Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.
Appears in 78 contracts
Samples: Agreement and Plan of Reorganization (Artisan Components Inc), Agreement and Plan of Reorganization (Ibeam Broadcasting Corp), Agreement and Plan of Merger (Interwave Communications International LTD)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.
Appears in 11 contracts
Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Airxcel Inc), Agreement and Plan of Merger (Great Lakes Dredge & Dock Corp)
Protection of Escrow Fund. (i) The Escrow Depositary Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.
Appears in 6 contracts
Samples: Plan of Reorganization (Kana Communications Inc), Merger Agreement (Broadcom Corp), Merger Agreement (Broadcom Corp)
Protection of Escrow Fund. (i) The Escrow Depositary Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent Broadcom and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.
Appears in 6 contracts
Samples: Merger Agreement and Plan of Reorganization (Broadcom Corp), Merger Agreement And (Broadcom Corp), Merger Agreement (Broadcom Corp)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent and shall hold and dispose of the Escrow Fund only in accordance with the terms hereofof this Article VII.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Salesforce Com Inc), Agreement and Plan of Merger (Harmonic Inc), Agreement and Plan of Merger (Nanometrics Inc)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, Period and the Special Escrow Period and shall treat such fund as a trust fund in accordance with the terms of this Agreement and the Escrow Agreement and not as the property of Parent and shall hold and dispose of the Aggregate Escrow Fund only in accordance with the terms hereofof this Article VI.
Appears in 4 contracts
Samples: Agreement and Plan of Reorganization (Oncothyreon Inc.), Agreement and Plan of Reorganization (Biomira CORP), Agreement and Plan of Reorganization (Biomira Inc)
Protection of Escrow Fund. (i) The Escrow Depositary Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent Acquiror and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.
Appears in 4 contracts
Samples: Registration Rights Agreement (Valueclick Inc/Ca), Agreement and Plan of Merger (Valueclick Inc/Ca), Merger Agreement And (Redback Networks Inc)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Stockholder Escrow Fund during the Stockholder Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this the Escrow Agreement and not as the property of Parent and shall hold and dispose of the Stockholder Escrow Fund only in accordance with the terms hereofof the Escrow Agreement.
Appears in 4 contracts
Samples: Merger Agreement (Bluephoenix Solutions LTD), Agreement and Plan of Merger (Bluephoenix Solutions LTD), Agreement and Plan of Merger (Xse, LLC)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent Period and shall hold and dispose of the Escrow Fund only in accordance with the terms hereofof this Section 7.3(c).
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Nuance Communications, Inc.), Agreement and Plan of Merger (Nuance Communications, Inc.), Agreement and Plan of Merger (Nuance Communications, Inc.)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent AmeriNet and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.
Appears in 3 contracts
Samples: Reorganization Agreement (Amerinet Group Com Inc), S Employment Agreement (Amerinet Group Com Inc), Employment Agreement (Amerinet Group Com Inc)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent Buyer and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.
Appears in 3 contracts
Samples: Voting Agreement (Neomagic Corp), Voting Agreement (Neomagic Corp), Asset Purchase Agreement (Concentric Network Corp)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund funds as a trust fund in accordance with the terms of this Agreement and not as the property of Parent and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.
Appears in 3 contracts
Samples: Employment Agreement (Gametech International Inc), Noncompetition Agreement (8x8 Inc), Escrow Agreement (Novothy Gerald R)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard ------------------------- the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent WMT, and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Western Micro Technology Inc), Agreement and Plan (Western Micro Technology Inc), Asset Purchase Agreement (Western Micro Technology Inc)
Protection of Escrow Fund. (ia) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent Buyer and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.
Appears in 3 contracts
Samples: Agreement and Plan of Reorganization (Evoke Inc), Agreement and Plan of Reorganization (Etoys Inc), Agreement and Plan of Reorganization (Etoys Inc)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent or the Company's shareholders and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.
Appears in 3 contracts
Samples: Agreement and Plan of Reorganization (Netscape Communications Corp), Agreement and Plan of Reorganization (Netscape Communications Corp), Agreement and Plan of Reorganization (Netscape Communications Corp)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent and shall hold and dispose of the Escrow Fund only in accordance with the terms hereofof this Article VIII.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Spreadtrum Communications Inc), Agreement and Plan of Merger and Reorganization (Supergen Inc)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund Funds during the Escrow Periodtheir existence, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent Acquiror and shall hold and dispose of the Escrow Fund Funds only in accordance with the terms hereof.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Alternative Construction Company, Inc.), Purchase Agreement (Alternative Construction Company, Inc.)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow PeriodFund, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent and shall hold and dispose of the Escrow Fund only in accordance with the terms hereofof this Article VIII.
Appears in 2 contracts
Samples: Share Purchase Agreement, Share Purchase Agreement (Cornerstone OnDemand Inc)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent MWXI and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.
Appears in 2 contracts
Samples: Membership Interest Purchase Agreement, Membership Interest Purchase Agreement (Mountains West Exploration Inc)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent SERENA and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.
Appears in 2 contracts
Samples: Employment Agreement (Serena Software Inc), Escrow Agreement (Serena Software Inc)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Buyer or Parent and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Interwave Communications International LTD), Asset Purchase Agreement (Avanex Corp)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent Parent, and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.
Appears in 2 contracts
Samples: Stockholders Agreement (Genstar Therapeutics Corp), Agreement and Plan of Reorganization (Magma Design Automation Inc)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent FV and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization (First Virtual Holdings Inc), N Agreement and Plan of Reorganization (Softbank Holdings Inc Et Al)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this the Escrow Agreement and not as the property of Parent Buyer and shall hold and dispose of the Escrow Fund only in accordance with the terms hereofof the Escrow Agreement.
Appears in 2 contracts
Samples: Merger Agreement (Century Park Pictures Corp), Merger Agreement (Century Park Pictures Corp)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent and shall hold and dispose of the Escrow Fund only in accordance with the terms hereofof this Article VIII.
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization (Epicor Software Corp), Securities Purchase Agreement (Pc Tel Inc)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the period that the Escrow PeriodFund remains in existence, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of BackWeb Parent and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof. The Holders in Escrow shall be treated as the owners of the Escrow Fund for all purposes, subject to the rights of BackWeb Parent and the Surviving Corporation under this Agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Acquisition (Backweb Technologies LTD), Agreement and Plan of Acquisition (Backweb Technologies LTD)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, Period and the Special Escrow Period and shall treat such fund the Escrow Fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent Parent, and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.
Appears in 2 contracts
Samples: Security Agreement (Biomira Inc), Escrow Agreement (Biomira CORP)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent EUI and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization (Euniverse Inc), Agreement and Plan of Reorganization (Euniverse Inc)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent Healtheon and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Healtheon Corp), Asset Purchase Agreement (Healtheon Corp)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof. All income earned on the cash in the Escrow Fund, if any, shall become part of, and be held as an additional portion of, the Escrow Fund.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Iridex Corp), Asset Purchase Agreement (Taleo Corp)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and ------------------------- safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent Splash and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization (Splash Technology Holdings Inc), Agreement and Plan of Reorganization (Splash Technology Holdings Inc)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent or the Company's stockholders and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization (Russo Paul M), Agreement and Plan of Reorganization (Netscape Communications Corp)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent ISSI and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization (Integrated Silicon Solution Inc), Agreement and Plan of Reorganization (Integrated Silicon Solution Inc)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent Andromedia and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.
Appears in 1 contract
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, Period and shall treat such fund as a trust fund in accordance with the terms of this Agreement and not Seller as the property of Parent and shall hold and dispose owner of the Escrow Fund only in accordance with the terms hereoffor all tax purposes.
Appears in 1 contract
Protection of Escrow Fund. (ia) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent Prospect, Sub, ProCare or the Remainder Escrow Fund Recipients and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Prospect Medical Holdings Inc)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust an escrow fund in accordance with the terms of this Agreement and not as the property of Parent Buyer, and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Manhattan Associates Inc)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent and shall hold and dispose of the Escrow Fund only in accordance with the terms of this Article VIII and Section 2.10 hereof.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Align Technology Inc)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent or any Company Stockholder, and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Peregrine Systems Inc)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and ------------------------- safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent STG, and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.
Appears in 1 contract
Protection of Escrow Fund. (i) The Escrow Agent shall hold and ------------------------- safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent Xxxxxx and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.
Appears in 1 contract
Samples: Stock Purchase Agreement (Somera Communications Inc)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this † DESIGNATES PORTIONS OF THIS DOCUMENT THAT HAVE BEEN OMITTED PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT FILED SEPARATELY WITH THE COMMISSION Agreement and not as the property of Parent and shall hold and dispose of the Escrow Fund only in accordance with the terms hereofof this Article VIII.
Appears in 1 contract
Samples: Exclusive Technology Option Agreement (Omeros Corp)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust an escrow fund in accordance with the terms of this Agreement and not as the property of Parent and shall hold and dispose of the Escrow Fund only in accordance with the terms hereofof Section 8.4 Section 8.5 and Section 8.6, as applicable and only pursuant to their terms.
Appears in 1 contract
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent McAfee, and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.
Appears in 1 contract
Samples: Purchase and Assignment Agreement (McAfee Associates Inc)
Protection of Escrow Fund. (i) The Escrow Depositary Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in trust for the shareholders of the Company subject to and in accordance with the terms of this Agreement and not as the property of Parent and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.
Appears in 1 contract
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent and shall hold and dispose of the Escrow Fund only in accordance with the terms hereofhereof and the Escrow Agreement.
Appears in 1 contract
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent and shall hold and dispose of the Escrow Fund only in accordance with the terms hereofof this Article VII. Unless Parent and the Stockholder Representative jointly submit to the Escrow Agent written instructions directing otherwise, the funds shall be placed in a U.S. Bank interest bearing money market account.
Appears in 1 contract
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, Period and shall treat such fund as a trust fund in accordance with the terms of this Agreement and not Buyer as the property of Parent and shall hold and dispose owner of the Escrow Fund only in accordance with the terms hereoffor all Tax purposes.
Appears in 1 contract
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund the Escrow Fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent Acquiror and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Peoplesoft Inc)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent and shall hold and dispose of the Escrow Fund only in accordance with the terms hereofof this ARTICLE VIII.
Appears in 1 contract
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent NEON and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.
Appears in 1 contract
Samples: Share Acquisition Agreement (New Era of Networks Inc)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent Period and shall hold and dispose of the Escrow Fund only in accordance with the terms hereofof this SECTION 7.4(c).
Appears in 1 contract
Samples: Agreement and Plan of Merger (Nuance Communications, Inc.)
Protection of Escrow Fund. (i) The Parent shall cause the Escrow Agent shall to hold and safeguard the Escrow Fund during the Escrow Period, shall to treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent and shall hold and to dispose of the Escrow Fund only in accordance with the terms hereof.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (New Era of Networks Inc)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent and shall hold and dispose of the Escrow Fund only in accordance with the terms of this Article IX and Section 2.10 hereof.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Foxhollow Technologies, Inc.)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof. If at any time the Escrow Agent receives written instructions signed by each of the Seller and the Purchaser, it shall, without delay, take the action that is described in such instructions.
Appears in 1 contract
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Periodtheir existence, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Network Associates Inc)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent SCM and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.
Appears in 1 contract
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund Escrow Fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Tut Systems Inc)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent Street and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Homestore Com Inc)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent Acquiror and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Simplex Solutions Inc)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Periodrelevant escrow periods, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent and shall hold and dispose of the Escrow Fund only in accordance with the terms hereofof this Article VIII.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Sumtotal Systems Inc)
Protection of Escrow Fund. (ia) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund for the benefit of the Stockholders in accordance with the terms of this Agreement and not as the property of Parent Bionik, and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.
Appears in 1 contract
Protection of Escrow Fund. (ia) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent Period and shall hold and dispose of the Escrow Fund only in accordance with the terms hereofand conditions of the Escrow Agreement.
Appears in 1 contract
Protection of Escrow Fund. (ia) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Ask Jeeves Inc)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent Incyte and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Incyte Pharmaceuticals Inc)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and ------------------------- safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and the Escrow Agreement, and not as the property of the Parent and shall hold and dispose of the Escrow Fund only in accordance with the terms hereofhereof and thereof.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Looksmart LTD)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund Funds during the Escrow Periodtheir existence, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent Buyer and shall hold and dispose of the Escrow Fund Funds only in accordance with the terms hereof.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Fastcomm Communications Corp)
Protection of Escrow Fund. (i) The Escrow Depositary Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund Period in accordance with the terms of this Agreement and not as the property of Parent or the Surviving Corporation and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.
Appears in 1 contract
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent Aspec and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Aspec Technology Inc)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent SCM and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (SCM Microsystems Inc)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent and shall hold and dispose of the Escrow Fund only in accordance with the terms hereofof this Article VIII and Section 2.9.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Limelight Networks, Inc.)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund with no greater care than it gives its own similar property in accordance with the terms of this the Escrow Agreement and not as the property of Parent Acquirer and shall hold and dispose of the Escrow Fund only in accordance with the terms hereofhereof and of the Escrow Agreement.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Sirf Technology Holdings Inc)
Protection of Escrow Fund. (i) The Escrow Agent Depositary shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of the Parent and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.
Appears in 1 contract
Samples: Stamps Com Inc
Protection of Escrow Fund. (i) The Escrow Agent shall hold and ------------------------- safeguard the Escrow Fund during the Escrow Survival Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent the Buyer Indemnified Parties and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.
Appears in 1 contract
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund prior to its distribution in full and in accordance with the terms of this Agreement and not as the property of Parent Article VII and shall hold and dispose of the Escrow Fund only in accordance with the terms hereofof this Article VII.
Appears in 1 contract
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent Period and shall hold and dispose of the Escrow Fund only in accordance with the terms hereofof this SECTION 7.3(c).
Appears in 1 contract
Samples: Agreement and Plan of Merger (Nuance Communications, Inc.)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent Purchaser and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof. The parties to this Agreement authorize the Escrow Agent to invest the amounts in the Escrow Fund in a money market account at U.S. Bank, N.A., for the benefit of the Escrow Fund.
Appears in 1 contract
Samples: Asset Purchase Agreement (Somera Communications Inc)
Protection of Escrow Fund. (i) The Escrow Depositary Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Chell Group Corp)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.. 44
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Infoseek Corp /De/)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund Funds during the Escrow PeriodPeriods, shall treat such fund funds as a trust fund in accordance with the terms of this Agreement and not as the property of Parent either Peregrine or the Sellers, and shall hold and dispose of the Escrow Fund Funds only in accordance with the terms hereof.
Appears in 1 contract
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund prior to its distribution in full and in accordance with the terms of this Agreement and not as the property of Parent Article 8 and shall hold and dispose of the Escrow Fund only in accordance with the terms hereofterm of this Article 8.
Appears in 1 contract
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent and shall hold and dispose of the Escrow Fund only in accordance with the terms hereofof this ARTICLE VII.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Brocade Communications Systems Inc)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Tellabs Inc)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent and shall hold and dispose of the Escrow Fund only in accordance with the terms hereofof this ARTICLE X and Section 2.9.
Appears in 1 contract
Protection of Escrow Fund. (i) The Escrow Agent shall hold and ------------------------- safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent WMT, and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.
Appears in 1 contract
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent Recruitsoft and shall hold and dispose of the Escrow Fund only in accordance with the terms hereofhereof or pursuant to joint written instructions from Recruitsoft and the Stockholder Agent.
Appears in 1 contract
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust an escrow fund in accordance with the terms of this Agreement and not as the property of Parent and shall hold and dispose of the Escrow Fund only in accordance with the terms hereofof Section 8.4 and Section 8.5, as applicable, and only pursuant to their terms.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Fusion-Io, Inc.)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent ClickOver and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.
Appears in 1 contract
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow PeriodFund, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent Purchaser and shall hold and dispose of the Escrow Fund only in accordance with the terms hereofhereof and the Escrow Agreement.
Appears in 1 contract
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent Tarantella and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Tarantella Inc)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent or any Company Stockholder, and shall hold and dispose of the Escrow Fund only in accordance with the terms hereofof this Agreement.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Inktomi Corp)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent and shall hold and dispose of the Escrow Fund only in accordance with the terms hereofof this ARTICLE X and Section 2.13.
Appears in 1 contract
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow PeriodPeriod and until such later time as all deliveries of the Escrow Amount out of the Escrow Fund have been made, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent C1 and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Commerce One Inc)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent Period and shall hold and dispose of the Escrow Fund only in accordance with the terms hereofof this Section 7.4(c).
Appears in 1 contract
Samples: Agreement and Plan of Merger (Nuance Communications, Inc.)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow PeriodPeriod (as defined in Section 5(a) below), shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent and shall hold and dispose of the Escrow Fund only in accordance with the terms hereofset forth in this Agreement.
Appears in 1 contract
Samples: Escrow Agreement (Loudeye Corp)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent the Purchaser and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.
Appears in 1 contract
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Periodrelevant escrow periods in a segregated account specifically identified to the Shareholders and the Advisor, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent Buyer and shall hold and dispose of the Escrow Fund only in accordance with the terms hereofof the Escrow Agreement.
Appears in 1 contract
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof. The Escrow Fund shall not be subject to any lien, attachment, trustee process or any other judicial process of any creditor of any party hereto.
Appears in 1 contract
Samples: Share Acquisition Agreement (Concentric Network Corp)
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent any Indemnified Party or any Indemnifying Party, and shall hold and dispose of the Escrow Fund only in accordance with the terms hereofof this Article VI.
Appears in 1 contract
Protection of Escrow Fund. (i) The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow PeriodFund, shall treat such fund as a trust fund in accordance with the terms of this Agreement and not as the property of Parent and shall hold and dispose of the Escrow Fund only in accordance with the terms hereofof this ARTICLE VII.
Appears in 1 contract
