Responsibility of the Escrow Agent. The Escrow Agent accepts the agency created by this Agreement upon the terms and conditions hereof and undertakes to perform such duties and only such duties as are specifically set forth herein. No provision of this Agreement shall be construed to relieve the Escrow Agent from liability for its own gross negligence or willful misconduct, except that:
Responsibility of the Escrow Agent. (a) If any party to this Agreement disagrees on anything connected with this escrow, (i) the Escrow Agent will not have to settle the matter, (ii) the Escrow Agent may wait for a settlement by appropriate legal proceedings or other means it may require, and in such event it will not be liable for interest or damages, and (iii) the Escrow Agent is entitled to hold the assets deposited in the Escrow Account pending settlement of the disagreement by any of the above means.
Responsibility of the Escrow Agent. The Company, the Administrative Agent and each of the Lenders appoint and designate the Escrow Agent as escrow agent for the purposes set forth herein, and the Escrow Agent owes no duty to any other person or entity by reason of this Escrow Agreement. The Escrow Agent accepts the duties expressly set forth in this Escrow Agreement and undertakes to perform only such duties relating thereto as are specifically set forth herein. The Escrow Agent shall have no duty to calculate or verify the calculation of any amounts, percentages or ratios to be determined hereunder and shall be entitled to conclusively rely on the amounts set forth in notices delivered to it hereunder. The parties hereto agree that the following terms and conditions shall govern and control with respect to the rights, duties, liabilities and immunities of the Escrow Agent hereunder.
Responsibility of the Escrow Agent. The Company and Chase appoint and designate the Escrow Agent as escrow agent for the purposes set forth herein, and the Escrow Agent owes no duty to any other person or entity by reason of this Escrow Agreement. The Escrow Agent accepts the duties expressly set forth in this Escrow Agreement and undertakes to perform only such duties relating thereto as are specifically set forth herein. The parties hereto agree that the following terms and conditions shall govern and control with respect to the rights, duties, liabilities and immunities of the Escrow Agent hereunder.
Responsibility of the Escrow Agent. The escrow Agent accepts the escrow arrangements set forth in this Escrow Agreement upon the terms and conditions hereof and undertakes to act solely as depository for the escrow funds, with no obligations to Security National, Capital Reserve, or the Shareholders except as specifically set forth herein. The Parties hereto agree that the following terms and conditions shall govern and control with respect to the rights, duties, liabilities and immunities of the Escrow Agent hereunder.
Responsibility of the Escrow Agent. Neither the Escrow Agent nor any of its directors, officers, agents, employees, affiliates, representatives or agents shall be liable (i) for any failure to invest or reinvest any cash in the Escrow Account in accordance herewith, provided that such Person shall be liable for its own gross negligence or willful misconduct (as determined by a court of competent jurisdiction in a final and non-appealable decision), (ii) for any losses incurred by reason of investments made by the Escrow Agent pursuant to Section 2.04 hereof or (iii) for any action taken or omitted to be taken by the Escrow Agent (x) in good faith in accordance with the advice of counsel with respect to any question as to the construction of any provision hereof or any action to be taken by the Escrow Agent hereunder or (y) in accordance with any instructions or other notice which the Escrow Agent believes in good faith to be properly given by the Assignor hereunder.
Responsibility of the Escrow Agent. The acceptance by the Escrow Agent of its duties under this Escrow Agreement is subject to the following terms and conditions, and the Parties to this Escrow Agreement hereby agree that such terms and conditions shall govern and control such Escrow Agent’s rights, duties, liabilities and immunities:
Responsibility of the Escrow Agent. (a) The Escrow Agent may act upon any instrument or other writing believed by it in good faith to be genuine and to have been signed or presented by the proper person and shall have no responsibility for determining the accuracy thereof. The Escrow Agent shall not be liable to any party hereto in connection with the performance of its duties hereunder, except for its own gross negligence, bad faith or willful misconduct. The Escrow Agent's duties shall be determined only with reference to this Agreement and applicable laws and the Escrow Agent is not charged with knowledge of, or any duties or responsibilities in connection with, any other document or agreement. If in doubt as to its duties and responsibilities hereunder, the Escrow Agent may consult with counsel of its choice and shall be protected in any action reasonably taken or omitted in connection with the advice or opinion of such counsel.
Responsibility of the Escrow Agent. (a) The Corporation and Golden Minerals acknowledge and agree that the Escrow Agent acts hereunder as an escrow agent only and (i) it shall be obligated only for the performance of such duties as are expressly and specifically set forth in this Escrow Agreement on its part to be performed, and no implied duties or obligations of any kind shall be read into this Escrow Agreement against or on the part of the Escrow Agent; (ii) it shall not be required to take notice of any default or to take any action with respect to such default involving any expense or liability, unless notice in writing of such default is formally given to the Escrow Agent by a party, and unless it is indemnified and funded, in a manner satisfactory to it, by such party against such expense or liability; and (iii) it may rely on and shall be protected in acting or refraining from acting upon any written notice, instruction (including, without limitation, wire transfer instructions, whether incorporated herein or provided in a separate written instruction), instrument, statement, certificate, request or other document furnished to it hereunder and believed by it to be genuine and to have been signed or presented by the proper Person or Persons, and shall have no responsibility for determining the accuracy thereof.
Responsibility of the Escrow Agent. The Escrow Agent hereby accepts ---------------------------------- the escrow created by this Escrow Agreement and agrees to serve in the capacity of Escrow Agent hereunder in accordance with the terms and conditions hereof. The Escrow Agent shall not incur liability to any party for damages, losses or expenses, except for its own gross negligence or willful misconduct and:
