Common use of Duties and Responsibilities of Escrow Agent Clause in Contracts

Duties and Responsibilities of Escrow Agent. Except as otherwise specifically directed in this Contract, Escrow Agent shall deliver the Deposit (the "Escrow") to Seller or Buyer promptly after receiving a joint notice from Seller and Buyer directing the disbursement of the same, such disbursement to be made in accordance with such direction. If Escrow Agent receives notice from Buyer or Seller that the party giving such notice is entitled to the Escrow, which notice shall describe with reasonable specificity the reasons for such entitlement, then Escrow Agent shall (i) promptly give notice to the other party of Escrow Agent's receipt of such notice and enclosing a copy of such notice, and (ii) subject to the provisions of the following paragraph which shall apply if a conflict arises, on the fourteenth (14th) day after the giving of the notice referred to in clause (i) above, deliver the Escrow to the party claiming the right to receive it. In the event that Escrow Agent shall be uncertain as to its duties or actions hereunder or shall receive instructions or a notice from Buyer or Seller which are in conflict with instructions or a notice from the other party or which, in the reasonable opinion of Escrow Agent, are in conflict with any of the provisions of this Contract, it shall be entitled to take any one or more of the following courses of action:

Duties and Responsibilities of Escrow Agent. Except as otherwise specifically directed in this Contract, Escrow Agent shall deliver the Deposit (the "Escrow") to Seller or Buyer promptly after receiving a joint written notice from Seller and Buyer directing the disbursement of the same, such disbursement to be made in accordance with such direction. If Escrow Agent receives written notice from Buyer or Seller that the party giving such notice is entitled to the EscrowDeposit, which notice shall describe with reasonable specificity the reasons for such entitlement, then Escrow Agent shall (i) promptly give notice to the other party of Escrow Agent's receipt of such notice and enclosing a copy of such notice, notice and (ii) subject to the provisions of the following paragraph which shall apply if a conflict arises, on the fourteenth (14th) day after the giving of the notice referred to in clause (i) above, deliver the Escrow Deposit to the party claiming the right to receive it. In the event that Escrow Agent shall be uncertain as to its duties or actions hereunder or shall receive instructions or a notice from Buyer or Seller which are in conflict with instructions or a notice from the other party or which, in the reasonable opinion of Escrow Agent, are in conflict with any of the provisions of this Contract, it shall be entitled to take any one or more of the following courses of action:

Duties and Responsibilities of Escrow Agent. Except as otherwise specifically directed in this Contract, Escrow Agent shall deliver the Deposit (the "Escrow") to Seller or Buyer promptly after receiving a joint written notice (which notice may be by e-mail) from Seller and Buyer directing the disbursement of the same, such disbursement to be made in accordance with such direction. If Escrow Agent receives written notice from Buyer or Seller that the party giving such notice is entitled to the EscrowDeposit, which notice shall describe with reasonable specificity the reasons for such entitlement, then Escrow Agent shall (i) promptly give notice to the other party of Escrow Agent's receipt of such notice and enclosing a copy of such notice, notice and (ii) subject to the provisions of the following paragraph which shall apply if a conflict arises, on the fourteenth fifth (14th5th) business day after the giving of the notice referred to in clause (i) above, deliver the Escrow Deposit to the party claiming the right to receive it. In the event that Escrow Agent shall be uncertain as to its duties or actions hereunder or shall receive instructions or a notice from Buyer or Seller which are in conflict with instructions or a notice from the other party or which, in the reasonable opinion of Escrow Agent, are in conflict with any of the provisions of this ContractAgreement, it shall be entitled to take any one or more of the following courses of action:

Duties and Responsibilities of Escrow Agent. Except as otherwise specifically directed in this Contract, Escrow Agent shall deliver the Deposit (the "Escrow") to Seller or Buyer Purchaser promptly after receiving a joint written notice from Seller and Buyer Purchaser directing the disbursement of the same, such disbursement to be made in accordance with such direction. If Escrow Agent receives written notice from Buyer Purchaser or Seller that the party giving such notice is entitled to the EscrowDeposit, which notice shall describe with reasonable specificity the reasons for such entitlement, then Escrow Agent shall (i) promptly give notice to the other party of Escrow Agent's ’s receipt of such notice and enclosing a copy of such notice, notice and (ii) subject to the provisions of the following paragraph which shall apply if a conflict arises, on the fourteenth tenth (14th10th) day Business Day after the giving of the notice referred to in clause (i) above, deliver the Escrow Deposit to the party claiming the right to receive it. Notwithstanding the foregoing, Escrow Agent, prior to the expiration of the Avaya Interview Period, shall immediately return the Deposit to Purchaser upon Purchaser’s written notice to Escrow agent that Purchaser has terminated this Agreement. In the event that Escrow Agent shall be uncertain as to its duties or actions hereunder or shall receive instructions or a notice from Buyer Purchaser or Seller which are in conflict with instructions or a notice from the other party or which, in the reasonable opinion of Escrow Agent, are in conflict with any of the provisions of this ContractAgreement, it shall be entitled to take any one or more of the following courses of action:

Duties and Responsibilities of Escrow Agent. Except as otherwise specifically directed in this Contract, Escrow Agent shall deliver the Deposit (the "Escrow") to Seller or Buyer promptly after receiving a joint written notice from Seller and Buyer directing the disbursement of the same, such disbursement to be made in accordance with such direction. If Escrow Agent receives written notice from Buyer or Seller that the party giving such notice is entitled to the EscrowDeposit, which notice shall describe with reasonable specificity the reasons for such entitlement, then Escrow Agent shall (i) promptly give notice to the other party of Escrow Agent's ’s receipt of such notice and enclosing a copy of such notice, notice and (ii) subject to the provisions of the following paragraph which shall apply if a conflict arises, on the fourteenth fifth (14th5th) business day after the giving effective date of the notice referred to in clause (i) above, deliver the Escrow Deposit to the party claiming the right to receive it. In the event that Escrow Agent shall be uncertain as to its duties or actions hereunder or shall receive instructions or a notice from Buyer or Seller which are in conflict with instructions or a notice from the other party or which, in the reasonable opinion of Escrow Agent, are in conflict with any of the provisions of this Contract, it shall be entitled to take any one or more of the following courses of action:

Duties and Responsibilities of Escrow Agent. Except as otherwise specifically directed in this Contract, Escrow Agent shall deliver the Deposit (the "Escrow") to Seller or Buyer promptly after receiving a joint notice from Seller and Buyer directing the disbursement of the same, such disbursement to be made in accordance with such direction. If Escrow Agent receives notice from Buyer or Seller that the party giving such notice is entitled to the EscrowDeposit, which notice shall describe with reasonable specificity the reasons for such entitlement, then Escrow Agent shall (i) promptly give notice to the other party of Escrow Agent's receipt of such notice and enclosing a copy of such notice, notice and (ii) subject to the provisions of the following paragraph which shall apply if a conflict arises, on the fourteenth (14th) day after the giving of the notice referred to in clause (i) above, deliver the Escrow Deposit to the party claiming the right to receive it. Notwithstanding anything to the contrary contained in this Contract, if Buyer requests the return of the Deposit at any time on or before the end of the Due Diligence Period, Escrow Agent shall comply with the instructions given by Buyer without the necessity of any further action (including, without limitation, the consent of Seller), except for providing a courtesy notice to Seller and Broker. In the event that Escrow Agent shall be uncertain as to its duties or actions hereunder or shall receive instructions or a notice from Buyer or Seller which are in conflict with instructions or a notice from the other party or which, in the reasonable opinion of Escrow Agent, are in conflict with any of the provisions of this Contract, it shall be entitled to take any one or more of the following courses of action:

Duties and Responsibilities of Escrow Agent. Except as otherwise specifically directed in this Contract, Escrow Agent shall deliver the Deposit (for purposes of this Article 23, the "Escrow") to Seller or Buyer promptly after receiving a joint written notice from Seller and Buyer directing the disbursement of the same, such disbursement to be made in accordance with such direction. If Escrow Agent receives written notice from Buyer or Seller that the party giving such notice is entitled to the Escrow, which notice shall describe with reasonable specificity the reasons for such entitlement, then Escrow Agent shall (i) promptly give notice to the other party of Escrow Agent's receipt of such notice and enclosing a copy of such notice, notice and (ii) subject to the provisions of the following paragraph which shall apply if a conflict arises, on the fourteenth (14th) day after the giving of the notice referred to in clause (i) above, deliver the Escrow to the party claiming the right to receive it. In the event that Escrow Agent shall be uncertain as to its duties or actions hereunder or shall receive instructions or a notice from Buyer or Seller which are in conflict with instructions or a notice from the other party or which, in the reasonable opinion of Escrow Agent, are in conflict with any of the provisions of this Contract, it shall be entitled to take any one or more of the following courses of action:

Duties and Responsibilities of Escrow Agent. Except as otherwise specifically directed in this Contract, Escrow Agent shall deliver the Deposit (for purposes of this Article 26, the "Escrow") to Seller or Buyer promptly after receiving a joint notice from Seller and Buyer directing the disbursement of the same, such disbursement to be made in accordance with such direction. If Escrow Agent receives notice from Buyer or Seller that the party giving such notice is entitled to the Escrow, which notice shall describe with reasonable specificity the reasons for such entitlement, then Escrow Agent shall (i) promptly give notice to the other party of Escrow Agent's receipt of such notice and enclosing a copy of such notice, notice and (ii) subject to the provisions of the following paragraph which shall apply if a conflict arises, on the fourteenth (14th) day after the giving of the notice referred to in clause (i) above, deliver the Escrow to the party claiming the right to receive it. In the event that Escrow Agent shall be uncertain as to its duties or actions hereunder or shall receive instructions or a notice from Buyer or Seller which are in conflict with instructions or a notice from the other party or which, in the reasonable opinion of Escrow Agent, are in conflict with any of the provisions of this Contract, it shall be entitled to take any one or more of the following courses of action: