule B (the “Escrow Agreement”).
