Provisions Concerning Escrow Agent. (a) The Escrow Agent shall be entitled to rely, and shall be protected in acting or refraining from acting, upon any instruction, document or instrument furnished to them hereunder and believed by it to be genuine and believed by it to have been signed or presented by Unique or the Shareholders. Nothing herein contained shall be deemed to impose upon the Escrow Agent any duty to exercise discretion, it being the intention hereof that the Escrow Agent shall not be obligated to act except upon written instructions or direction. The Escrow Agent shall not be liable for any action (or refraining from any action) taken by it in good faith and believed by it to be authorized or within the rights or powers conferred upon it in this Escrow Agreement or the Agreement. The Escrow Agent may consult with counsel of its choice and shall be fully protected and indemnified in acting or refraining to act in good faith in accordance with the opinion of such counsel.
Provisions Concerning Escrow Agent. The Escrow Agent shall perform his obligations hereunder subject to the following provisions.
Provisions Concerning Escrow Agent. The Escrow Agent shall perform her obligations hereunder subject to the following provisions.
Provisions Concerning Escrow Agent. Upon distribution of the Closing Documents held by the Escrow Agent in accordance with the Escrow, the Escrow Agent shall be relieved and released from any further liability or obligation hereunder. In the event of a dispute arising out of the administration of the Escrow or as to the right of any of the parties in or to the Closing Documents or the disposition thereof, or in the event the Escrow Agent, in good faith, is in doubt as to what action it should take hereunder, the Escrow Agent may, at its option, refuse to take any action hereunder, so long as such disagreement continues or such doubt exists. The Escrow Agent shall not be or become liable in any way to any person for its failure or refusal to act, and the Escrow Agent shall be entitled to continue to refrain from acting until (i) the rights of all parties have been fully and finally adjudicated by a court of competent jurisdiction; or (ii) all differences and all doubt shall have been resolved by agreement among all of the interested parties and the Escrow Agent shall have been notified thereof by written instrument signed by all such parties.
Provisions Concerning Escrow Agent
