Examples of Escrow Certificate in a sentence
The funds in the Escrow Account shall remain in the Escrow Account until the Escrow Agent receives the Break Escrow Certificate from the Company.
The Break Escrow Certificate shall indicate (i) the date on which the Minimum Offering was raised and (ii) the actual total number of Shares sold as of such date.
Once Escrow Agent receives a written instruction from Issuer and Broker that the Minimum Amount of the Offering has been deposited into the Escrow Account (“Break Escrow Certificate”) , Escrow Agent shall, pursuant to the Break Escrow Certificate, disburse funds from the Escrow Account as directed in such Break Escrow Certificate.
Notwithstanding the foregoing, however, the Escrow Agent shall, in the alternative, have the right but not the obligation, at any time, following 5 business days written notice to the other parties hereto, to resign as Escrow Agent and deposit the Escrow Certificate with a court of competent jurisdiction and the Escrow Agent shall thereupon have no further obligation with respect thereto.
Issuer hereby irrevocably authorizes UMB to deduct any fees owed to it prior to disbursing such funds in accordance with the Break Escrow Certificate.
It is acknowledged and agreed that no fees, reimbursement for costs and expenses, indemnification for any damages incurred by the Issuer or the Escrow Agent shall be paid out of or chargeable to the funds on deposit in the Escrow Account prior to the receipt of the Break Escrow Certificate.
After the receipt of the Break Escrow Certificate and the disbursement from the Escrow Account in accordance with such Break Escrow Certificate, any additional amounts deposited in to the Escrow Account may be disbursed from time to time at joint written instruction of the Issuer and Broker.
The Escrow Certificate shall be held in escrow by the Escrow Agent, pending its release as hereinafter provided.
The shares represented by the Escrow Certificate and Deferred Payment Certificate while the same are held in escrow by the Escrow Agent shall be voted by Seller.
If the Occupancy Tax Liability is more than $1,000,000, the Escrow Agent shall pay to Purchaser the Occupancy Tax Escrow funds equal to 120% of the difference between the amount of the Occupancy Tax Liability and $800,000, and any remaining Occupancy Tax Escrow funds shall be delivered to the Depositary to be distributed to the Shareholders on a pro rata basis based upon the proportions set forth in the Escrow Certificate.