Payment of Escrow Funds. The Escrow Funds, or portions thereof, shall be paid out by Escrow Agent in accordance with written instructions from MD as follows: (a) to each subscriber, if any, whose subscription has been rejected by MD within five business days after the clearance of those Escrow Funds, that portion of the Escrow Funds attributable to that subscriber as shown on Escrow Agent's records, including any interest earned thereon; (b) to each subscriber, if any, whose Subscription Proceeds have not been contributed to a Partnership prior to the termination of the offering period for Interests in the Partnership, and any subscriber who may be rejected as an Investor Partner subsequent to the period described in Subsection (a) of this Section 4, that portion of the Escrow Funds attributable to the rejected subscriber as shown on Escrow Agent's records together with any interest attributable thereto (as calculated by MD); (c) to each subscriber, if any, whose subscription has been reduced, that portion of the Escrow Funds equal to the amount of such reduction attributable thereto as shown on Escrow Agent's records; (d) to MD for distribution to each subscriber within 60 days of closing of a Partnership, that portion of accrued and unpaid interest on the Escrow Funds relating to that Partnership, which Escrow Funds were deposited no fewer than five business days prior to the termination of the offering of Interests in that Partnership, attributable to that subscriber as shown on Escrow Agent's records; and (e) to an account for a Partnership all remaining Escrow Funds attributable to that Partnership. Notwithstanding the foregoing, no portion of the Escrow Funds may be paid to a Partnership unless the Escrow Agent shall have the excess of $1,000,000 in Escrow Funds with respect to the Partnership and MD informs the Escrow Agent in writing that aggregate Subscription Proceeds for Interests in such Partnership of $1,000,000 or more have been received and cleared from subscribers that MD initially approves as suitable to be Investor Partners (as set forth in the Statement) in the Partnership. Notwithstanding the provisions of this Section 4, or any other provision of this Escrow Agreement, after the Escrow Agent shall have in excess of $1,000,000 in Escrow Funds with respect to a Partnership and MD informs the Escrow Agent in writing that aggregate Subscription Proceeds for Interests in that Partnership of $1,000,000 or more have been received and cleared by Escrow Agent, upon the...
Payment of Escrow Funds. (i) Except as otherwise set forth in Section 4(a)(ii) and 4(a)(iii) below, the Escrow Funds shall be payable to the Purchaser or the Distribution Agent (as agent for the Sellers and the EMEA Sellers) as provided in joint written instructions delivered by the Purchaser and the Seller Parties pursuant to the ASSA or the EMEA ASA, and the Purchaser and the Seller Parties agree to comply with Section 2.2.6(b) of the ASSA and provide the Escrow Agent joint written instructions to draw on (in the case of a payment to the Distribution Agent) or cancel (in any other case) the Letter of Credit(s) (if any) and/or pay to the Distribution Agent (as agent for the Sellers and the EMEA Sellers) or the Purchaser, as applicable, funds from the relevant Escrow Account any time that such Person becomes entitled to such payment from the relevant Escrow Account pursuant to the ASSA or the EMEA ASA, and the Escrow Agent agrees to distribute amounts from the Escrow Accounts in accordance with such joint instructions.
Payment of Escrow Funds. Any payment of the Escrow Funds to be made by the Escrow Agent pursuant to this Agreement (whether to the Company or to the Buyer) shall be made by wire transfer in immediately available funds (upon receipt of written wire transfer instructions of the recipient).
Payment of Escrow Funds. On the Closing Date, Escrow Agent shall pay to Global an amount equal to $6,000,000 and Escrow Agent shall pay to U.S. Co. the remainder, if any, of the Escrow Funds. Notwithstanding the foregoing, if the Closing has not yet occurred, Escrow Agent shall make payment with respect to the Escrow Funds as follows: (i) in accordance with the joint written instructions of Global and U.S. Co; (ii) in accordance with a final non-appealable order of the court entering such final Judgment (any court order shall be accompanied by a legal opinion by counsel for the presenting party satisfactory to Escrow Agent to the effect that the order is final and non-appealable); or (iii) to U.S. Co. upon termination of the Agreement, only if (a) the Agreement is terminated because the Closing has not occurred on or before May 31, 2000, and (b) none of Buyers, DMJ, Xxxxxx or Xxxxxxxxxxx is then in breach of the Agreement.
Payment of Escrow Funds. Borrower, Composite Technology Corporation, is party to that certain Asset Purchase Agreement dated as of August 10, 2009 by and among Daewoo Shipbuilding & Marine Engineering Co., Ltd., XxXxxx, Inc. and Borrower (as amended, the “Purchase Agreement”). Borrower is due monies from time to time under the Escrow Agreement (as defined in Section 6.5) (such monies due from time to time, “Escrow Proceeds”). Until such time as PFG may otherwise instruct, Borrower shall promptly (and in no event later than one (1) Business Day after Borrower’s receipt of cleared funds) cause monies paid to it under the Escrow Agreement to be directly paid over to PFG. For the avoidance of doubt, Escrow Proceeds shall exclude monies nominally paid to Borrower but required under the terms of the Purchase Agreement and/or the Escrow Agreement to be immediately paid to third party claimants under the Purchase Agreement. Such Escrow Proceeds paid to PFG shall be credited against any fees (including the Waiver Fee specified in Section 6.4 hereof) and expenses payable to PFG under the Loan Documents, to interest due on outstanding Obligations, to the Security Deposit (to the extent then required) and finally to principal. PFG may, in its sole and absolute discretion, from time to time, remit back to Borrower all or any portion of Escrow Proceeds received and creditable to principal and, so long as such amounts are remitted back to Borrower within three (3) Business Days after the Business Day on which PFG has received such amounts, payment of that portion of such Escrow Proceeds shall not be deemed to constitute a repayment in part of the principal balance of the Loan.
Payment of Escrow Funds. With respect to any portion of the Escrow Funds to be released to Company Securityholders pursuant to Section 8.8, if any Company Securityholder has not satisfied the Payment Condition prior to the date on which a portion of the Escrow Funds is to be released or paid to such Company Securityholder, then any portion of the Escrow Funds that would otherwise be released or paid to such Company Securityholder shall be held by Parent or the Paying Agent, without interest, until such Company Securityholder satisfies the Payment Condition.
Payment of Escrow Funds a. Upon receipt by Escrow Agent of the joint written notice of Seller and Buyer, Escrow Agent shall disburse Escrow Funds in the amount(s) and to the Party(ies) specified in such notice.
Payment of Escrow Funds. (a) The Escrow Agent agrees to deliver assets held in the Escrow Funds only in accordance with the terms and conditions set forth herein.
Payment of Escrow Funds. (a) The Escrow Agent shall pay the Escrow Funds to the Participating Common Holders in accordance with this Section 2.10 and pursuant to the terms and conditions of the Escrow Agreement. On each payment date specified below, the Escrow Agent shall pay to each Participating Common Holder an amount equal to the product of (a) such Participating Common Holder's Pro Rata Share multiplied by (b) the aggregate amount of the Escrow Funds to be paid on such payment date pursuant to this Section 2.10, as reduced pursuant to paragraph (b), (c) or (d) below, as appropriate.
Payment of Escrow Funds. At the Closing, Buyer shall deposit with the escrow Agent (the “Escrow Agent”) designated in an escrow agreement (the “Escrow Agreement”) to be entered into at Closing in form and substance reasonably acceptable to the Parties, the sum of Sixteen Million Eight Hundred Fifty Thousand Dollars ($16,850,000) (the “Escrow Funds”) as support for the payment and discharge of all Liabilities of the Companies and any indemnification obligations of Seller. The parties hereby acknowledge and agree that the Escrow Agreement shall call for:
