Delivery by Escrow Agent Clause Samples
The 'Delivery by Escrow Agent' clause defines the process by which an escrow agent is responsible for transferring documents, funds, or other assets between parties once certain conditions are met. In practice, this means the escrow agent holds the specified items until all contractual obligations or trigger events—such as payment confirmation or completion of due diligence—are satisfied, at which point the agent delivers the items to the appropriate party. This clause ensures a neutral third party manages the exchange, reducing risk and building trust between parties by guaranteeing that delivery only occurs when agreed-upon requirements are fulfilled.
Delivery by Escrow Agent. The Developer and the User agree that, upon delivery of the Escrowed Materials by the Escrow Agent to either party as required by this Agreement, the Escrow Agent shall not be responsible for the content of such materials, and any responsibility of the Escrow Agent will be limited to delivery thereof as required by this Agreement.
Delivery by Escrow Agent. (a) The deeds described in Section 2 and the assignments and the General ▇▇▇▇ of Sale and Assignment of Personal Property described in Section 3 are collectively referred to herein as “Escrowed Documents of Title”.
(b) If Buyer validly terminates the Coal Sales Agreement pursuant to Section 9.2(a) of the Coal Sales Agreement and Escrow Agent has received a certified or cashier’s check payable to Seller in an amount determined in accordance with the provisions of Section 5 and Escrow Agent has provided evidence of Buyer’s assumption, payment, satisfaction or deeming of satisfaction of the Loans and Leases as provided in Section 5, Seller shall surrender possession of the property referred to in (i) Section 2(a), (ii) Section 2(c) but only to the extent related to property referred to in Section 2(a), (iii) Section 3(a) and (iv) Section 3(c) but only to the extent related to property referred to in Section 3(a), and Escrow Agent shall deliver the relevant Escrowed Documents of Title to Buyer. Seller shall retain ownership and possession of the interests in coal and mining rights referred to in Section 2(b) and Section 3(b) and Escrow Agent shall deliver the Escrowed Documents of Tile related thereto to Seller.
(c) If Buyer validly terminates the Coal Sales Agreement pursuant to Section 9.2(b), (c), (d) or (e), and Escrow Agent has received a certified or cashier’s check payable to Seller in an amount determined in accordance with the provisions of Section 5 and Escrow Agent has provided evidence of Buyer’s assumption, payment, satisfaction or deeming of satisfaction of the Loans and Leases as provided in Section 5, Seller shall surrender possession of the property referred to in Section 2 and Section 3 and Escrow Agent shall deliver the Escrowed Documents of Title to Buyer.
Delivery by Escrow Agent. For a period of twenty (20) Business Days from and after delivery of any Officer’s Certificate to the Escrow Agent and the Securityholder Representative, the Escrow Agent shall make no delivery to Acquirer of Escrow Amounts unless the Escrow Agent shall have received written authorization from the Securityholder Representative to make such delivery from the Escrow Fund. Subject to the limitations set forth in this Article 6, including without limitation, Section 6.2(a), after the expiration of such twenty (20) Business Day period, if the Securityholder Representative has not delivered an Objection Certificate objecting to the full Claimed Amount, the Escrow Agent shall make delivery of cash from the Escrow Fund in the amount of the Claimed Amount (in the case of no objection from the Securityholder Representative) or the Agreed Amount (in the case of partial objection from the Securityholder Representative), as applicable, in accordance with Section 6.2(c) hereof and the Company Securityholders shall no longer be entitled to receive such amount hereunder.
Delivery by Escrow Agent. The Escrow Agent shall deliver the Deposit to Seller or to Purchaser, as the case may be, as follows:
(a) To Purchaser, at the Closing upon the consummation of the transfer of title to the Premises; or
(b) To Purchaser, upon receipt of its written demand therefor, stating that Purchaser is entitled thereto under the terms of this Agreement; provided, however, that Escrow Agent shall not honor such demand until more than ten (10) Business Days after Escrow Agent shall have delivered a copy of such demand to Seller and Seller shall not have given Escrow Agent specific notice of objection within such 10-day period.
(c) To Seller, upon receipt of its written demand therefor, stating that Seller is entitled thereto under the terms of this Agreement; provided, however, that Escrow Agent shall not honor such demand until more than ten (10) Business Days after Escrow Agent shall have delivered a copy of such demand to Purchaser and Purchaser shall not have given Escrow Agent specific notice of objection within such 10-day period.
Delivery by Escrow Agent