Common use of Distributions from Indemnity Escrow Fund Clause in Contracts

Distributions from Indemnity Escrow Fund. In the event that (a) the Stockholder Representative shall not have objected to the amount claimed by the Purchaser for indemnification with respect to any Loss or (b) the Stockholder Representative shall have delivered notice of its disagreement as to the amount of any indemnification requested by the Purchaser and either (i) the Stockholder Representative and the Purchaser shall have, subsequent to the giving of such notice, mutually agreed that the Stockholders are obligated to indemnify the Purchaser for a specified amount and shall have so jointly notified the Escrow Agent or (ii) a final nonappealable judgment shall have been rendered by the court having jurisdiction over the matters relating to such claim by the Purchaser for indemnification from Stockholders and the Escrow Agent shall have received, in the case of clause (i) above, written instructions from the Stockholder Representative and the Purchaser or, in the case of clause (ii) above, a copy of the final nonappealable judgment of the court, the Escrow Agent shall deliver to the Purchaser from the Indemnity Escrow Fund any amount determined to be owed to the Purchaser under this Article IX in accordance with the Escrow Agreement.

Distributions from Indemnity Escrow Fund. In the event that (a) the Stockholder Representative Seller shall not have objected to the amount claimed by the Purchaser for indemnification with respect to any Loss in accordance with the procedures set forth in the Indemnity Escrow Agreement or (b) the Stockholder Representative Seller shall have delivered notice of its disagreement as to the amount of any indemnification requested by the Purchaser and either (i) the Stockholder Representative Seller and the Purchaser shall have, subsequent to the giving of such notice, mutually agreed that the Stockholders are Seller is obligated to indemnify the Purchaser for a specified amount and shall have so jointly notified the Escrow Agent or (ii) a final nonappealable judgment shall have been rendered by the court having jurisdiction over the matters relating to such claim by the Purchaser for indemnification from Stockholders the Seller and the Escrow Agent shall have received, in the case of clause (i) above, written instructions from the Stockholder Representative Seller and the Purchaser or, in the case of clause (ii) above, a copy of the final nonappealable judgment of the court, the Escrow Agent shall deliver to the Purchaser from the Indemnity Environmental Escrow Fund Account, in the event that such claim is related to Section 3.12 hereof, or from the Operating Escrow Account, in the event such claim is related to any amount determined to be owed to the Purchaser under this Article IX other indemnifiable claim hereunder, in each case in accordance with the Indemnity Escrow Agreement.