Disbursement by Escrow Agent Sample Clauses

Disbursement by Escrow Agent. The Escrow Agent shall disburse the Escrow Fund only in accordance with (i) a written instrument delivered to the Escrow Agent that is executed by both NetScout and the Stockholders Representatives and that instructs the Escrow Agent as to the disbursement of some or all of the Escrow Fund, (ii) an order of a court of competent jurisdiction, a copy of which is delivered to the Escrow Agent by either NetScout or the Stockholders Representatives, that instructs the Escrow Agent as to the disbursement of some or all of the Escrow Fund, or (iii) the provisions of Sections 3(b) and 3(c) hereof. In the event of any disbursement from the Escrow Fund to any NetScout Indemnified Party pursuant to Article IX of the Merger Agreement in connection with any breach by any Indemnifying Stockholder of the representations and warranties set forth in such Indemnifying Stockholder’s Letter of Transmittal, the parties shall deliver to the Escrow Agent a revised and dated Attachment A, adjusting the percentages set forth on Attachment A pro rata to reflect the reduction of the Escrow Fund that corresponds to such Indemnifying Stockholder.

Disbursement by Escrow Agent. The Escrow Agent shall disburse the Escrow Fund only in accordance with (i) a written instrument delivered to the Escrow Agent that is executed by both the Buyer and the Seller and that instructs the Escrow Agent as to the disbursement of some or all of the Escrow Fund, (ii) an order of a court of competent jurisdiction, a copy of which is delivered to the Escrow Agent by either the Buyer or the Seller, that instructs the Escrow Agent as to the disbursement of some or all of the Escrow Fund or (iii) the provisions of Section 2(b) hereof.

Disbursement by Escrow Agent. The Escrow Agent shall disburse the Escrow Fund only in accordance with this Section 3 pursuant to: (i) a written instrument delivered to the Escrow Agent that is executed by Purchaser and Seller that instructs the Escrow Agent as to the disbursement of the Upfront Payment to Seller (and any undistributed earnings to Purchaser) in connection with the Closing under the Purchase Agreement, (ii) a written instrument delivered to the Escrow Agent that is executed by Purchaser and Seller that instructs the Escrow Agent as to the disbursement of the Escrow Fund to Purchaser in connection with the early termination of the Purchase Agreement in accordance with Section 9.1 of the Purchase Agreement, or (iii) an order of a court of competent jurisdiction, a copy of which is delivered to the Escrow Agent by either Purchaser or Seller, that instructs the Escrow Agent as to the disbursement of the Escrow Fund, such order to be accompanied by an opinion of counsel to the claiming party to the effect that such order is final.

Disbursement by Escrow Agent. Upon execution of the Agreement and the establishment of the Escrow, the Escrow Agent shall hold and disburse the items deposited as follows: (a) Escrow Agent shall, within ten (10) days after establishment of the Escrow, disburse the US$300,000 to BRRL; provided, however, such disbursement of funds shall not be made to BRRL until ninety percent (90%) of the issued and outstanding shares of capital stock of BRRL has been deposited by the Stockholders with the Escrow Agent. (b) Within five (5) days after December 1, 1998 or at the specific co-signed instructions of BRRL and EuroGas prior thereto, Escrow Agent shall deliver to BRRL 500,000 shares of EuroGas Shares. (c) Within five (5) days after April 15, 1999, the balance of the EuroGas Shares to Stockholders and delivery of the BRRL shares deposited by the stockholders to EuroGas. (d) If the Escrow Agent receives a notice of exercise of the EuroGas Option any time prior to April 15, 1999 together with the appropriate reassignment as set forth in Article 4, Escrow Agent shall deliver the 1,900,000 EuroGas Shares to EuroGas and he shall deliver to BRRL any remaining EuroGas Shares or cash left in Escrow and the shares of BRRL capital stock to the Stockholders who have deposited the shares.

Disbursement by Escrow Agent. If the Escrow Agent shall not have received any written notice of claim(s) by the ninety-third (93rd) day following the Effective Date of this Agreement, or if the total amount of all claims received does not equal or exceed the amount of the Escrow Account, the Escrow Agent shall thereafter proceed to disburse to F.I.C.C. the amount by which the Escrow Account exceeds the amount of any claims in immediately available funds, pursuant to the terms of the Escrow Agreement.

Disbursement by Escrow Agent. The Escrow Agent shall disburse the Escrow Account only in accordance with (i) a written instrument delivered to the Escrow Agent that is executed by both Buyer and the Stockholders’ Representatives that instructs the Escrow Agent as to the disbursement of some or all of the Escrow Account, (ii) a Final Closing Statement submitted by FTI Consulting, (iii) an order of a court of competent jurisdiction, a copy of which is delivered to the Escrow Agent by either Buyer or the Stockholders’ Representatives, that instructs the Escrow Agent that some or all of the Escrow Account is required to be disbursed to the Equityholders or Buyer pursuant to the terms of the Merger Agreement or (iv) the provisions of Sections 5(b), (c), (d) and (e).

Disbursement by Escrow Agent. The Escrow Agent shall disburse the Escrow Fund only in accordance with (i) a written instrument delivered to the Escrow Agent that is executed by both Distributed Energy and the Indemnification Representatives and that instructs the Escrow Agent as to the disbursement of some or all of the Escrow Fund, (ii) an order of a court of competent jurisdiction or arbitrator pursuant to Section 7.3(e) of the Merger Agreement, a copy of which is delivered to the Escrow Agent by either Distributed Energy or the Indemnification Representatives, that instructs the Escrow Agent as to the disbursement of some or all of the Escrow Fund, or (iii) the provisions of Section 3(b) and Section 9 hereof.

Disbursement by Escrow Agent. The Escrow Agent shall disburse the Escrow Amount from the Escrow Account only in accordance with the following: (i) a written instrument delivered to the Escrow Agent that is executed by both the Buyer and the Representative and instructs the Escrow Agent that some or all of the Escrow Amount is required to be disbursed to the Buyer, which instrument sets forth the amount to be disbursed; (ii) an order of a court of competent jurisdiction, a copy of which is delivered to the Escrow Agent by either the Buyer or the Representative, together with a certificate of the presenting party to the effect that such judgment is final and from a court of competent jurisdiction having proper authority, upon which certificate the Escrow Agent shall be entitled to conclusively rely without further investigation, that identifies the Escrow Account and instructs the Escrow Agent that some or all of the Escrow Amount held in the Escrow Account is required to be disbursed to either the Seller, the Representative, or the Buyer; or (iii) the provisions of Sections 5(b) and (c) hereof.

Disbursement by Escrow Agent. The Escrow Agent hereby agrees to accept the Indemnity Escrow Funds deposited in the Escrow Account and to hold, invest, if applicable, and disburse the Indemnity Escrow Funds pursuant to the instructions set forth in this Articles IV.

Disbursement by Escrow Agent. The Escrow Agent shall disburse the Escrow Fund only in accordance with (i) a written instrument delivered to the Escrow Agent that is executed by both the Buyer and the Seller and that instructs the Escrow Agent as to the disbursement of some or all of the Escrow Fund, except as provided in Section 3(b) below to the extent that there are then no outstanding claims against the Escrow Fund (and if so, any excess amount not subject to a claim), (ii) an order of a court of competent jurisdiction, a copy of which is delivered to the Escrow Agent by either the Buyer or the Seller, that instructs the Escrow Agent as to the disbursement of some or all of the Escrow Fund, or (iii) the provisions of Section 3(b) hereof.