Common use of No Liability of the Escrow Agent Clause in Contracts

No Liability of the Escrow Agent. In holding and administering the General Escrow Shares or General Escrow Dividends, the Escrow Agent will incur no liability with respect to any action taken by it in reliance upon any written notice, direction, instruction, consent, statement or other document believed by it to be genuine and to have been signed by the representative (and shall have no responsibility to determine the authenticity thereof), nor for any other action or inaction, except the Escrow Agent’s own willful misconduct or gross negligence. In all questions arising under this Agreement with respect to the General Escrow Shares or General Escrow Dividends, the Escrow Agent may rely on the advice of counsel, and the Escrow Agent will not be liable to anyone for anything done, omitted or suffered in good faith by the Escrow Agent based on such advice, except for the Escrow Agent’s own willful misconduct or gross negligence.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Mobilepro Corp), Agreement and Plan of Merger (Mobilepro Corp)

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No Liability of the Escrow Agent. In holding and administering the General Escrow Shares or and General Escrow Dividends, the Escrow Agent will incur no liability with respect to any action taken by it in reliance upon any written notice, direction, instruction, consent, statement or other document believed by it to be genuine and to have been signed by the representative Representative (and shall have no responsibility to determine the authenticity thereof), nor for any other action or inaction, except the Escrow Agent’s own willful misconduct or gross negligence. In all questions arising under this Agreement with respect to the General Escrow Shares or and General Escrow Dividends, the Escrow Agent may rely on the advice of counsel, and the Escrow Agent will not be liable to anyone for anything done, omitted or suffered in good faith by the Escrow Agent based on such advice, except for the Escrow Agent’s own willful misconduct or gross negligence.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Mobilepro Corp)

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No Liability of the Escrow Agent. In holding and administering the General Escrow Shares or General Escrow DividendsShares, the Escrow Agent will incur no liability with respect to any action taken by it in reliance upon any written notice, direction, instruction, consent, statement or other document believed by it to be genuine and to have been signed by the representative Jxxxx X. Xxxxxxxx, Xx. or Shareholder Representative (and shall have no responsibility to determine the authenticity thereof), nor for any other action or inaction, except the Escrow Agent’s own willful misconduct or gross negligence. In all questions arising under this Agreement with respect to the General Escrow Shares or General Escrow DividendsShares, the Escrow Agent may rely on the advice of counsel, and the Escrow Agent will not be liable to anyone for anything done, omitted or suffered in good faith by the Escrow Agent based on such advice, except for the Escrow Agent’s own willful misconduct or gross negligence.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Mobilepro Corp)

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