Common use of Escrow Period; Release From Escrow Clause in Contracts

Escrow Period; Release From Escrow. (a) The Escrow Period shall terminate upon the expiration of twelve months after the Effective Time; provided, however, that a portion of the Escrow Fund, which, in the reasonable judgment of Buyer, subject to the objection of the Stockholders' Agent and the subsequent arbitration of the matter in the manner provided in Section 7.6 hereof, is necessary to satisfy any unsatisfied claims specified in any Officer's Certificate, as that term is defined in Section 7.4, theretofore delivered to the Escrow Agent prior to termination of the Escrow Period with respect to facts and circumstances existing prior to expiration of the Escrow Period, shall remain in the Escrow Fund until such claims have been resolved.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Fonix Corp)

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Escrow Period; Release From Escrow. (a) The Escrow Period shall terminate upon the expiration of twelve 18 months after the Effective Time; provided, however, that a portion of the Escrow Fund, whichFund that, in the reasonable judgment of Buyer, Acquiror subject to the objection of the Stockholders' Shareholders’ Agent and the subsequent arbitration of the matter in the manner provided in Section 7.6 hereof9 hereto, is necessary to satisfy any unsatisfied claims specified in any Officer's Certificate, ’s Certificate (as that term is defined in Section 7.4, theretofore 9.4 below) delivered to the Escrow Agent prior to termination of the Escrow Period with respect to facts and circumstances existing prior to expiration of the Escrow Period, shall remain in the Escrow Fund until such claims have been resolved.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Silicon Laboratories Inc)

Escrow Period; Release From Escrow. (a) The Escrow Period shall terminate upon the expiration of twelve months after the Effective Time; provided, however, that a portion of the Escrow Fund, which, in the reasonable judgment of BuyerAcquiror, subject to the objection of the StockholdersShareholders' Agent (defined below) and the subsequent arbitration of the matter in the manner provided in Section 7.6 8.10 hereof, is necessary to satisfy any unsatisfied claims specified in any Officer's Certificate, as that term is defined in Section 7.4, Certificate theretofore delivered to the Escrow Agent prior to termination of the Escrow Period with respect to facts and circumstances existing prior to expiration of the Escrow Period, shall remain in the Escrow Fund until such claims have been resolved.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Cybercash Inc)

Escrow Period; Release From Escrow. (a) The Escrow Period Fund shall terminate upon the expiration of twelve months three years after the Effective TimeTime ("Escrow Period"); provided, however, that a portion of the Escrow Fund, whichFund that, in the reasonable judgment of Buyer, Acquiror subject to the objection of the REBA Stockholders' Agent and the subsequent arbitration of the matter in the xx xhe manner provided in Section 7.6 hereof8.6 hereto, is necessary to satisfy any unsatisfied claims specified in any Officer's Certificate, as that term is defined in Section 7.4, theretofore Certificate delivered to the Escrow Agent prior to termination of the Escrow Period with respect to facts and circumstances existing prior to expiration of the Escrow Period, shall remain in the Escrow Fund until such claims have been resolved.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Applied Microsystems Corp /Wa/)

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Escrow Period; Release From Escrow. (a) The Escrow Period shall terminate upon the expiration of twelve months after the Effective Time; provided, however, that a portion of the Escrow Fund, whichFund that, in the reasonable judgment of Buyer, Acquirer subject to the objection of the StockholdersShareholders' Agent and the subsequent arbitration of the matter in the manner provided in Section 7.6 hereof9.7 hereto, is necessary to satisfy any unsatisfied claims specified in any Officer's Certificate, Certificate (as that term is defined in Section 7.4, theretofore 9.4 below) delivered to the Escrow Agent prior to termination of the Escrow Period with respect to facts and circumstances existing prior to expiration of the Escrow Period, shall remain in the Escrow Fund until such claims have been resolved.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Goamerica Inc)

Escrow Period; Release From Escrow. (a) The Escrow Period shall terminate upon the expiration of twelve months 90 days after the Effective Time; provided, however, that a portion of the Escrow Fund, Fund which, in the reasonable judgment of BuyerAcquiror, subject to the objection of the StockholdersShareholders' Agent and the subsequent arbitration of the matter in the manner provided in Section 7.6 8.9 hereof, is necessary to satisfy any unsatisfied claims specified in any Officer's Certificate, Certificate (as that term is defined in Section 7.4, below) theretofore delivered to the Escrow Agent and the Shareholders' Agent prior to termination of the Escrow Period with respect to facts and circumstances existing prior to expiration of the Escrow Period, shall remain in the Escrow Fund until such claims have been resolved.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Cybercash Inc)

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