Notes Escrow Agreement definition

Notes Escrow Agreement means the escrow and security agreement dated as of the Issue Date among the Issuer, the Trustee and the Escrow Agent.
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Notes Escrow Agreement means the escrow and security agreement with respect to the proceeds of the Notes dated as of the Issue Date among, inter alios, the Issuer and the Escrow Agent.
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Notes Escrow Agreement means the notes escrow and security agreement to be entered into on the Issue Date among the Company, the Trustee and Law Debenture Trust Company of New York, as escrow agent, relating to the Notes Escrow Account, as amended, modified, renewed, restated or replaced from time to time in accordance with its terms.
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Examples of Notes Escrow Agreement in a sentence

  • The Issuer shall cause the Acquisition to be consummated promptly upon the release of the Escrowed Property following delivery by the Issuer to the Escrow Agent of a release officer’s certificate under the Notes Escrow Agreement.

  • In the event that the funds received by the Paying Agent pursuant to Section 1.6(c) of the Notes Escrow Agreement or otherwise to be applied in accordance with Section 2.04 hereof exceeds the amount necessary to satisfy all of the Issuer’s obligations pursuant to the Notes and this Indenture, upon request by the Issuer, the Paying Agent shall promptly furnish the Issuer with such excess amount.

  • If not previously delivered by the Issuer to the Escrow Agent on or prior to the Business Day following the Special Termination Date, the Trustee will deliver the notice specified in Clause 1.4(f), as applicable, of the Notes Escrow Agreement in accordance with the terms thereof.

  • Any redemption made pursuant to this Section 3.07 shall be made pursuant to the procedures set forth in the Floating Rate Notes Escrow Agreement.

  • If not previously delivered by the Initial Issuer to the Escrow Agent on or prior to the Business Day following the Special Termination Date, the Trustee will deliver the notice specified in Clause 1.4(f), as applicable, of the Notes Escrow Agreement in accordance with the terms thereof.

  • The initial funds deposited in the Notes Escrow Accounts, and all other funds, securities, interest, dividends, distributions and other property and payments credited to the Notes Escrow Accounts (less any property and/or funds paid in accordance with the applicable Notes Escrow Agreement) are referred to, collectively, as the Escrowed Proceeds.

  • The Company agrees that (i) the terms of the Fixed Rate Notes Escrow Agreement shall exclusively control the conditions under which and procedures pursuant to which Collateral (as defined in the Fixed Rate Notes Escrow Agreement) can be released and (ii) it will not attempt to have any Collateral (as defined in the Fixed Rate Notes Escrow Agreement) released from escrow except in accordance with the Fixed Rate Notes Escrow Agreement.

  • It is rarely analysed in detail because the premise of most theories, which are drawn from the United States, is that federalism alters substantive outcomes on rights.

  • In the event that (i) the Merger Agreement is terminated or (ii) the Transactions are not closed on or before January 31, 2005, (each a “Special Mandatory Redemption Event”), then the Company will redeem the Securities, in whole but not in part, within two Business Days’ notice, at a redemption price in cash equal to 100% of the issue price of the Securities plus accrued and unpaid interest to, but excluding, the Special Redemption Date pursuant to the terms of the Floating Rate Notes Escrow Agreement.

  • If not previously delivered by the Initial Issuer to the Escrow Agent on or prior to the Business Day following the Special Termination Date, the Trustee will, at the Initial Issuer’s written request, deliver the notice specified in Clause 1.4(f), as applicable, of the Notes Escrow Agreement in accordance with the terms thereof.


More Definitions of Notes Escrow Agreement

Notes Escrow Agreement has the meaning set forth in Section 2.9(c).
Sample 1

Related to Notes Escrow Agreement

  • 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.

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

  • 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.

  • 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.

  • 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).

  • Exchange Agent Agreement has the meaning set forth in Section 2.5(a).

  • 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.

  • 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.

  • Disbursement Agreement that certain Master Disbursement Agreement, dated as of , 2002, among the Borrower, the Administrative Agent and the other parties signatory thereto, as the same may hereafter be amended or modified in accordance with its terms and the terms of the Credit Agreement.

  • Master Settlement Agreement means the settlement agreement and related documents entered into on November 23, 1998, by the state and leading United States tobacco product manufacturers.

  • Disbursement Instruction Agreement means an agreement substantially in the form of Exhibit M to be executed and delivered by the Borrower pursuant to pursuant to Section 6.1(a)(xi), as the same may be amended, restated or modified from time to time with the prior written approval of the Administrative Agent.

  • Certificate Depositary Agreement means the agreement among the Issuer Trust, the Paying Agent and DTC, as the initial Clearing Agency, dated as of the Closing Date.

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

  • Market Intercreditor Agreement means an intercreditor agreement the terms of which are consistent with market terms governing security arrangements for the sharing and/or subordination of liens or arrangements relating to the distribution of proceeds of collateral, as applicable, at the time the intercreditor agreement is proposed to be established in light of the types of Indebtedness subject thereto.

  • First Lien/Second Lien Intercreditor Agreement means an intercreditor agreement substantially in the form of Exhibit H hereto, or such other customary form reasonably acceptable to the Administrative Agent and the Borrower, in each case, as such document may be amended, restated, supplemented or otherwise modified from time to time.

  • Post-Closing Agreement shall have the meaning set forth in Section 8.9.

  • Lock-Up Agreement means the Lock-Up Agreement, dated as of the date hereof, by and among the Company and the directors and officers of the Company, in the form of Exhibit B attached hereto.

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

  • Customary Intercreditor Agreement means (a) to the extent executed in connection with the incurrence of Indebtedness secured by Liens on the Collateral which are intended to rank equal in priority to the Liens on the Collateral securing the Secured Obligations (but without regard to the control of remedies) at the option of the Borrower, either (i) an intercreditor agreement substantially in the form of the Pari Passu Intercreditor Agreement (with such modifications as may be necessary or appropriate in light of prevailing market conditions and reasonably acceptable to the Term Administrative Agent) or (ii) a customary intercreditor agreement in form and substance reasonably acceptable to the Term Administrative Agent and the Borrower, which agreement shall provide that the Liens on the Collateral securing such Indebtedness shall rank equal in priority to the Liens on the Collateral securing the Secured Obligations (but without regard to the control of remedies) and (b) to the extent executed in connection with the incurrence of Indebtedness secured by Liens on the Collateral which are intended to rank junior to the Liens on the Collateral securing the Secured Obligations, at the option of the Borrower, either (i) an intercreditor agreement substantially in the form of the Second Lien Intercreditor Agreement (with such modifications as may be necessary or appropriate in light of prevailing market conditions and reasonably acceptable to the Term Administrative Agent) or (ii) a customary intercreditor agreement in form and substance reasonably acceptable to the Term Administrative Agent and the Borrower, which agreement shall provide that the Liens on the Collateral securing such Indebtedness shall rank junior to the Liens on the Collateral securing the Secured Obligations. With regard to any changes in light of prevailing market conditions as set forth above in clauses (a)(i) or (b)(i) or with regard to clauses (a)(ii) or (b)(ii), such changes or agreement, as applicable, shall be posted to the Lenders not less than five (5) Business Days before execution thereof and, if the Required Lenders shall not have objected to such changes within three (3) Business Days after posting, then the Required Lenders shall be deemed to have agreed that the Term Administrative Agent’s entry into such intercreditor agreement (including with such changes) is reasonable and to have consented to such intercreditor agreement (including with such changes) and to the Term Administrative Agent’s execution thereof.

  • First Lien Intercreditor Agreement means an Intercreditor Agreement substantially in the form of Exhibit L among the Administrative Agent, the Collateral Agent and the representatives for purposes thereof for any other First Lien Secured Parties, with such changes thereto as may be reasonably acceptable to the Administrative Agent; provided that such changes are not materially adverse to the Lenders.

  • First Lien/First Lien Intercreditor Agreement means an intercreditor agreement substantially in the form of Exhibit H hereto, or such other customary form reasonably acceptable to the Administrative Agent and the Borrower, as such document may be amended, restated, supplemented or otherwise modified from time to time.

  • Collateral Acquisition Agreements means each of the agreements entered into by the Issuer in relation to the purchase by the Issuer of Collateral Debt Obligations from time to time.

  • Second Lien Intercreditor Agreement means a “junior lien” Intercreditor Agreement, which shall be in form and substance reasonably satisfactory to the Administrative Agent, among the Administrative Agent and one or more Designated Representatives for holders of Alternative Incremental Facility Indebtedness or Permitted Junior Secured Refinancing Debt.

  • Lockup Agreement means a Lockup Agreement in the form of Exhibit C hereto.

  • Acceptable Intercreditor Agreement means the Intercreditor Agreement, a Market Intercreditor Agreement, or another intercreditor agreement that is reasonably satisfactory to the Administrative Agent (which may, if applicable, consist of a payment “waterfall”).

  • Term Loan Intercreditor Agreement means that certain Intercreditor Agreement substantially in the form of Exhibit L hereof, dated as of the date hereof, among the administrative agent under the Term Loan Credit Agreement, the Administrative Agent on behalf of the Secured Parties, and the Loan Parties, as amended and in effect from time to time.