Common use of Disbursement of Deposit Clause in Contracts

Disbursement of Deposit. If Escrow Agent receives a notice from a party hereunder instructing Escrow Agent to deliver the Refundable Deposit, the Non-Refundable Deposit or the Deposit in its entirety to such party, as applicable, Escrow Agent shall deliver a copy of the notice to the other party within three (3) days after receipt of the notice. If the other party does not object to the delivery of the Refundable Deposit, the Non-Refundable Deposit or the Deposit in its entirety as aforesaid within three (3) business days after receipt of the copy of the notice, Escrow Agent shall, and is hereby authorized to, deliver the Refundable Deposit, the Non-Refundable Deposit or the Deposit in its entirety, as applicable, to the party requesting it pursuant to the notice. Any objection hereunder shall be by written notice setting forth the nature and grounds for the objection and shall be sent to Escrow Agent and to the party requesting the Refundable Deposit, the Non-Refundable Deposit or the Deposit in its entirety, as applicable. Notwithstanding anything herein to the contrary, upon a termination of this Agreement by Purchaser pursuant to Section 5.3 (for any reason other than a Material Title Defect or a Material Environmental Issue), (i) Purchaser’s consent shall not be required for the delivery of the Non-Refundable Deposit to Seller, if applicable, and (ii) subject to Seller’s prior receipt of the Rule 3-14 Reimbursements (as defined in Section 16.22), if applicable, Seller’s consent shall not be required for the return of the Refundable Deposit to Purchaser, if applicable, and Escrow Agent is authorized to promptly pay the Non-Refundable Deposit to Seller and, subject as aforesaid with respect to Seller’s receipt of payment of the Rule 3-14 Reimbursements (if applicable) the Refundable Deposit to Purchaser in the event of such termination without requiring anything further hereunder.

Disbursement of Deposit. If Escrow Xxxxxx Agent receives a notice from a party hereunder instructing Escrow Agent to deliver the Refundable Deposit, the Non-Refundable Deposit or the Deposit in its entirety to such party, as applicable, Escrow Agent shall deliver a copy of the notice to the other party within three (3) days after receipt of the notice. If the other party does not object to the delivery of the Refundable Deposit, the Non-Refundable Deposit or the Deposit in its entirety as aforesaid within three (3) business days after receipt of the copy of the notice, Escrow Agent shall, and is hereby authorized to, deliver the Refundable Deposit, the Non-Refundable Deposit or the Deposit in its entirety, as applicable, to the party requesting it pursuant to the notice. Any objection hereunder shall be by written notice setting forth the nature and grounds for the objection and shall be sent to Escrow Agent and to the party requesting the Refundable Deposit, the Non-Refundable Deposit or the Deposit in its entirety, as applicable. Notwithstanding anything herein to the contrary, upon a termination of this Agreement by Purchaser pursuant to Section 5.3 (for any reason other than a Material Title Defect or a Material Environmental Issue), (i) Purchaser’s consent shall not be required for the delivery of the Non-Refundable Deposit to Seller, if applicable, and (ii) subject to Seller’s prior receipt of the Rule 3-14 Reimbursements (as defined in Section 16.22), if applicable, Seller’s consent shall not be required for the return of the Refundable Deposit to Purchaser, if applicable, and Escrow Agent is authorized to promptly pay the Non-Refundable Deposit to Seller and, subject as aforesaid with respect to Seller’s receipt of payment of the Rule 3-14 Reimbursements (if applicable) the Refundable Deposit to Purchaser in the event of such termination without requiring anything further hereunder.

Disbursement of Deposit. If The Deposit shall be held by Escrow Agent, in trust, and disposed of only in accordance with the following provisions: (a) Escrow Agent receives a notice from a party hereunder instructing Escrow Agent to deliver the Refundable Deposit, the Non-Refundable Deposit or shall invest the Deposit in its entirety an interest-bearing account reasonably satisfactory to such partyPurchaser and Seller, as applicableand shall promptly provide Purchaser and Seller with confirmation of the investments made. (b) If the Closing occurs, Escrow Agent shall apply the Deposit on the Closing Date to the Purchase Price payable by Purchaser in accordance with Section 1.2(c). If for any reason the Closing does not occur, Escrow Agent shall deliver the Deposit to Seller (in accordance with their respective percentage interests in the Property) or the Operation Partnership only upon receipt of a copy written demand therefor from such party, subject to the following provisions of this clause (b). Subject to the last sentence of this clause (b), if for any reason the Closing does not occur and either party makes a written demand (the "Demand") upon Escrow Agent for payment of the Deposit, Escrow Agent shall give written notice to the other party of the Demand within three five (35) days Business Days after receipt of the noticeDemand. If Escrow Agent does not receive a written objection from the other party does not object to the delivery of proposed payment within five (5) Business Days after the Refundable Deposit, the Non-Refundable Deposit or the Deposit in its entirety as aforesaid within three (3) business days after receipt of the copy of the Escrow Agent's giving to such other party such notice, Escrow Agent shall, and is hereby authorized toto make the payment set forth in the Demand. If Escrow Agent does receive such written objection within such period, deliver the Refundable Deposit, the Non-Refundable Deposit or the Deposit in its entirety, as applicable, Escrow Agent shall continue to the party requesting it pursuant to the notice. Any objection hereunder shall be hold such amount until otherwise directed by written notice setting forth instructions signed by Seller and Purchaser or a final judgment of a court. (c) The parties acknowledge that Escrow Agent is acting solely as an escrow holder at the nature request and grounds for the objection convenience of, Purchaser and shall be sent to Seller. Escrow Agent and shall not, however, be deemed to be the party requesting the Refundable Deposit, the Non-Refundable Deposit or the Deposit in its entirety, as applicable. Notwithstanding anything herein to the contrary, upon a termination agent of this Agreement by Purchaser pursuant to Section 5.3 (for any reason other than a Material Title Defect or a Material Environmental Issue), (i) Purchaser’s consent shall not be required for the delivery either of the Non-Refundable Deposit to Seller, if applicable, and (ii) subject to Seller’s prior receipt of the Rule 3-14 Reimbursements (as defined in Section 16.22), if applicable, Seller’s consent shall not be required for the return of the Refundable Deposit to Purchaser, if applicableparties, and Escrow Agent is authorized shall not be liable to promptly pay either of the Non-Refundable Deposit to parties for any action or omission on its part taken or made in good faith, and not in disregard of this Agreement, but shall be liable only for its negligent acts or willful misconduct, and for any liabilities (including reasonable attorneys' fees, expenses and disbursements) incurred by Seller andor Purchaser resulting from Escrow Agent's mistake of law respecting Escrow Agent scope or nature of its duties. Seller and Purchaser shall jointly and severally indemnify and hold Escrow Agent harmless from and against all liabilities (including reasonable attorneys' fees, subject as aforesaid expenses and disbursements) incurred in connection with the performance of Escrow Agent's duties hereunder, except with respect to Seller’s receipt actions or omissions taken or made by Escrow Agent in bad faith, in disregard of payment this Agreement or involving negligence or willful misconduct on the part of the Rule 3-14 Reimbursements (if applicable) the Refundable Deposit to Purchaser Escrow Agent. Escrow Agent has executed this Agreement in the event place indicated on the signature page hereof in order to confirm that Escrow Agent has received and shall hold the Deposit in escrow, and shall disburse the Deposit pursuant to the provisions of such termination without requiring anything further hereunder.this Article 9. [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]