Escrow Monies definition

Escrow Monies means the sum paid by CR to the Escrow Account in accordance with Section 4.1 of this Escrow Agreement;
Escrow Monies means individually and collectively, as applicable, (i) the amount deposited in the Escrow Account pursuant to Section 2.1, (ii) any additional amounts deposited in the Escrow Account pursuant to Section 2.2 and (iii) an L/C Drawdown, together in each case with any interest accrued thereon.

Examples of Escrow Monies in a sentence

  • In the event of a controversy between Seller and Purchaser as to the disposition of the Escrow Monies, Escrow Holder shall be entitled to deliver the Escrow Monies to the clerk of a court of competent jurisdiction in an interpleader action, whereupon Escrow Holder shall be relieved of any further duties or obligations regarding the Escrow Monies.

  • Seller and Purchaser agree to indemnify, defend and hold Escrow Holder harmless from and against any loss, cost or expense arising out of or related to the Escrow Monies not resulting from Escrow Holder's gross negligence or willful misconduct.

  • In the case of resignation by the Escrow Agent, the Escrow Agent (acting through the Account Bank) shall deliver the Escrow Monies to any party jointly notified to it in writing by Party A and Party B.

  • If the Company fails to appoint a substitute escrow agent as required above, the Escrow Agent shall deliver all Escrow Monies and other assets held in the Escrow Account to a substitute escrow agent of either its choosing or as appointed by a court upon application therefor.

  • Each of the parties undertakes to the others promptly to give all instructions necessary to the Escrow Agents to procure the payment of the Escrow Monies in accordance with this paragraph.

  • Each of the parties undertakes to the others promptly to give all instructions necessary to the Escrow Agents to procure the payment of the Escrow Monies in accordance with this Schedule.

  • The InfoBasis Escrow Monies shall be available for the purpose of satisfying: (i) any Relevant Claim; (ii) any claim for breach of the warranties in Article V; (iii) the indemnity obligations in Sections 12.1(a) and 12.2 (including Tax Claims); and (iv) any other obligations of the Principals and the Additional Shareholders under this Agreement.

  • The duties of the Escrow Agent are of a mechanical and administrative nature only and the Escrow Agent shall not be liable and shall bear no obligation or responsibility to any person in respect of the operation of the Escrow Account or its application of the Escrow Monies unless such liability arises as a result of gross negligence, fraud or willful default on the part of the Escrow Agent.

  • Provided always that in respect of a Warranty expressly stated to be given by the Principals severally and not jointly, the liability of each Principal under this indemnity in respect of such Warranty shall be given severally and not jointly, other than in respect of claims against or satisfied by the InfoBasis Escrow Monies.

  • Notwithstanding anything to the contrary in this Agreement, in no circumstances shall any of the Principals be liable for or in respect of the breach of this Agreement by OCP, the Fund or any Additional Shareholder other than claims against the InfoBasis Escrow Monies with respect to matters or claims involving any of the Additional Shareholders and/or the other Principals.


More Definitions of Escrow Monies

Escrow Monies has the meaning set forth in Section 1 of the Hedging Monies Escrow Agreement.
Escrow Monies the amount specified in clause 2.3;
Escrow Monies the meaning in Clause 2.3; Final Step Transaction Costs: all transfer taxes, stamp or registration duties, registration or notarial fees payable on the transfer of or agreement to transfer FB Assets or shares in a Transferred Subsidiary to FB or an Affiliate of FB;

Related to Escrow Monies

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

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

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

  • Escrowed Property has the meaning set forth in the Escrow Agreement.

  • 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.

  • 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.

  • Escrow Agent means the entity designated to serve as escrow agent under the Escrow Agreement.

  • Escrow Property means the Escrow Funds and the Certificates delivered to the Escrow Agent as contemplated by Section 1(c) hereof.

  • 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 Accounts means (1) accounts of Parent or any Subsidiary, solely to the extent any such accounts hold funds set aside by Parent or any Subsidiary to manage the collection and payment of amounts collected, withheld or incurred by Parent or such Subsidiary for the benefit of third parties relating to: (a) federal income tax withholding and backup withholding tax, employment taxes, transportation excise taxes and security related charges, (b) any and all state and local income tax withholding, employment taxes and related charges and fees and similar taxes, charges and fees, including, but not limited to, state and local payroll withholding taxes, unemployment and supplemental unemployment taxes, disability taxes, xxxxxxx’x or workers’ compensation charges and related charges and fees, (c) state and local taxes imposed on overall gross receipts, sales and use taxes, fuel excise taxes and hotel occupancy taxes, (d) passenger facility fees and charges collected on behalf of and owed to various administrators, institutions, authorities, agencies and entities, (e) other similar federal, state or local taxes, charges and fees (including without limitation any amount required to be withheld or collected under applicable law) and (f) other funds held in trust for, or otherwise pledged to or segregated for the benefit of, an identified beneficiary; or (2) accounts, capitalized interest accounts, debt service reserve accounts, escrow accounts and other similar accounts of Parent or any Subsidiary or funds established in connection with the ARB Indebtedness.

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

  • Escrowed Proceeds means the proceeds from the offering of any debt securities or other Indebtedness paid into an escrow account with an independent escrow agent on the date of the applicable offering or Incurrence pursuant to escrow arrangements that permit the release of amounts on deposit in such escrow account upon satisfaction of certain conditions or the occurrence of certain events. The term “Escrowed Proceeds” shall include any interest earned on the amounts held in escrow.

  • Escrow Deposit Agreement means the agreement provided for in Section 4.02(a) of this Resolution.

  • Escrow Bank has the meaning specified in Section 2.15(c).

  • Escrow Agreements means one or more of the agreements between the Company, the Partnership and one or more of the Performance Investors, dated as of the closing of the date of the initial public offering of the common stock of the General Partner, pursuant to which the Performance Investors have deposited their Performance Shares in escrow for possible transfer to the General Partner or the Partnership (as applicable).

  • Fresh Funds means funds that:

  • The Escrow Agent s responsibilities as escrow agent hereunder shall terminate if the Escrow Agent shall resign by written notice to the Company and the Purchaser. In the event of any such resignation, the Purchaser and the Company shall appoint a successor Escrow Agent.

  • Seller’s Bank Account shall have the meaning set forth in Section 3.2(b).

  • Escrowed Shares has the meaning set forth in Section 2.4.

  • Escrow Items means those items that are described in Section 3.

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

  • 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.

  • Trust Account means the trust account established by the Company upon the consummation of its IPO and into which a certain amount of the net proceeds of the IPO, together with a certain amount of the proceeds of a private placement of warrants simultaneously with the closing date of the IPO, will be deposited.

  • Escrowed Bonds means Municipal Obligations that (i) have been determined to be legally defeased in accordance with S&P’s legal defeasance criteria, (ii) have been determined to be economically defeased in accordance with S&P’s economic defeasance criteria and assigned a rating of AAA by S&P, (iii) are not rated by S&P but have been determined to be legally defeased by S&P or (iv) have been determined to be economically defeased by S&P and assigned a rating no lower than the rating that is S&P equivalent of S&P’s AAA rating. In the event that a defeased obligation which is an S&P Eligible Asset does not meet the criteria of an Escrowed Bond, such Municipal Obligation will be deemed to remain in the Issue Type Category into which it fell prior to such defeasance.