Use of Escrow Funds. The City may draw upon the deposits to pay the costs it incurs related to review of the submitted Application. The City shall determine all of its costs, including both administrative and consulting services, at the rates normally charged by the City or its consultants, determined according to City standards. A copy of the current administrative and consulting rates is attached which rates are subject to change by the City Council, without notice to the Applicant. (See Exhibit “A”).
Use of Escrow Funds. The rights of each of the GG Group and the Clearview Group to the Escrow Funds shall be as set forth in the Agreement. The Clearview Group covenants that it will not assign or encumber or attempt to assign or encumber the Escrow Funds and neither the Escrow Agent nor its successors or assigns shall be bound by any such assignment, encumbrance, attempted assignment or attempted encumbrance.
Use of Escrow Funds. The escrow funds may be used by Company to pay or reimburse itself for any loss, cost or expense to the Company under its policy(s) by reason of the underwriting problems. For
Use of Escrow Funds. Effective with the Base Rental payment due in May, 2020, Lessor agrees to allow Lessee to use funds in the escrow account established by Lessee pursuant to Section 2.3 of the Purchase and Lease Agreement to pay three monthly Base Rental payments (May, June, and July 2020) in the amount of $41,250 each.
Use of Escrow Funds. (a) The Escrow Funds shall be used to make distributions provided in Sections 6(b), 7(a), (b) and (c) below.
(b) The Parties agree that, upon the assessment or imposition by a tax authority of a Subject Tax on either Party with respect to which the notification and contest provisions hereof were complied with, either Party may direct the Escrow Agent to deliver to the Party requesting the withdrawal a certified check, drawn against the Escrow Account, including both principal and interest thereon (the "Escrow Funds"), payable directly to the specified taxing authority ------------ (for the account of such Party) in the amount due in respect of such Subject Tax, provided, that such check shall not be delivered to the requesting Party more than three (3) business days before such Subject Tax is due without incurring additional interest or penalties. Any such payment to a tax authority shall then be made directly to the tax authority by the requesting Party, accompanied by the relevant forms, reports and other information.
(c) A Party shall provide written notice to the other Party at least three (3) business days prior to requesting that the Escrow Agent release and deliver Escrow Funds pursuant to (b) above, specifying the amount of the requested withdrawal and the circumstances of the request, including reasonable documentation regarding the Subject Tax to be paid (including, without limitation, a copy of any applicable notice or other document from the applicable taxing authority and any return or other form filed with the taxing authority in respect of the payment to be made using the Escrow Funds).
(d) To the extent provided in Section 5(a)(ii), reasonable third party costs of Claims and Contests shall be paid by the Escrow Agent directly to the relevant third party promptly after receipt of invoices therefor. The Parties and the Escrow Agent shall provide copies of all such invoices to the other Party and the Escrow Agent.
(e) The Parties agree that the fees of the Escrow Agent, and any costs and expenses to be paid or reimbursed to the Escrow Agent, each as provided for under the Escrow Agreement, may be deducted from the Escrow Account.
(f) The Parties agree that Vencor and Ventas shall report on their respective tax returns all interest and other income earned, respectively, on the Vencor Account and on the Ventas Account prior to the Effective Date. The Parties also agree to report on their tax returns, in proportion to their residual shares under ...
Use of Escrow Funds. The Clearview Group has deposited with the Escrow Agent the Escrowed Funds for the faithful performance and observance by the Clearview Group of the terms, provisions, and conditions of this Agreement, to be used or applied to or for the benefit of the GG Group upon the terms and subject to the conditions set forth in this Agreement. The Clearview Group covenants that it will not assign or encumber or attempt to assign or encumber the Escrowed Funds and that neither the Escrow Agent nor its successors or assigns shall be bound by any such assignment, encumbrance, attempted assignment or attempted encumbrance.
Use of Escrow Funds. (a) The Escrow Agent shall withdraw the amounts described in Schedule I attached hereto on [May 15, 2015] from the Refunded Series 2005A Senior Bonds Escrow Fund and use such amounts in its capacity as Fiscal Agent for the Refunded Series 2005A Senior Bonds to pay the principal of and interest on the Refunded Series 2005A Senior Bonds as directed pursuant to the Master Resolution and the Eleventh Supplemental Resolution. The Escrow Agent shall retain all unclaimed moneys in the Refunded Series 2005A Senior Bonds Escrow Fund. At such time as the Issuer delivers to the Escrow Agent written notice that no additional amounts from the Refunded Series 2005A Senior Bonds Escrow Fund will be needed to pay and/or redeem the Refunded Series 2005A Senior Bonds, or on [May 16, 2015], whichever occurs first, the Escrow Agent shall transfer all amounts then remaining in the Refunded Series 2005A Senior Bonds Escrow Fund, if any, to the City Treasurer who shall transfer such amounts to the Interest Account of the Bond Service Fund. At such time as no amounts remain in the Refunded Series 2005A Senior Bonds Escrow Fund, such fund shall be closed.
(b) The Escrow Agent shall withdraw the amounts described in Schedule II attached hereto on [May 15, 2015] from the Refunded Series 2005B Senior Bonds Escrow Fund and use such amounts in its capacity as Fiscal Agent for the Refunded Series 2005B Senior Bonds to pay the principal of and interest on the Refunded Series 2005B Senior Bonds as directed pursuant to the Master Resolution and the Eleventh Supplemental Resolution. The Escrow Agent shall retain all unclaimed moneys in the Refunded Series 2005B Senior Bonds Escrow Fund. At such time as the Issuer delivers to the Escrow Agent written notice that no additional amounts from the Refunded Series 2005B Senior Bonds Escrow Fund will be needed to redeem the Refunded Series 2005B Senior Bonds, or on [May 16, 2015], whichever occurs first, the Escrow Agent shall transfer all amounts then remaining in the Refunded Series 2005B Senior Bonds Escrow Fund, if any, to the City Treasurer who shall transfer such amounts to the Interest Account of the Bond Service Fund. At such time as no amounts remain in the Refunded Series 2005B Senior Bonds Escrow Fund, such fund shall be closed.
Use of Escrow Funds. The Escrow Funds shall be held and disbursed for the purposes of satisfying the Buyer's remedies for breaches of the Purchase Agreement under Article 9 of the Purchase Agreement, as set forth in Section 4 hereof.
Use of Escrow Funds. The escrow funds may be used by Company to pay or reimburse itself for any loss, cost or expense to the Company under its policy(s) by reason of the underwriting problems. For purposes of this Agreement, loss, cost or expense shall include, but shall not be limited to amounts used to pay judgment or settlement claims, the cost of any law suit or litigation, including without limitation, cost of Court, attorneys and witness fees and necessary incidental expense, Company has the sole authority, without the consent of the applicant, to pay such loss based upon the underwriting problems including the following:
(i) a claim by Company’s insured, which the Company, in its sole judgment, deems to be a valid claim, (ii) or to pay judgment obtained in any suit by or against Company or its insured and to pay any cost, loss or expense as defined above which occurs by reason of the underwriting problems or the cost of any suit to determine the rights of the parties to this Escrow and Indemnity Agreement, including attorney’s fees, cost of Court, witness fees and reasonable necessary incidental expense.
Use of Escrow Funds. The Escrow Funds shall be used, to the extent required, to satisfy in full or in part the indemnification obligations of the Shareholders as set forth in Article VIII of the Stock Purchase Agreement ("Indemnification Obligations"). Notwithstanding the foregoing, the use of Escrow Funds to satisfy Indemnification Obligations shall be limited to $6 million in the aggregate.
