Protection of Escrow Fund. 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 13 contracts
Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Great Lakes Dredge & Dock Corp), Merger Agreement (Airxcel Inc)
Protection of Escrow Fund. 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: Stock Exchange Agreement (8x8 Inc), Stock Purchase Agreement (Gametech International Inc), Escrow Agreement (Novothy Gerald R)
Protection of Escrow Fund. 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: Agreement and Plan of Reorganization (Western Micro Technology Inc), Asset Purchase Agreement (Western Micro Technology Inc), Asset Purchase Agreement (Western Micro Technology Inc)
Protection of Escrow Fund. 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: Merger Agreement (Amerinet Group Com Inc), Reorganization Agreement (Amerinet Group Com Inc), Merger Agreement (Amerinet Group Com Inc)
Protection of Escrow Fund. 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: Merger Agreement (Integrated Silicon Solution Inc), Agreement and Plan of Reorganization (Integrated Silicon Solution Inc)
Protection of Escrow Fund. 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. 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. 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: Purchase Agreement (Alternative Construction Company, Inc.), Asset Purchase Agreement (Alternative Construction Company, Inc.)
Protection of Escrow Fund. 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. 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. 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. 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 (Softbank Holdings Inc Et Al), Merger Agreement (First Virtual Holdings Inc)
Protection of Escrow Fund. 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
Protection of Escrow Fund. 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 or the Shareholders, 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. 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. The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund assets in accordance with the terms of this Agreement 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. 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
Protection of Escrow Fund. 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 Seller or Buyer, and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.
Appears in 1 contract
Samples: Escrow Agreement (Ski Lifts Inc)
Protection of Escrow Fund. 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. 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: Merger Agreement (Chell Group Corp)
Protection of Escrow Fund. 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 Buyer and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.
Appears in 1 contract
Protection of Escrow Fund. 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 Agree-ment and 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
Protection of Escrow Fund. 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 Seller or the Shareholders and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.
Appears in 1 contract
Protection of Escrow Fund. 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: Quota Purchase and Assignment Agreement (McAfee Associates Inc)
Protection of Escrow Fund. 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. 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. 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. 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
Samples: Merger Agreement (Polycom Inc)
Protection of Escrow Fund. 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 Exchange and Escrow Agreement and not as the property of Parent iGo and shall hold and dispose of the Escrow Fund only in accordance with the terms hereofhereof and thereof.
Appears in 1 contract
Samples: Merger Agreement (Igo Corp)
Protection of Escrow Fund. 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. 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
Samples: Agreement and Plan of Reorganization (Western Micro Technology Inc)
Protection of Escrow Fund. The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period and the AR 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 1 contract
Protection of Escrow Fund. 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
Samples: Merger Agreement (Logicvision Inc)
Protection of Escrow Fund. 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. 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. 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 Conceptus and shall hold and dispose of the Escrow Fund only in accordance with the terms hereofhereof and of the Exchange and Escrow Agreement.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Conceptus Inc)
Protection of Escrow Fund. 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. 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 and shall hold and dispose of the Escrow Fund Funds only in accordance with the terms hereof.
Appears in 1 contract
Samples: Merger Agreement (Netrix 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.
(ii) Any shares of Parent Common Stock or other equity securities issued or distributed by Parent (including shares issued upon a stock split or stock dividend) ("NEW SHARES") in respect of Parent Common Stock in the Escrow Fund which have not been released from
Appears in 1 contract
Protection of Escrow Fund. The Escrow Agent Custodian 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 Depository Agreement and not as the property of Parent iGo and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.hereof and thereof. CONFIDENTIAL TREATMENT REQUESTED
Appears in 1 contract
Samples: Asset Purchase Agreement (Igo Corp)
Protection of Escrow Fund. 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: Merger Agreement (Tarantella Inc)
Protection of Escrow Fund. 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
Samples: Merger Agreement (Clorox Co /De/)
Protection of Escrow Fund. 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 UTStarcom and shall hold and dispose of the Escrow Fund only in accordance with the terms hereof.
Appears in 1 contract
Samples: Assignment Agreement (Utstarcom Inc)
Protection of Escrow Fund. 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. The Earn-Out Escrow Agent shall hold and safeguard the Earn-Out Escrow Fund during the Earn-Out 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 Earn-Out Escrow Fund only in accordance with the terms hereof.
Appears in 1 contract
Samples: Asset Purchase Agreement (Interwave Communications International LTD)
Protection of Escrow Fund. 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 1 contract
Protection of Escrow Fund. The Escrow Agent shall hold and safeguard the Indemnification Escrow Fund during the Indemnification 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 Indemnification Escrow Fund Consideration only in accordance with the terms hereofof Section 1.5, Section 1.7(f), this Article VIII and the Escrow Agreement.
Appears in 1 contract
Samples: Share Purchase Agreement (Sirf Technology Holdings Inc)
Protection of Escrow Fund. 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
Samples: Agreement and Plan of Reorganization (Savoir Technology Group Inc/De)
Protection of Escrow Fund. 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. The Escrow Agent shall hold and safeguard the Escrow Fund during the Escrow Period, shall treat such fund as a trust fund funds 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 (Infospace Inc)
Protection of Escrow Fund. 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: Merger Agreement (Looksmart LTD)