Escrow Event definition

Escrow Event means an Event of Default, a Credit Rating Escrow Payment Event, an Acceleration Escrow Payment Event or a Change of Control (other than a Permitted Change of Control).
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Escrow Event means the occurrence of any of the following:
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Escrow Event means an Event of Default, a Covenant Breach, an Acceleration Escrow Payment Event or a Change of Control (other than a Permitted Change of Control).
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Examples of Escrow Event in a sentence

  • The Company must make, promptly, any additional payment in USD necessary to the Lender if an Escrow Event (defined below) is insufficient to satisfy this instrument in full pursuant to the terms herein.

  • No payment shall be made to the Guarantor pursuant to Clause 9(b) or (c) if at the time the Scheme Actuary issues the relevant calculation it has been instructed pursuant to Clause 9(b) or (c) to calculate the Insurance Buy-out Deficit as at a later date than that to which the relevant calculation relates or an Escrow Event or anniversary has occurred which will result in its being so instructed.

  • As soon as reasonably practicable following the date on which an Escrow Event occurs, the Trustee will instruct the Scheme Actuary to calculate the Insurance Buy-out Deficit as at the Relevant Time.

  • Following the occurrence of the Escrow Event, the Seller may provide the Buyer with a written notice (the Sale Notice) advising the Buyer that the Seller proposes to sell all or part of the Sale Shares, under either an off-market trade or a sale on-market on ASX.

  • Portal will not spend, transfer, or use the funds in the Escrow Account for any purpose until the occurrence of the any of the following: (i) an Escrow Release Event, (ii) a Partial Escrow Release Event (iii) an Escrow Refund Event, (iv) a Partial Escrow Refund Event, or (v) a Capital Call Escrow Event (each an “Escrow Event”, and collectively the “Escrow Events”).


More Definitions of Escrow Event

Escrow Event. (as defined in the Deed of Guarantee) has occurred since the Deed of Guarantee was executed on October 19, 2015. The Heads of Terms Agreement (UK Pensions), dated as of November 25, 2017 (the “Parent Heads of Terms”), among the Company, Parent, Time Inc. (UK) Ltd, International Publishing Corporation Limited and IPC Media Pension Trustee Limited (the “Trustee”), is valid and binding and in full force and effect and, to the Knowledge of the Company, enforceable against the Trustee in accordance with its terms, subject to the Enforceability Exceptions. No further approval or action of the Trustee is required in order to substitute Parent as the Guarantor under the Deed of Guarantee upon the consummation of the Offer or to avoid the consummation of the Offer or the Merger causing an Escrow Event, in each case, so long as (w) all parties to the Parent Heads of Terms perform their obligations in accordance with the terms thereunder, (x) the conditions to the application of Clauses 4 to 6 of the Parent Heads of Terms are satisfied and (y) Parent provides all documents required under Clause 5(2) of the Parent Heads of Terms. The Deed of Guarantee has not been amended (other than agreed changes in investment strategy as provided for in the defined term Agreed Investment Strategy) since the Deed of Guarantee was executed on October 19, 2015.
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Escrow Event as used in this Escrow Agreement means (i) a material breach by Enlighten of its support obligations under the Agreement (to the extent such breach entitles Reseller to impose a penalty pursuant to Exhibit D, Section 1A of the Agreement); (ii) Enlighten ceases to exist; or (iii) Enlighten becomes insolvent or files or has filed against it a petition in bankruptcy.
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Related to Escrow Event

  • Escrow End Date has the meaning specified in the Escrow Agreement.

  • Escrow Termination Date has the meaning ascribed to such term in Section 9.12.

  • Escrow Funds means the Advance funds deposited with the Escrow Agent pursuant to this Agreement.

  • Book-Up Event means an event that triggers a positive adjustment to the Capital Accounts of the Partners pursuant to Section 5.5(d).

  • Escrow Cash is defined in Section 4.1(a).

  • Put Event means the occurrence of any of the following:

  • Servicer Termination Event shall have the meaning assigned to such term in the Lead Securitization Servicing Agreement or at any time that the Mortgage Loan is no longer subject to the provisions of the Lead Securitization Servicing Agreement, any analogous concept under the servicing agreement pursuant to which the Mortgage Loan is being serviced in accordance with the terms of this Agreement.

  • Escrow Deposit has the meaning set forth in Section 3.3.

  • Escrowed Funds Has the meaning, with respect to any Trust, specified in Section 2.02(b).

  • Knock-out Event means the event as defined in §4(4).

  • Escrow Amount has the meaning set forth in Section 2.1(c).

  • Acquisition Event means a merger or consolidation in which the Company is not the surviving entity, any transaction that results in the acquisition of all or substantially all of the Company’s outstanding Common Stock by a single person or entity or by a group of persons and/or entities acting in concert, or the sale or transfer of all or substantially all of the Company’s assets.

  • Escrow Release Conditions has the meaning set forth in the Escrow Agreement.

  • Purchase and Sale Termination Event has the meaning set forth in Section 8.1 of the Sale Agreement.

  • Liquidating Event has the meaning set forth in Section 13.1 hereof.

  • Rejection Event means, in respect of the Benchmark, the relevant competent authority or other relevant official body rejects or refuses or will reject or refuse any application for authorisation, registration, recognition, endorsement, equivalence, approval or inclusion in any official register which, in each case, is required in relation to the Securities, the Benchmark or the administrator or sponsor of the Benchmark under any applicable law or regulation for the Issuer or any other entity to perform its obligations in respect of the Securities.

  • Escrow Receipt Means the receipt substantially in the form annexed to the Escrow Agreement representing a fractional undivided interest in the funds held in escrow thereunder.

  • Servicer Termination Events (or any analogous term under the Lead Securitization Servicing Agreement) include customary market termination events with respect to failure to make advances, failure to timely remit payments to the Non-Lead Note Holders as required hereunder or under the Lead Securitization Servicing Agreement (subject to no more than one business day grace period), failure to timely deposit amounts into any REO Account or to remit to a Servicer for deposit into a related collection or custodial account, failure to deliver (or cause to be delivered) materials or information required in order for each Non-Lead Note Holder or each Non-Lead Depositor to timely comply with its obligations under the Exchange Act, the Securities Act and Form SF-3, and for rating agency downgrades or other triggers with respect to any certificates issued in connection with a Non-Lead Securitization, subject to customary grace periods (provided that, in the case of failures related to the securities laws, such grace periods will not cause a Non-Lead Depositor to fail to comply with the applicable provisions of such securities laws). Upon the occurrence of such a Servicer Termination Event with respect to the Master Servicer affecting a Non-Lead Securitization Note Holder and the Master Servicer is not otherwise terminated pursuant to the Lead Securitization Servicing Agreement, the Master Servicer shall be required, upon the direction of such Non-Lead Securitization Note Holder, to appoint a subservicer with respect to such Non-Lead Securitization Note. Upon the occurrence of a Servicer Termination Event with respect to the Special Servicer affecting a Non-Lead Securitization Note Holder and the Special Servicer is not otherwise terminated pursuant to the Lead Securitization Servicing Agreement, the Trustee shall, upon direction of such Non-Lead Securitization Note Holder, terminate the Special Servicer with respect to, but only with respect to, the Mortgage Loan;

  • Escrow Account The Eligible Account or Accounts established and maintained pursuant to Section 3.09(b).

  • Escrow Fund means the escrow fund established pursuant to the Escrow Agreement.

  • Indemnity Escrow Account has the meaning set forth in Section 2.3(c).

  • Indemnity Escrow Agreement has the meaning set forth in Section 1.5.

  • Book-Down Event means an event that triggers a negative adjustment to the Capital Accounts of the Partners pursuant to Section 5.5(d).

  • Default Event means an event or circumstance which leads Operator to determine that a Venue User is or appears to be unable or likely to become unable to meet its obligations in respect of an Order or Transaction or to comply with any other obligation under an Agreement or Applicable Law.

  • Deposit Escrow Agreement has the meaning set forth in Section 2.2.