Common use of DISPOSITION OF XXXXXXX MONEY DEPOSIT Clause in Contracts

DISPOSITION OF XXXXXXX MONEY DEPOSIT. In the event Escrow Agent is instructed by Buyer to return the Xxxxxxx Money Deposit to Buyer, or Escrow Agent otherwise intends to disburse or return all or any portion of the Xxxxxxx Money Deposit to Buyer based on Escrow Agent’s interpretation of this Agreement or otherwise, before making any such return or disbursement, Escrow Agent shall notify Seller of Buyer’s demand or Escrow Agent’s intention, and, unless Escrow Agent receives written objection from Seller within five (5) business days thereafter stating that there is a genuine dispute as to who is entitled to the Xxxxxxx Money Deposit and describing the basis of Seller’s objection, then Escrow Agent shall return the Xxxxxxx Money Deposit to Buyer. If Escrow Agent receives a written objection from Seller within said 5-business day period, Escrow Agent shall not return or disburse all or any portion of the Xxxxxxx Money Deposit to Buyer. In the event Escrow Agent is instructed by Seller to release the Xxxxxxx Money Deposit to Seller, or Escrow Agent otherwise intends to disburse all or any portion of the Xxxxxxx Money Deposit to Seller based on Escrow Agent’s interpretation of this Agreement or otherwise, before making any such disbursement, Escrow Agent shall notify Buyer of Seller’s demand or Escrow Agent’s intention, and, unless Escrow Agent receives written objection from Buyer within five (5) business days thereafter stating that there is a genuine dispute as to who is entitled to the Xxxxxxx Money Deposit and describing the basis of Buyer’s objection, Escrow Agent shall release and disburse the Xxxxxxx Money Deposit to Seller. If Escrow Agent receives a written objection from Buyer within said 5-business day period, Escrow Agent shall not release or disburse the Xxxxxxx Money Deposit to Seller. Except for the willful misconduct or gross negligence of Escrow Agent or Escrow Agent’s default of its obligations under this Agreement, Escrow Agent shall have no liability to either Buyer or Seller in acting or refraining from acting hereunder. In the event there is any dispute as to the proper disbursement of the Xxxxxxx Money Deposit, Escrow Agent shall be entitled to deposit the Xxxxxxx Money Deposit with a court of competent jurisdiction in Franklin County, Ohio, and to interplead each of Buyer and Seller in an appropriate interpleader action. Escrow Agent shall not release, return or disburse the Xxxxxxx Money Deposit or any portion thereof, except: (a) in strict compliance with the terms of this Section 14; (b) in accordance with a joint written direction signed by Seller and Buyer; or (c) in obedience to a court order issued by a court of competent jurisdiction. Notwithstanding anything contained in this Section 14 to the contrary, Escrow Agent shall immediately return the Xxxxxxx Money Deposit to Buyer upon receipt of notice of termination of this Agreement by Buyer at any time prior to the expiration of the Due Diligence Period and Seller shall have no rights to object as contemplated in this Section 14.

DISPOSITION OF XXXXXXX MONEY DEPOSIT. In the event Seller and Buyer hereby instruct Escrow Agent is instructed by Buyer to return place the Xxxxxxx Money Deposit in a federally-insured interest-bearing account, subject to Buyer, or immediate withdrawal. Seller and Buyer agree that the Xxxxxxx Money Deposit shall be applied as follows and hereby instruct Escrow Agent otherwise intends to disburse apply the Xxxxxxx Money Deposit as follows: 4.1 In the event the Transaction is consummated, the Xxxxxxx Money Deposit shall be paid and delivered immediately to Seller at Closing and shall be applied against the Purchase Price that shall be paid to Seller; 4.2 In the event the Transaction is not consummated due to Seller's failure to perform all of Seller's obligations under this Agreement (beyond any applicable notice or return all or any portion grace period), then Buyer shall give written notice to Escrow Agent and Seller that Seller has defaulted in the performance of its obligations under this Agreement beyond the applicable grace period (the "Buyer’s Notice"). Seller shall have five (5) business days after receipt of the copy of the Buyer's Notice to deliver written notice to Escrow Agent objecting to the release of the Xxxxxxx Money Deposit to Buyer based ("Seller's Objection Notice"), with a copy of Seller’s Objection Notice simultaneously delivered to Buyer. If Escrow Agent does not receive a timely Seller's Objection Notice, the Escrow Agent shall deliver the Xxxxxxx Money Deposit then on deposit with Escrow Agent’s interpretation Agent to Buyer on the next business day. If Escrow Agent does receive a timely Seller's Objection Notice, the Escrow Agent shall release the Xxxxxxx Money Deposit only upon receipt of, and in accordance with, written instructions signed by Seller and Buyer or the final order of a court of competent jurisdiction. 4.3 In the event the Transaction is not consummated due to Buyer's cancellation of this Agreement pursuant to any provision herein which permits Buyer to terminate this Agreement (other than in connection with Seller’s failure to perform any of its obligations under this Agreement) then the Xxxxxxx Money Deposit shall be paid and delivered immediately to Buyer upon such termination; and 4.4 In the event the Transaction is not consummated due to Buyer's failure to perform all of Buyer's obligations under this Agreement (beyond any applicable notice or otherwisegrace period), before making any such return or disbursement, then Seller shall give written notice to Escrow Agent and Buyer that Buyer has defaulted in the performance of its obligations under this Agreement beyond the applicable grace period (the "Seller's Notice"). Buyer shall notify Seller of Buyer’s demand or Escrow Agent’s intention, and, unless Escrow Agent receives written objection from Seller within have five (5) business days thereafter stating that there is a genuine dispute as after receipt of the copy of the Seller's Notice to who is entitled deliver written notice to Escrow Agent objecting to the Xxxxxxx Money Deposit and describing the basis of Seller’s objection, then Escrow Agent shall return the Xxxxxxx Money Deposit to Buyer. If Escrow Agent receives a written objection from Seller within said 5-business day period, Escrow Agent shall not return or disburse all or any portion of the Xxxxxxx Money Deposit to Buyer. In the event Escrow Agent is instructed by Seller to release the Xxxxxxx Money Deposit to Seller, or Escrow Agent otherwise intends to disburse all or any portion of the Xxxxxxx Money Deposit to Seller based on Escrow Agent’s interpretation of this Agreement or otherwise("Buyer's Objection Notice"), before making any such disbursement, Escrow Agent shall notify Buyer of Seller’s demand or Escrow Agent’s intention, and, unless Escrow Agent receives written objection from Buyer within five (5) business days thereafter stating that there is with a genuine dispute as to who is entitled to the Xxxxxxx Money Deposit and describing the basis copy of Buyer’s objection, Escrow Agent shall release and disburse the Xxxxxxx Money Deposit Objection Notice simultaneously delivered to Seller. If Escrow Agent receives does not receive a written objection from Buyer within said 5-business day periodtimely Buyer's Objection Notice, the Escrow Agent shall not release or disburse deliver the Xxxxxxx Money Deposit to Seller. Except for the willful misconduct or gross negligence of then on deposit with Escrow Agent or to Seller on the next business day. If Escrow Agent’s default of its obligations under this AgreementAgent does receive a timely Buyer's Objection Notice, the Escrow Agent shall have no liability to either Buyer or Seller in acting or refraining from acting hereunder. In the event there is any dispute as to the proper disbursement of the Xxxxxxx Money Deposit, Escrow Agent shall be entitled to deposit release the Xxxxxxx Money Deposit with a court of competent jurisdiction in Franklin County, Ohioonly upon receipt of, and to interplead each of Buyer and Seller in an appropriate interpleader action. Escrow Agent shall not release, return or disburse the Xxxxxxx Money Deposit or any portion thereof, except: (a) in strict compliance with the terms of this Section 14; (b) in accordance with a joint with, written direction instructions signed by Seller and Buyer; Buyer or (c) in obedience to a court the final order issued by of a court of competent jurisdiction. Notwithstanding anything contained in this Section 14 to the contrary, Escrow Agent shall immediately return the Xxxxxxx Money Deposit to Buyer upon receipt of notice of termination of this Agreement by Buyer at any time prior to the expiration of the Due Diligence Period and Seller shall have no rights to object as contemplated in this Section 14.

DISPOSITION OF XXXXXXX MONEY DEPOSIT. In the event Escrow Agent is instructed by Buyer to return the Xxxxxxx Money Deposit to Buyer, or Escrow Agent otherwise intends to disburse or return all or any portion of the Xxxxxxx Money Deposit to Buyer based on Escrow Agent’s interpretation of this Agreement or otherwise, before making any such return or disbursement, Escrow Agent shall notify Seller of Buyer’s demand or Escrow Agent’s intention, and, unless Escrow Agent receives written objection from Seller within five (5) business days thereafter stating that there is a genuine dispute as to who is entitled to the Xxxxxxx Money Deposit and describing the basis of Seller’s objection, then Escrow Agent shall return the Xxxxxxx Money Deposit to Buyer. If Escrow Agent receives a written objection from Seller within said 5-business day period, Escrow Agent shall not return or disburse all or any portion of the Xxxxxxx Money Deposit to Buyer. In the event Escrow Agent is instructed by Seller to release the Xxxxxxx Money Deposit to Seller, or Escrow Agent otherwise intends to disburse all or any portion of the Xxxxxxx Money Deposit to Seller based on Escrow Agent’s interpretation of this Agreement or otherwise, before making any such disbursement, Escrow Agent shall notify Buyer of Seller’s demand or Escrow Agent’s intention, and, unless Escrow Agent receives written objection from Buyer within five (5) business days thereafter stating that there is a genuine dispute as to who is entitled to the Xxxxxxx Money Deposit and describing the basis of Buyer’s objection, Escrow Agent shall release and disburse the Xxxxxxx Money Deposit to Seller. If Escrow Agent receives a written objection from Buyer within said 5-business day period, Escrow Agent shall not release or disburse the Xxxxxxx Money Deposit to Seller. Except for the willful misconduct or gross negligence of Escrow Agent or Escrow Agent’s default of its obligations under this Agreement, Escrow Agent shall have no liability to either Buyer or Seller in acting or refraining from acting hereunder. In the event there is any dispute as to the proper disbursement of the Xxxxxxx Money Deposit, Escrow Agent shall be entitled to deposit the Xxxxxxx Money Deposit with a court of competent jurisdiction in Franklin County, Ohioany county of any Location, and to interplead each of Buyer and Seller in an appropriate interpleader action. Escrow Agent shall not release, return or disburse the Xxxxxxx Money Deposit or any portion thereof, except: (a) in strict compliance with the terms of this Section 14; (b) in accordance with a joint written direction signed by Seller and Buyer; or (c) in obedience to a court order issued by a court of competent jurisdiction. Notwithstanding anything contained in this Section 14 to the contrary, Escrow Agent shall immediately return the Xxxxxxx Money Deposit to Buyer upon receipt of notice of termination of this Agreement by Buyer at any time prior to the expiration of the Due Diligence Period and Seller shall have no rights to object as contemplated in this Section 14.