Liability. Notwithstanding anything herein to the contrary, the Escrow Agent shall not be relieved from liability hereunder for its own gross negligence or its own willful misconduct.
Appears in 711 contracts
Samples: Convertible Note Purchase Agreement (Real Messenger Corp), Securities Escrow Agreement (RF Acquisition Corp II), Stock Escrow Agreement (DT Cloud Acquisition Corp)
Liability. Notwithstanding anything herein to the contrary, the Escrow Agent shall not be relieved from liability hereunder for its own gross negligence negligence, fraud or its own willful misconduct.
Appears in 147 contracts
Samples: Business Combination Agreement (Aurora Technology Acquisition Corp.), Development and Acquisition Agreement (Earth Life Sciences Inc), Sponsor Support Agreement (McAp Acquisition Corp)
Liability. Notwithstanding anything herein to the contrary, the Escrow Agent shall not be relieved from liability hereunder for its own gross negligence negligence, fraud or its own willful misconduct.
Appears in 21 contracts
Samples: Stock Escrow Agreement (Keen Vision Acquisition Corp.), Stock Escrow Agreement (Trailblazer Merger Corp I), Stock Escrow Agreement (Keen Vision Acquisition Corp.)
Liability. Notwithstanding anything herein to the contrary, the Escrow Agent shall not be relieved from liability hereunder for its own gross negligence or its own willful misconduct.
Appears in 18 contracts
Samples: Stock Escrow Agreement, Securities Escrow Agreement (GP Investments Acquisition Corp.), Securities Escrow Agreement (GP Investments Acquisition Corp.)
Liability. Notwithstanding anything herein to the contrarycon-trary, the Escrow Agent shall not be relieved from liability hereunder for its own gross negligence or its own willful misconduct.
Appears in 11 contracts
Samples: Stock Escrow Agreement (Tremisis Energy Acquisition CORP II), Stock Escrow Agreement (Global Alternative Asset Management, Inc.), Warrant Escrow Agreement (Columbus Acquisition Corp)
Liability. Notwithstanding anything herein to the contrary, the Escrow Agent shall not be relieved from liability hereunder for resulting from the breach of any provision of this Agreement or its own gross negligence or its own willful misconduct.
Appears in 6 contracts
Samples: Stock Escrow Agreement (Restaurant Acquisition Partners, Inc.), Stock Escrow Agreement (Restaurant Acquisition Partners, Inc.), Stock Escrow Agreement (Lumax Acquisition Corp.)
Liability. Notwithstanding anything herein to the contrary, the Escrow Agent shall not be relieved from liability hereunder for its own bad faith, gross negligence or its own willful misconduct.
Appears in 5 contracts
Samples: Share Escrow Agreement, Share Escrow Agreement (Bison Capital Acquisition Corp.), Share Escrow Agreement (Bison Capital Acquisition Corp)
Liability. Notwithstanding anything herein to the contrary, the Escrow Agent shall not be relieved from liability hereunder for its own gross negligence or its own willful misconduct.
Appears in 5 contracts
Samples: Stock Escrow Agreement (Global Defense & National Security Systems, Inc.), Stock Escrow Agreement (Global Defense & National Security Systems, Inc.), Stock Escrow Agreement (Global Defense & National Security Systems, Inc.)
Liability. Notwithstanding anything herein to the contrary, the Escrow Agent shall not be relieved from liability hereunder for its own gross negligence or its own willful misconductmisconduct (as determined by a court of competent jurisdiction in a final and non-appealable decision).
Appears in 4 contracts
Samples: Stock Escrow Agreement (Mount Rainier Acquisition Corp.), Stock Escrow Agreement (Mount Rainier Acquisition Corp.), Stock Escrow Agreement (Mount Rainier Acquisition Corp.)
Liability. Notwithstanding anything herein to the contrary, the Escrow Agent shall not be relieved from liability hereunder for its own gross negligence negligence, fraud, or its own willful misconduct.
Appears in 4 contracts
Samples: Escrow Agreement (SC Health Corp), Escrow Agreement (SC Health Corp), Escrow Agreement (Pure Acquisition Corp.)
Liability. Notwithstanding anything herein to the contrary, the Escrow Agent shall not be relieved from liability hereunder for its own gross negligence or its own willful misconductactual fraud.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Apollo Investment Fund Iv Lp), Securities Purchase Agreement (Harbinger Capital Partners Master Fund I, Ltd.), Escrow Agreement (Harbinger Capital Partners Master Fund I, Ltd.)
Liability. (a) Notwithstanding anything herein to the contrary, the Escrow Agent shall not be relieved from liability hereunder for its own bad faith, its own gross negligence or its own willful misconductmisconduct (each as determined by a final, non-appealable judgment of a court of competent jurisdiction).
Appears in 3 contracts
Samples: Sponsor Unit Purchase Agreement (Sidhu Special Purpose Capital Corp.), Securities Escrow Agreement (Sidhu Special Purpose Capital Corp.), Securities Escrow Agreement (Sidhu Special Purpose Capital Corp.)
Liability. Notwithstanding anything herein to the contrary, the Escrow Agent shall not be relieved from liability hereunder for its own gross negligence or its own willful misconduct. 6.
Appears in 2 contracts
Samples: Escrow Agreement, Escrow Agreement
Liability. Notwithstanding anything herein to the contrary, the Escrow Agent shall not be relieved from liability hereunder for its own bad faith, gross negligence or its own willful misconduct.
Appears in 2 contracts
Samples: Share Escrow Agreement (EVO Transportation & Energy Services, Inc.), Stock Escrow Agreement (Barington/Hilco Acquisition Corp.)
Liability. Notwithstanding anything herein to the contrary, the Escrow Agent shall not be relieved from liability hereunder for its own gross negligence or its own willful misconduct.
Appears in 2 contracts
Samples: Stock Escrow Agreement (Echo Healthcare Acquisition Corp.), Stock Escrow Agreement (Echo Healthcare Acquisition Corp.)
Liability. Notwithstanding anything herein to the contrary, the Escrow Agent shall not be relieved from liability hereunder for its own gross negligence or its own willful misconductmisconduct or bad faith.
Appears in 2 contracts
Samples: Escrow Agreement (EHL Holdings LLC), Stock Escrow Agreement (Seanergy Maritime Corp.)
Liability. Notwithstanding anything herein to the contrary, the Escrow Agent shall not be relieved from liability hereunder for its own gross negligence or negligence, its own willful misconductmisconduct or its bad faith.
Appears in 2 contracts
Samples: Stock Escrow Agreement (Taliera CORP), Stock Escrow Agreement (Taliera CORP)
Liability. Notwithstanding anything herein to the contrary, the The Escrow Agent shall not be relieved liable for anything which it may do or refrain from liability hereunder doing in connection herewith, except for its own gross negligence negligence, bad faith or its own willful misconduct.
Appears in 2 contracts
Samples: Settlement Agreement (TNS Inc), Loan Agreement (Naco Industries Inc)
Liability. Notwithstanding anything herein to the contrary, the The Escrow Agent shall not be relieved liable for anything which it may do or refrain from liability hereunder doing in connection herewith, except for its own gross negligence or its own negligence, willful misconduct, bad faith or fraud.
Appears in 1 contract
Samples: Limited Liability Company Agreement (TELUS International (Cda) Inc.)
Liability. Notwithstanding anything herein to the contrary, the The Escrow Agent shall not be relieved liable for anything which it may do or refrain from liability hereunder doing in connection herewith, except for its own gross negligence negligence, bad faith, willful misconduct or its own willful misconductfraud.
Appears in 1 contract
Liability. Notwithstanding anything herein to the contrary, the The Escrow Agent shall not be relieved liable for anything --------- which it may do or refrain from liability hereunder doing in connection herewith, except for its own gross negligence negligence, bad faith or its own willful misconduct.
Appears in 1 contract
Samples: Escrow Agreement (Stein Avy H)
Liability. Notwithstanding anything herein to the contrary, the Escrow Agent shall not be relieved from liability hereunder for its own bad faith, its own gross negligence or its own willful misconduct.
Appears in 1 contract
Samples: Securities Escrow Agreement (Sidhu Special Purpose Capital Corp.)
Liability. Notwithstanding anything herein to the contrary, the --------- Escrow Agent shall not be relieved from liability hereunder for its own gross negligence or its own willful misconduct.
Appears in 1 contract
Liability. Notwithstanding anything herein to the contrary, the Escrow Agent shall not be relieved liable for anything which he may do or refrain from liability hereunder doing in connection herewith, except for its his own gross negligence negligence, bad faith or its own willful misconduct.
Appears in 1 contract
Samples: Escrow Agreement (Kleangas Energy Technologies, Inc.)
Liability. Notwithstanding anything herein to the contrary, the The Escrow Agent shall not be relieved liable for anything that it may do or refrain from liability hereunder doing in connection herewith, except for its own gross negligence negligence, bad faith, or its own willful misconduct.
Appears in 1 contract
Samples: Escrow and Contribution Agreement (Alldigital Holdings, Inc.)
Liability. Notwithstanding anything herein to the contrary, the Escrow Agent shall not be relieved from liability hereunder for its own gross negligence negligence, bad faith or its own willful misconduct.
Appears in 1 contract
Liability. Notwithstanding anything herein to the contrary, the Escrow Agent shall not be relieved from liability hereunder for resulting from its breach of any provision of this Agreement or its own gross negligence or its own willful misconduct.
Appears in 1 contract
