Escrow Funding definition

Escrow Funding means the funding of an escrow account held in the United States by a nationally recognized United States banking institution in an amount equal to $15,000,000 in immediately available United States dollars, such amount having been deposited in escrow (i) for purposes of unconditionally (other than with respect to the terms and conditions set forth in this Agreement) securing any applicable Reverse Termination Fee that may become payable hereunder, including any Recovery Costs, together with any other monetary recovery or award that may become payable to the Company in accordance with the terms hereof, and (ii) under an escrow agreement reasonably acceptable to the Company and the Parent Entities.
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Escrow Funding has the meaning set forth in Section 2.24(a).
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Escrow Funding is defined in Section 16.7.
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Examples of Escrow Funding in a sentence

  • If, before the expiration of such periods or forfeiture, there shall occur another Escrow Funding Event, the Employer will not be required to make an additional deposit, but the two (2) year period shall then be measured from the date of the last such event.

  • The coefficient is small in magnitude if the risk exposure of the aggregate investor is small.

  • As of the Escrow Funding Date, (i) the Specified Acquisition Agreement Representations shall be accurate in all material respects (without duplication of any materiality qualifier set forth therein) and (ii) the Specified Representations shall be accurate in all material respects (without duplication of any materiality qualifier set forth therein).

  • The Administrative Agent shall have received a customary closing certificate, dated as of the Closing Date and signed by a Responsible Officer of the Borrower on behalf of each Loan Party, confirming compliance with the conditions precedent set forth in Sections 4.01(j), (k), (l), (o) and (s) as of the Escrow Funding Date or Closing Date, as applicable.

  • No merger or consolidation with any other entity, or sale of all or substantially all of Employer's assets constituting an Escrow Funding Event, or thereafter a Change in Control shall occur without assumption of the Agreement by the purchaser or payment by purchaser or Employer of the sums set forth in subsection (a) of Section 2 of this Agreement.

  • If (x) this Agreement is terminated for any reason or (y) Closing has not occurred within four (4) Business Days after the Subscription Escrow Funding Date, the funds held in the Subscription Escrow Account shall be released, and each Commitment Party shall receive from the Subscription Escrow Account the cash amount actually funded to the Subscription Escrow Account by such Commitment Party, without any interest, as soon as practicable thereafter.

  • The Administrative Agent shall notify the Borrower and the Lenders of the Escrow Funding Date as soon as practicable upon its occurrence, and such notice shall be conclusive and binding.

  • For purposes of determining Dormant status, “activity” means business term or milestone updates or requests, Direct Contract Escrow Funding, Release requests, or requests to close the Contract.

  • The Loan shall be disbursed only from, and only to the extent that on each Escrow Funding Date funds not heretofore committed are available to make the Loan from moneys in, the "Innovation Ohio Loan Fund" created by the Act and as defined in the Act.

  • If the Representative and Parent should so agree, a memorandum setting forth such agreement will be prepared and signed by both parties and, except as set forth in the next sentence, within ten days of entering into such memorandum, each Indemnifying Securityholder will wire transfer to Parent immediately available funds equal to its Aggregate Escrow Funding Percentage of the amount of cash agreed to be delivered to Parent in the memorandum.


More Definitions of Escrow Funding

Escrow Funding means the funding on the Escrow Funding Date by the Lenders into the Escrow Account of an amount equal to the aggregate principal amount of all Loans to be made to the Borrower on the Closing Date in accordance with the procedures set forth in Section 9.18.
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Escrow Funding. XXXXXX has assumed the Lease Proceeds will fund into
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Escrow Funding has the meaning specified in the introductory paragraph hereto.
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Escrow Funding means the exit financing arranged by Credit Suisse Securities (USA) LLC regarding the issuance of $750,000,000 first lien secured notes and $250,000,000 second lien notes (collectively the “Exit Notes”) whereby the funds from the Exit Notes will be issued to the respective Escrow Vehicles and deposited into respective escrow accounts until such time as all conditions precedent are satisfied under each of the Exit Notes.
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Related to Escrow Funding

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

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

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

  • Indemnity Escrow Agreement means the Indemnity Escrow Agreement substantially in the form attached hereto as Exhibit B, among the Sellers, the Buyers and the Escrow Agent.

  • Indemnity Escrow Fund means the Indemnity Escrow Amount deposited with the Escrow Agent, as such sum may be increased or decreased as provided in this Agreement and the Escrow Agreement, including any remaining interest or other amounts earned thereon.

  • Indemnity Escrow Amount means $3,000,000.

  • Escrow means any transaction in which any escrow property is delivered with or without transfer of legal or equitable title, or both, and irrespective of whether a debtor-creditor relationship is created, to a person not otherwise having any right, title or interest therein in connection with the sale, transfer, encumbrance or lease of real or personal property, to be delivered or redelivered by that person upon the contingent happening or non-happening of a specified event or performance or nonperformance of a prescribed act, when it is then to be delivered by such person to a grantee, grantor, promisee, promisor, obligee, obligor, bailee or bailor, or any designated agent or employee of any of them. Escrow includes subdivision trusts and account servicing.

  • Escrowed Payment means an aggregate cash payment of up to $250,000;

  • Indemnification Escrow Amount has the meaning set forth in Section 2.2(b).

  • Closing Escrow Agreement means the Closing Escrow Agreement, dated as of the date hereof, between the Placement Agent, the Company and the Escrow Agent pursuant to which the Investors shall deposit their Investment Amounts with the Escrow Agent to be applied to the transactions contemplated hereunder, in the form of Exhibit B hereto.

  • Adjustment Escrow Fund means the Adjustment Escrow Amount deposited with the Escrow Agent, as such amount may be increased or decreased as provided in this Agreement and the Escrow Agreement, including any interest or other amounts earned thereon.

  • Escrow Deposit has the meaning set forth in Section 2.1.

  • Adjustment Escrow Funds means, at any time, the portion of the Adjustment Escrow Amount then remaining in the Adjustment Escrow Account.

  • Indemnification Escrow Fund has the meaning set forth in Section 2.12(a).

  • Pre-Funding Amount With respect to any date, the amount on deposit in the Pre-Funding Account.

  • Indemnity Escrow Account means the escrow account established by the Escrow Agent pursuant to the terms of the Escrow Agreement for purposes of holding the Indemnity Escrow Amount.

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

  • CarMax Funding means CarMax Auto Funding LLC, a Delaware limited liability company.

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

  • Indemnification Escrow Agreement means an agreement in substantially the form attached hereto as Exhibit B, between the Escrow Participant, the Escrow Agent and the Purchaser with respect to the Indemnification Escrow Shares to reflect the terms set forth in Section 10.3.

  • Adjustment Escrow Amount means $1,000,000.

  • Pre-Funding Account means the account designated as the Pre-Funding Account in, and which is established and maintained pursuant to Section 7.07.

  • Pre-Funding Period means the period beginning on the Closing Date and ending on the earliest of (a) the date on which the amount on deposit in the Pre-Funding Account is less than $10,000, (b) the Funding Termination Date or (c) the date on which an Event of Termination occurs.

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

  • Escrow Agreement means the escrow agreement entered into prior to the date hereof, by and among the Company, the Escrow Agent and the Placement Agent pursuant to which the Purchasers shall deposit Subscription Amounts with the Escrow Agent to be applied to the transactions contemplated hereunder.

  • Escrow and Paying Agent Agreement means, with respect to either Class of Certificates, the Escrow and Paying Agent Agreement pertaining to such Class dated as of the date hereof between the Escrow Agent, the Underwriters, the Trustee for such Class and the Paying Agent, as the same may be amended, modified or supplemented from time to time in accordance with the terms thereof.