Suspension of Performance or Disbursement Into Court. If, at any time, there shall exist any dispute between Company, Escrow Agent, any Subscriber or any other person with respect to the holding or disposition of any portion of the Escrow Funds or any other obligations of Escrow Agent hereunder, or if at any time Escrow Agent is unable to determine, to Escrow Agent's sole satisfaction, the proper disposition of any portion of the Escrow Funds or Escrow Agent's proper actions with respect to its obligations hereunder, or if Company has not within thirty (30) days of the furnishing by Escrow Agent of a notice of resignation pursuant to Section 7 hereof appointed a successor Escrow Agent to act hereunder, then Escrow Agent may, in its sole discretion, take either or both of the following actions: a. suspend the performance of any of its obligations under this Escrow Agreement until such dispute or uncertainty shall be resolved to the sole satisfaction of Escrow Agent or until a successor Escrow Agent shall have been appointed (as the case may be); provided however, that Escrow Agent shall continue to invest the Escrow Funds in accordance with Section 6 hereof; and/or b. petition (by means of an interpleader action or any other appropriate method) any court of competent jurisdiction in the State of Florida, for instructions with respect to such dispute or uncertainty, and pay into such court all funds held by it in the Escrow Funds for holding and disposition in accordance with the instructions of such court. Escrow Agent shall have no liability to Company, any Subscriber or any other person with respect to any such suspension of performance or disbursement into court, specifically including any liability or
Appears in 2 contracts
Samples: Escrow Agreement (Pods Inc), Escrow Agreement (Pods Inc)
Suspension of Performance or Disbursement Into Court. If, at any time, (i) there shall exist any dispute between CompanyPlacement Agent, Issuer, Escrow Agent, any Subscriber or any other person with respect to the holding or disposition of all or any portion of the Escrow Funds or any other obligations of Escrow Agent hereunder, or (ii) if at any time Escrow Agent is unable to determine, to Escrow Agent's ’s sole satisfaction, the proper disposition of all or any portion of the Escrow Funds or Escrow Agent's ’s proper actions with respect to its obligations hereunder, or (iii) if Company has Placement Agent and Issuer have not within thirty (30) 30 days of the furnishing by Escrow Agent of a notice of resignation pursuant to Section 7 hereof appointed a successor Escrow Agent to act hereunder, then Escrow Agent may, in its sole discretion, take either or both of the following actions:
a. suspend the performance of any of its obligations (including without limitation any disbursement obligations) under this Escrow Agreement until such dispute or uncertainty shall be resolved to the sole satisfaction of Escrow Agent or until a successor Escrow Agent shall have been appointed (as the case may be); provided however, that Escrow Agent shall continue to invest the Escrow Funds in accordance with Section 6 hereof; and/or
b. petition (by means of an interpleader action or any other appropriate method) any court of competent jurisdiction in the State of Floridaany venue convenient to Escrow Agent, for instructions with respect to such dispute or uncertainty, and to the extent required or permitted by law, pay into such court all funds held by it in the Escrow Funds for holding and disposition in accordance with the instructions of such court. Escrow Agent shall have no liability to CompanyPlacement Agent, Issuer, any Subscriber or any other person with respect to any such suspension of performance or disbursement into court, specifically including any liability oror claimed liability that may arise, or be alleged to have arisen, out of or as a result of any delay in the disbursement of the Escrow Funds or any delay in or with respect to any other action required or requested of Escrow Agent.
Appears in 2 contracts
Samples: Escrow Agreement (Blue Sphere Corp.), Escrow Agreement (Blue Sphere Corp.)
Suspension of Performance or Disbursement Into Court. If, at any time, (i) there shall exist any dispute between CompanyIssuer, Escrow Agent, any Subscriber or any other person with respect to the holding or disposition of all or any portion of the Escrow Funds or any other obligations of Escrow Agent hereunder, or (ii) if at any time Escrow Agent is unable to determine, to Escrow Agent's ’s sole satisfaction, the proper disposition of all or any portion of the Escrow Funds or Escrow Agent's ’s proper actions with respect to its obligations hereunder, or (iii) if Company Issuer has not within thirty (30) 30 days of the furnishing by Escrow Agent of a notice of resignation pursuant to Section 7 14 hereof appointed a successor Escrow Agent to act hereunder, then Escrow Agent may, in its sole discretion, take either or both of the following actions:
a. suspend the performance of any of its obligations (including without limitation any disbursement obligations) under this Escrow Agreement until such dispute or uncertainty shall be resolved to the sole satisfaction of Escrow Agent or until a successor Escrow Agent shall have been appointed (as the case may be); provided however, that Escrow Agent shall continue to invest the Escrow Funds in accordance with Section 6 hereof; and/or.
b. petition (by means of an interpleader action or any other appropriate method) any court of competent jurisdiction in the State of Floridaany venue convenient to Escrow Agent, for instructions with respect to such dispute or uncertainty, and to the extent required or permitted by law, pay into such court all funds held by it in the Escrow Funds for holding and disposition in accordance with the instructions of such court. Escrow Agent shall have no liability to CompanyIssuer, any Subscriber or any other person with respect to any such suspension of performance or disbursement into court, specifically including any liability oror claimed liability that may arise, or be alleged to have arisen, out of or as a result of any delay in the disbursement of the Escrow Funds or any delay in or with respect to any other action required or requested of Escrow Agent.
Appears in 2 contracts
Samples: Subscription Escrow Agreement (Muscle Maker, Inc.), Subscription Escrow Agreement (Ronco Brands, Inc.)
Suspension of Performance or Disbursement Into Court. If, at any time, there shall exist any dispute between Placement Agents, Company, Escrow AgentHolder, any Subscriber or any other person with respect to the holding or disposition of any portion of the funds held in Escrow Funds or any other obligations of Escrow Agent Holder hereunder, or if at any time Escrow Agent Holder is unable to determine, to Escrow AgentHolder's sole satisfaction, the proper disposition of any portion of the funds and other property held in Escrow Funds or Escrow AgentHolder's proper actions with respect to its obligations hereunder, or if Placement Agents and Company has have not within thirty (30) 30 days of the furnishing by Escrow Agent Holder of a notice of resignation pursuant to Section 7 8 hereof appointed a successor Escrow Agent Holder to act hereunder, then Escrow Agent Holder may, in its sole discretion, take either or both of the following actions:
a. suspend the performance of any of its obligations under this Escrow Agreement until such dispute or uncertainty shall be resolved to the sole satisfaction of Escrow Agent Holder or until a successor Escrow Agent Holder shall have been appointed (as the case may be); provided however, that Escrow Agent Holder shall continue to invest the Escrow Funds in accordance with Section 6 3 hereof; and/or
b. petition (by means of an interpleader action or any other appropriate method) any court of competent jurisdiction in the State of Florida, for instructions with respect to such dispute or uncertainty, and pay into such court all funds and other property held by it in the Escrow Funds for holding and disposition in accordance with the instructions of such court. Escrow Agent Holder shall have no liability to Placement Agents, Company, any Subscriber subscriber or any other person with respect to any such suspension of performance or disbursement into court, specifically including any liability oror claimed liability that may arise, or be alleged to have arisen, out of or as a result of any delay in the disbursement of funds held in Escrow or any delay in or with respect to any other action required or requested of Escrow Holder.
Appears in 2 contracts
Samples: Escrow Agreement (Comstar Net Inc), Escrow Agreement (Comstar Net Inc)
Suspension of Performance or Disbursement Into Court. If, at any time, there shall exist any dispute between Agent, Company, Escrow Agent, any Subscriber or any other person with respect to the holding or disposition of any portion of the Escrow Funds or any other obligations of Escrow Agent hereunder, or if at any time Escrow Agent is unable to determine, to Escrow Agent's sole satisfaction, the proper disposition of any portion of the Escrow Funds or Escrow Agent's proper actions with respect to its obligations hereunder, or if Agent and Company has have not within thirty (30) 30 days of the furnishing by Escrow Agent of a notice of resignation pursuant to Section 7 hereof appointed a successor Escrow Agent to act hereunder, then Escrow Agent may, in its sole discretion, take either or both of the following actions:
a. suspend Suspend the performance of any of its obligations under this Escrow Agreement until such dispute or uncertainty shall be resolved to the sole satisfaction of Escrow Agent or until a successor Escrow Agent shall have been appointed (as the case may be); provided however, that Escrow Agent shall continue to invest the Escrow Funds in accordance with Section 6 hereof; and/or
b. petition Petition (by means of an interpleader action or any other appropriate method) any court of competent jurisdiction in the State of FloridaCharlotte, North Carolina, for instructions with respect to such dispute or uncertainty, and pay into such court all funds held by it in the Escrow Funds for holding and disposition in accordance with the instructions of such court. Escrow Agent shall have no liability to Agent, Company, any Subscriber or any other person with respect to any such suspension of performance or disbursement into court, specifically including any liability oror claimed liability that may arise, or be alleged to have arisen, out of or as a result of any delay in the disbursement of funds held in the Escrow Funds or any delay in or with respect to any other action required or requested of Escrow Agent.
Appears in 2 contracts
Samples: Escrow Agreement (Apple Residential Income Trust Inc), Escrow Agreement (Apple Residential Income Trust Inc)
Suspension of Performance or Disbursement Into Court. If, at any time, (i) there shall exist any dispute between CompanyPlacement Agent, Issuer, Escrow Agent, any Subscriber or any other person with respect to the holding or disposition of all or any portion of the Escrow Funds or any other obligations of Escrow Agent hereunder, or (ii) if at any time Escrow Agent is unable to determine, to Escrow Agent's ’s sole satisfaction, the proper disposition of all or any portion of the Escrow Funds or Escrow Agent's ’s proper actions with respect to its obligations hereunder, or (iii) if Company has Placement Agent and Issuer have not within thirty (30) 30 days of the furnishing by Escrow Agent of a notice of resignation pursuant to Section 7 13 hereof appointed a successor Escrow Agent to act hereunder, then Escrow Agent may, in its sole discretion, take either or both of the following actions:
a. suspend the performance of any of its obligations (including without limitation any disbursement obligations) under this Escrow Agreement until such dispute or uncertainty shall be resolved to the sole satisfaction of Escrow Agent or until a successor Escrow Agent shall have been appointed (as the case may be); provided however, that Escrow Agent shall continue to invest the Escrow Funds in accordance with Section 6 hereof; and/or.
b. petition (by means of an interpleader action or any other appropriate method) any court of competent jurisdiction in the State of Floridaany venue convenient to Escrow Agent, for instructions with respect to such dispute or uncertainty, and to the extent required or permitted by law, pay into such court all funds held by it in the Escrow Funds Funds, for holding and disposition in accordance with the instructions of such court. Escrow Agent shall have no liability to CompanyPlacement Agent, Issuer, Processing Agent any Subscriber or any other person with respect to any such suspension of performance or disbursement into court, specifically including any liability oror claimed liability that may arise, or be alleged to have arisen out of or as a result of any delay in the disbursement of the Escrow Funds or any delay in or with respect to any other action required or requested of Escrow Agent.
Appears in 2 contracts
Samples: Escrow Agreement (HPS Corporate Lending Fund), Escrow Agreement (HPS Corporate Lending Fund)
Suspension of Performance or Disbursement Into Court. If, at any time, (i) there shall exist any dispute between CompanySI Securities, Issuer, Escrow Agent, any Subscriber or any other person with respect to the holding or disposition of all or any portion of the Escrow Funds or any other obligations of Escrow Agent hereunder, or (ii) if at any time Escrow Agent is unable to determine, to Escrow Agent's sole ’s reasonable satisfaction, the proper disposition of all or any portion of the Escrow Funds or Escrow Agent's ’s proper actions with respect to its obligations hereunder, or (iii) if Company has SI Securities and Issuer have not within thirty (30) 30 days of the furnishing by Escrow Xxxxxx Agent of a notice of resignation pursuant to Section 7 hereof appointed a successor Escrow Xxxxxx Agent to act hereunder, then Escrow Agent may, in its sole reasonable discretion, take either or both of the following actions:
a. suspend the performance of any of its obligations (including without limitation any disbursement obligations) under this Escrow Agreement until such dispute or uncertainty shall be resolved to the sole satisfaction of Escrow Agent or until a successor Escrow Agent shall have been appointed (as the case may be); provided however, that Escrow Agent shall continue to invest the Escrow Funds in accordance with Section 6 hereof; and/or.
b. petition (by means of an interpleader action or any other appropriate method) any court of competent jurisdiction in the State of Floridaany venue convenient to Escrow Agent, for instructions with respect to such dispute or uncertainty, and to the extent required or permitted by law, pay into such court all funds held by it in the Escrow Funds for holding and disposition in accordance with the instructions of such court. Escrow Agent shall have no liability to CompanyIssuer, any Subscriber or any other person with respect to any such suspension of performance or disbursement into court, specifically including any liability oror claimed liability that may arise, or be alleged to have arisen, out of or as a result of any delay in the disbursement of the Escrow Funds or any delay in or with respect to any other action required or requested of Escrow Agent.
Appears in 2 contracts
Samples: Escrow Agreement (Nixplay Inc), Escrow Agreement (Miso Robotics, Inc.)
Suspension of Performance or Disbursement Into Court. If, at any time, (i) there shall exist any dispute between CompanySI Securities, Issuer, Escrow Agent, any Subscriber or any other person with respect to the holding or disposition of all or any portion of the Escrow Funds or any other obligations of Escrow Agent hereunder, or (ii) if at any time Escrow Agent is unable to determine, to Escrow Agent's sole ’s reasonable satisfaction, the proper disposition of all or any portion of the Escrow Funds or Escrow Agent's ’s proper actions with respect to its obligations hereunder, or (iii) if Company has SI Securities and Issuer have not within thirty (30) 30 days of the furnishing by Escrow Agent of a notice of resignation pursuant to Section 7 hereof appointed a successor Escrow Agent to act hereunder, then Escrow Agent may, in its sole reasonable discretion, take either or both of the following actions:
a. (a) suspend the performance of any of its obligations (including without limitation any disbursement obligations) under this Escrow Agreement until such dispute or uncertainty shall be resolved to the sole satisfaction of Escrow Agent or until a successor Escrow Agent shall have been appointed (as the case may be); provided however, that Escrow Agent shall continue to invest the Escrow Funds in accordance with Section 6 hereof; and/or.
b. (b) petition (by means of an interpleader action or any other appropriate method) any court of competent jurisdiction in the State of Floridaany venue convenient to Escrow Agent, for instructions with respect to such dispute or uncertainty, and to the extent required or permitted by law, pay into such court all funds held by it in the Escrow Funds for holding and disposition in accordance with the instructions of such court. Escrow Agent shall have no liability to CompanyIssuer, any Subscriber or any other person with respect to any such suspension of performance or disbursement into court, specifically including any liability oror claimed liability that may arise, or be alleged to have arisen, out of or as a result of any delay in the disbursement of the Escrow Funds or any delay in or with respect to any other action required or requested of Escrow Agent.
Appears in 1 contract
Samples: Escrow Agreement (AppMail, Inc.)
Suspension of Performance or Disbursement Into Court. If, at any time, (i) there shall exist any dispute between CompanyPlacement Agent, Issuer, Escrow Agent, any Subscriber or any other person with respect to the holding or disposition of all or any portion of the Escrow Funds or any other obligations of Escrow Agent hereunder, or (ii) if at any time Escrow Agent is unable to determine, to Escrow Agent's ’s sole satisfaction, the proper disposition of all or any portion of the Escrow Funds or Escrow Agent's ’s proper actions with respect to its obligations hereunder, or (iii) if Company has Placement Agent and Issuer have not within thirty (30) 30 days of the furnishing by Escrow Agent of a notice of resignation pursuant to Section 7 13 hereof appointed a successor Escrow Xxxxxx Agent to act hereunder, then Escrow Xxxxxx Agent may, in its sole discretion, take either or both of the following actions:
a. suspend the performance of any of its obligations (including without limitation any disbursement obligations) under this Escrow Agreement until such dispute or uncertainty shall be resolved to the sole satisfaction of Escrow Agent or until a successor Escrow Agent shall have been appointed (as the case may be); provided however, that Escrow Agent shall continue to invest the Escrow Funds in accordance with Section 6 hereof; and/or.
b. petition (by means of an interpleader action or any other appropriate method) any court of competent jurisdiction in the State of Floridaany venue convenient to Escrow Agent, for instructions with respect to such dispute or uncertainty, and to the extent required or permitted by law, pay into such court all funds held by it in the Escrow Funds Funds, for holding and disposition in accordance with the instructions of such court. Escrow Agent shall have no liability to CompanyPlacement Agent, Issuer, any Subscriber or any other person with respect to any such suspension of performance or disbursement into court, specifically including any liability oror claimed liability that may arise, or be alleged to have arisen out of or as a result of any delay in the disbursement of the Escrow Funds or any delay in or with respect to any other action required or requested of Escrow Agent.
Appears in 1 contract
Suspension of Performance or Disbursement Into Court. If, at any time, (i) there shall exist any dispute between CompanyBroker, Managing Broker, Issuer, Escrow Agent, any Subscriber or any other person with respect to the holding or disposition of all or any portion of the Escrow Funds or any other obligations of Escrow Agent hereunder, or (ii) if at any time Escrow Agent is unable to determine, to Escrow Agent's sole ’s reasonable satisfaction, the proper disposition of all or any portion of the Escrow Funds or Escrow Agent's ’s proper actions with respect to its obligations hereunder, or (iii) if Company has Managing Broker and Issuer have not within thirty (30) 30 days of the furnishing by Escrow Agent of a notice of resignation pursuant to Section 7 hereof appointed a successor Escrow Agent to act hereunder, then Escrow Agent may, in its sole reasonable discretion, take either or both of the following actions:
a. suspend the performance of any of its obligations (including without limitation any disbursement obligations) under this Escrow Agreement until such dispute or uncertainty shall be resolved to the sole satisfaction of Escrow Agent or until a successor Escrow Agent shall have been appointed (as the case may be); provided however, that Escrow Agent shall continue to invest the Escrow Funds in accordance with Section 6 hereof; and/or.
b. petition (by means of an interpleader action or any other appropriate method) any court of competent jurisdiction in the State of Floridaany venue convenient to Escrow Agent, for instructions with respect to such dispute or uncertainty, and to the extent required or permitted by law, pay into such court all funds held by it in the Escrow Funds for holding and disposition in accordance with the instructions of such court. Escrow Agent shall have no liability to CompanyBroker, Issuer, any Subscriber or any other person with respect to any such suspension of performance or disbursement into court, specifically including any liability oror claimed liability that may arise, or be alleged to have arisen, out of or as a result of any delay in the disbursement of the Escrow Funds or any delay in or with respect to any other action required or requested of Escrow Agent.
Appears in 1 contract
Samples: Escrow Agreement (Knightscope, Inc.)
Suspension of Performance or Disbursement Into Court. If, at any time, there shall exist any dispute between CompanyUnderwriter, Issuer, Escrow Agent, any Subscriber or any other person with respect to the holding or disposition of any portion of the Escrow Funds or any other obligations of Escrow Agent hereunder, or if at any time Escrow Agent is unable to determine, to Escrow Agent's sole satisfaction, the proper disposition of any portion of the Escrow Funds or Escrow Agent's proper actions with respect to its obligations hereunder, or if Company has Underwriter and Issuer have not within thirty (30) 30 days of the furnishing by Escrow Agent of a notice of resignation pursuant to Section 7 hereof hereof, appointed a successor Escrow Agent to act hereunder, then Escrow Agent may, in its sole discretion, take either or both of or the following actions:
a. suspend the performance of any of its obligations under this Escrow Agreement until such dispute or uncertainty shall be resolved to the sole satisfaction of Escrow Agent or until a successor Escrow Agent shall have been appointed (as the case may be); provided provided, however, that Escrow Agent shall continue to invest the Escrow Funds in accordance with Section 6 hereof; and/or
b. petition (by means of an interpleader action or any other appropriate method) any court of competent jurisdiction in the State of FloridaCharlotte, North Carolina, for instructions with respect to such dispute or uncertainty, and pay into such court all funds held by it in the Escrow Funds for holding and disposition in accordance with the instructions of such court. Escrow Agent shall have no liability to CompanyUnderwriter, Issuer, any Subscriber or any other person with respect to any such suspension of performance or disbursement into court, specifically including any liability oror claimed liability that may arise, or be alleged to have arisen, out of or as a result of any delay in the disbursement of funds held in the Escrow Funds or any delay in or with respect to any other action required or requested of Escrow Agent.
Appears in 1 contract
Samples: Escrow Agreement (Southeast Interactive Technology Fund I LLC)
Suspension of Performance or Disbursement Into Court. If, at any time, there shall exist any dispute between the Company, the Escrow Agent, any Subscriber or any other person with respect to the holding or disposition of any portion of the Escrow Funds or any other obligations of the Escrow Agent hereunder, or if at any time the Escrow Agent is unable to determine, to the Escrow Agent's sole ’s reasonable satisfaction, the proper disposition of any portion of the Escrow Funds or the Escrow Agent's ’s proper actions with respect to its obligations hereunder, or if the Company has not within thirty (30) 30 days of the furnishing by the Escrow Agent of a notice of resignation pursuant to Section 7 10 hereof appointed a successor Escrow Agent to act hereunder, then the Escrow Agent may, in its sole discretion, consult legal counsel selected by it and take either or both of the following actions:
a. suspend Suspend the performance of any of its obligations under this Escrow Agreement until such dispute or uncertainty shall be resolved to the sole reasonable satisfaction of the Escrow Agent or until a successor Escrow Agent shall have been appointed (as the case may be); provided provided, however, that the Escrow Agent shall continue to invest the Escrow Funds in accordance with Section 6 8 hereof; and/or
b. petition Petition (by means of an interpleader action or any other appropriate method) any court of competent jurisdiction in the State of FloridaDavidson County, Tennessee, for instructions with respect to such dispute or uncertainty, and pay into such court all funds held by it in the Escrow Funds for holding and disposition in accordance with the instructions of such court, and the Escrow Agent shall thereupon be discharged from all further duties under this Escrow Agreement. The Escrow Agent shall have no liability to the Company, any Subscriber or any other person with respect to any such suspension of performance or disbursement into court, specifically including any liability oror claimed liability that may arise, or be alleged to have arisen, out of or as a result of any delay in the disbursement of funds held in the Escrow Funds or any delay in or with respect to any other action required or requested of the Escrow Agent, except in instances of the Escrow Agent’s gross negligence or willful misconduct.
Appears in 1 contract
Suspension of Performance or Disbursement Into Court. If, at any time, there shall exist any dispute between Company, Escrow Agent, any Subscriber or any other person with respect to the holding or disposition of any portion of the Escrow Funds or any other obligations of Escrow Agent hereunder, or if at any time Escrow Agent is unable to determine, to Escrow Agent's sole satisfaction, the proper disposition of any portion of the Escrow Funds or Escrow Agent's proper actions with respect to its obligations hereunder, or if Company has not within thirty (30) days of the furnishing by Escrow Agent of a notice of resignation pursuant to Section 7 hereof appointed a successor Escrow Agent to act hereunder, then Escrow Agent may, in its sole discretion, take either or both of the following actions:
a. suspend the performance of any of its obligations under this Escrow Agreement until such dispute or uncertainty shall be resolved to the sole satisfaction of Escrow Agent or until a successor Escrow Agent shall have been appointed (as the case may be); provided however, that Escrow Agent shall continue to invest the Escrow Funds in accordance with Section 6 hereof; and/or
b. petition (by means of an interpleader action or any other appropriate method) any court of competent jurisdiction in the State of Tampa, Florida, for instructions with respect to such dispute or uncertainty, and pay into such court all funds held by it in the Escrow Funds for holding and disposition in accordance with the instructions of such court. Escrow Agent shall have no liability to Company, any Subscriber or any other person with respect to any such suspension of performance or disbursement into court, specifically including any liability oror claimed liability that may arise, or be alleged to have arisen, out of or as a result of any delay in the disbursement of funds held in the Escrow Funds or any delay in or with respect to any other action required or requested of Escrow Agent.
Appears in 1 contract
Samples: Escrow Agreement (Pods Inc)
Suspension of Performance or Disbursement Into Court. If, at any time, (i) there shall exist any dispute between Companyor among SI Securities, Issuer, Escrow Agent, any Subscriber or any other person with respect to the holding or disposition of all or any portion of the Escrow Funds or any other obligations of Escrow Agent hereunder, or (ii) if at any time Escrow Agent is unable to determinedetermine (including by requesting written direction from Issuer and/or SI Securities), to Escrow Agent's sole ’s reasonable satisfaction, the proper disposition of all or any portion of the Escrow Funds or Escrow Agent's ’s proper actions with respect to its obligations hereunder, or (iii) if Company has not SI Securities and Issuer have not, within thirty (30) days of the furnishing by Escrow Agent of a notice of resignation pursuant to Section 7 hereof hereof, appointed a successor Escrow Agent to act hereunder, then Escrow Agent may, in its sole reasonable discretion, take either or both of the following actions:
a. suspend the performance of any of its obligations (including without limitation any disbursement obligations) under this Escrow Agreement until such dispute or uncertainty shall be resolved to the sole satisfaction of Escrow Agent or until a successor Escrow Agent shall have been appointed (as the case may be); provided however, that Escrow Agent shall continue to invest the Escrow Funds in accordance with Section 6 hereof; and/orand
b. petition (by means of an interpleader action or any other appropriate method) any court of competent jurisdiction in the State of Floridaany venue convenient to Escrow Agent, for instructions with respect to such dispute or uncertainty, and to the extent required or permitted by law, pay into such court all funds held by it in the Escrow Funds for holding and disposition in accordance with the instructions of such court. Escrow Agent shall have no liability to CompanyIssuer, any Subscriber or any other person with respect to any such suspension of performance or disbursement into court, specifically including any liability oror claimed liability that may arise, or be alleged to have arisen, out of or as a result of any delay in the disbursement of the Escrow Funds or any delay in or with respect to any other action required or requested of Escrow Agent.
Appears in 1 contract
Suspension of Performance or Disbursement Into Court. If, at any time, there shall exist any dispute between CompanyCapital Tech, Escrow Agent, any Subscriber or any other person with respect to the holding or disposition of any portion of the Escrow Funds or any other obligations of Escrow Agent hereunder, or if at any time Escrow Agent is unable to determine, to Escrow Agent's sole satisfaction, the proper disposition of any portion of the Escrow Funds or Escrow Agent's proper actions with respect to its obligations hereunder, or if Company Capital Tech has not within thirty (30) 30 days of the furnishing by Escrow Agent of a notice of resignation pursuant to Section 7 hereof appointed a successor Escrow Agent to act hereunder, then Escrow Agent may, in its sole discretion, take either or both of the following actions:
a. suspend the performance of any of its obligations under this Escrow Agreement until such dispute or uncertainty shall be resolved to the sole satisfaction of Escrow Agent or until a successor Escrow Agent shall have been appointed (as the case may be); provided however, that Escrow Agent shall continue to invest the Escrow Funds in accordance with Section 6 hereof; , and/or
b. petition (by means of an interpleader action or any other appropriate method) any court of competent jurisdiction in the State of FloridaDenver, Colorado, for instructions with respect to such dispute or uncertainty, and pay into such court all funds held by it in the Escrow Funds for holding and disposition in accordance with the instructions of such court. Escrow Agent shall have no liability to CompanyCapital Tech, any Subscriber or any other person with respect to any such suspension of performance or disbursement into court, specifically including any liability oror claimed liability that may arise, or be alleged to have arisen, out of or as a result of any delay in the disbursement of funds held in the Escrow Funds or any delay in or with respect to any other action required or requested of Escrow Agent.
Appears in 1 contract
Samples: Escrow Agreement (Capital Tech Inc)
Suspension of Performance or Disbursement Into Court. If, at any time, (i) there shall exist any dispute between CompanyBoustead, SI Securities, Issuer, Escrow Agent, any Subscriber or any other person with respect to the holding or disposition of all or any portion of the Escrow Funds or any other obligations of Escrow Agent hereunder, or (ii) if at any time Escrow Agent is unable to determine, to Escrow Agent's sole ’s reasonable satisfaction, the proper disposition of all or any portion of the Escrow Funds or Escrow Agent's ’s proper actions with respect to its obligations hereunder, or (iii) if Company has Boustead, SI Securities, and Issuer have not within thirty (30) 30 days of the furnishing by Escrow Agent of a notice of resignation pursuant to Section 7 hereof appointed a successor Escrow Agent to act hereunder, then Escrow Agent may, in its sole reasonable discretion, take either or both of the following actions:
a. suspend the performance of any of its obligations (including without limitation any disbursement obligations) under this Escrow Agreement until such dispute or uncertainty shall be resolved to the sole satisfaction of Escrow Agent or until a successor Escrow Agent shall have been appointed (as the case may be); provided however, that Escrow Agent shall continue to invest the Escrow Funds in accordance with Section 6 hereof; and/or.
b. petition (by means of an interpleader action or any other appropriate method) any court of competent jurisdiction in the State of Floridaany venue convenient to Escrow Agent, for instructions with respect to such dispute or uncertainty, and to the extent required or permitted by law, pay into such court all funds held by it in the Escrow Funds for holding and disposition in accordance with the instructions of such court. This Escrow Agent shall have no liability to CompanyAgreement has been duly approved by all necessary corporate action, any Subscriber or any other person with respect to any such suspension of performance or disbursement into court, specifically including any liability ornecessary shareholder or membership approval, has been executed by its duly authorized officers, and constitutes its valid and binding agreement, enforceable in accordance with its terms.
Appears in 1 contract
Samples: Escrow Agreement (Soliton, Inc.)
Suspension of Performance or Disbursement Into Court. If, at any time, there shall exist any dispute between CompanyIssuer, Escrow Agent, any Subscriber or any other person with respect to the holding or disposition of any portion of the Escrow Funds or any other obligations of Escrow Agent hereunder, or if at any time Escrow Agent is unable to determine, to Escrow Agent's sole satisfaction, the proper disposition of any portion of the Escrow Funds or Escrow Agent's proper actions with respect to its obligations hereunder, or if Company Issuer has not within thirty (30) 30 days of the furnishing by Escrow Agent of a notice of resignation pursuant to Section 7 hereof appointed a successor Escrow Agent to act hereunder, then Escrow Agent may, in its sole discretion, take either or both of the following actions:
a. suspend the performance of any of its obligations under this Escrow Agreement until such dispute or uncertainty shall be resolved to the sole satisfaction of Escrow Agent or until a successor Escrow Agent shall have been appointed (as the case may be); provided however, that Escrow Agent shall continue to invest the Escrow Funds in accordance with Section 6 hereof; and/or
b. petition (by means of an interpleader action or any other appropriate method) any court of competent jurisdiction in the State of FloridaRichmond,Virginia, for instructions with respect to such dispute or uncertainty, and pay into such court all funds held by it in the Escrow Funds for holding and disposition in accordance with the instructions of such court. Escrow Agent shall have no liability to CompanyIssuer, any Subscriber or any other person with respect to any such suspension of performance or disbursement into court, specifically including any liability oror claimed liability that may arise, or be alleged to have arisen, out of or as a result of any delay in the disbursement of funds held in the Escrow Funds or any delay in or with respect to any other action required or requested of Escrow Agent.
Appears in 1 contract
Samples: Escrow Agreement (JTH Tax Inc)
Suspension of Performance or Disbursement Into Court. If, at any time, (i) there shall exist any dispute between CompanyNCPS, SeedInvest, Issuer, Escrow Agent, any Subscriber or any other person with respect to the holding or disposition of all or any portion of the Escrow Funds or any other obligations of Escrow Agent hereunder, or (ii) if at any time Escrow Agent is unable to determine, to Escrow Agent's sole reasonable satisfaction, the proper disposition of all or any portion of the Escrow Funds or Escrow Agent's proper actions with respect to its obligations hereunder, or (iii) if Company has NCPS and Issuer have not within thirty (30) 30 days of the furnishing by Escrow Agent of a notice of resignation pursuant to Section 7 hereof appointed a successor Escrow Agent to act hereunder, then Escrow Agent may, in its sole reasonable discretion, take either or both of the following actions:
a. suspend the performance of any of its obligations (including without limitation any disbursement obligations) under this Escrow Agreement until such dispute or uncertainty shall be resolved to the sole satisfaction of Escrow Agent or until a successor Escrow Agent shall have been appointed (as the case may be); provided however, that Escrow Agent shall continue to invest the Escrow Funds in accordance with Section 6 hereof; and/or.
b. petition (by means of an interpleader action or any other appropriate method) any court of competent jurisdiction in the State of Floridaany venue convenient to Escrow Agent, for instructions with respect to such dispute or uncertainty, and to the extent required or permitted by law, pay into such court all funds held by it in the Escrow Funds for holding and disposition in accordance with the instructions of such court. Escrow Agent shall have no liability to CompanySeedInvest, Issuer, any Subscriber or any other person with respect to any such suspension of performance or disbursement into court, specifically including any liability oror claimed liability that may arise, or be alleged to have arisen, out of or as a result of any delay in the disbursement of the Escrow Funds or any delay in or with respect to any other action required or requested of Escrow Agent.
Appears in 1 contract
Samples: Escrow Agreement (WayBetter, Inc.)
Suspension of Performance or Disbursement Into Court. If, at any time, (i) there shall exist any dispute between CompanyBoustead, SI Securities, Issuer, Escrow Agent, any Subscriber or any other person with respect to the holding or disposition of all or any portion of the Escrow Funds or any other obligations of Escrow Agent hereunder, or (ii) if at any time Escrow Agent is unable to determine, to Escrow Agent's sole ’s reasonable satisfaction, the proper disposition of all or any portion of the Escrow Funds or Escrow Agent's ’s proper actions with respect to its obligations hereunder, or (iii) if Company has Boustead, SI Securities, and Issuer have not within thirty (30) 30 days of the furnishing by Escrow Agent of a notice of resignation pursuant to Section 7 hereof appointed a successor Escrow Agent to act hereunder, then Escrow Agent may, in its sole reasonable discretion, take either or both of the following actions:
a. suspend the performance of any of its obligations (including without limitation any disbursement obligations) under this Escrow Agreement until such dispute or uncertainty shall be resolved to the sole satisfaction of Escrow Agent or until a successor Escrow Agent shall have been appointed (as the case may be); provided however, that Escrow Agent shall continue to invest the Escrow Funds in accordance with Section 6 hereof; and/or.
b. petition (by means of an interpleader action or any other appropriate method) any court of competent jurisdiction in the State of Floridaany venue convenient to Escrow Agent, for instructions with respect to such dispute or uncertainty, and to the extent required or permitted by law, pay into such court all funds held by it in the Escrow Funds for holding and disposition in accordance with the instructions of such court. Escrow Agent shall have no liability to CompanyIssuer, any Subscriber or any other person with respect to any such suspension of performance or disbursement into court, specifically including any liability oror claimed liability that may arise, or be alleged to have arisen, out of or as a result of any delay in the disbursement of the Escrow Funds or any delay in or with respect to any other action required or requested of Escrow Agent.
Appears in 1 contract
Suspension of Performance or Disbursement Into Court. If, at any time, (i) there shall exist any dispute between Company, the Issuer and the Escrow Agent, any Subscriber or any other person with respect to the holding or disposition of all or any portion of the Escrow Funds or any other obligations of the Escrow Agent hereunder, or (ii) if at any time the Escrow Agent is unable to determine, to the Escrow Agent's ’s sole satisfaction, the proper disposition of all or any portion of the Escrow Funds or the Escrow Agent's ’s proper actions with respect to its obligations hereunder, or (iii) if Company the Issuer has not within thirty (30) days of the furnishing by the Escrow Agent of a notice of resignation pursuant to Section 7 8 hereof appointed a successor the Escrow Agent to act hereunder, then the Escrow Agent may, in its sole discretion, take either or both of the following actions:
a. (a) suspend the performance of any of its obligations (including without limitation any disbursement obligations) under this Escrow Agreement until such dispute or uncertainty shall be resolved to the sole satisfaction of the Escrow Agent or until a successor Escrow Agent escrow agent shall have been appointed (as the case may be); provided however, that Escrow Agent shall continue to invest the Escrow Funds in accordance with Section 6 hereof; and/or.
b. (b) petition (by means of an interpleader action or any other appropriate method) any court of competent jurisdiction in any venue convenient to the State of FloridaEscrow Agent, for instructions with respect to such dispute or uncertainty, and to the extent required or permitted by law, pay into such court all funds held by it in the Escrow Funds for holding and disposition in accordance with the instructions of such court. The Escrow Agent shall have no liability to Companythe Issuer, any Subscriber or any other person with respect to any such suspension of performance or disbursement into court, specifically including any liability oror claimed liability that may arise, or be alleged to have arisen, out of or as a result of any delay in the disbursement of the Escrow Funds or any delay in or with respect to any other action required or requested of the Escrow Agent.
Appears in 1 contract
Suspension of Performance or Disbursement Into Court. If, at any time, there shall exist any dispute between MEEMIC, the Company, the Subscription Agent, the Escrow Agent, any Subscriber or any other person with respect to the holding or disposition of any portion of the Escrow Funds Fund or any other obligations of the Escrow Agent hereunder, or if at any time the Escrow Agent is unable to determine, to the Escrow Agent's sole satisfaction, the proper disposition of the Escrow Fund, or any portion of thereof, or the Escrow Funds or Escrow Agent's proper actions with respect to its obligations hereunder, or if the Company has not and the Subscription Agent have not, within thirty twenty (3020) days Business Days of the furnishing by the Escrow Agent of a notice of resignation pursuant to Section 7 hereof 6 hereof, appointed a successor Escrow Agent escrow agent to act hereunder, then the Escrow Agent may, may in its sole discretion, take either or both of the following actions:
a. (a) suspend the performance of any of its obligations under this Escrow Agreement until such dispute or uncertainty shall be resolved to the sole satisfaction of the Escrow Agent or until a successor Escrow Agent escrow agent shall have been appointed (as the case may be); provided however, that Escrow Agent shall continue to invest the Escrow Funds in accordance with Section 6 hereof; and/or
b. (b) petition (by means of an interpleader action or any other appropriate method) any the court of competent jurisdiction set forth in the State of FloridaSection 10 below, for instructions with respect to such dispute or uncertainty, and pay into such court all funds held by it in for disposition of the Escrow Funds for holding and disposition Fund in accordance with the instructions of such court. The Escrow Agent shall have no liability to MEEMIC, the Company, any Subscriber the Subscription Agent or any other person with respect to any such suspension of performance or disbursement into court, specifically including any liability oror claimed liability that may arise, to be alleged to have arisen, out of or as a result of any delay in the disbursement of the funds held in escrow or any delay in or with respect to any other action required or requested of the Escrow Agent.
Appears in 1 contract
Suspension of Performance or Disbursement Into Court. If, at any time, (i) there shall exist any an y dispute between the Company, Seller or Escrow Agent, any Subscriber or any other person with respect to the holding or disposition of all or any portion of the Escrow Funds Items or any other obligations of Escrow Agent hereunder, or if at any time (ii) Escrow Agent is unable to determine, to Escrow Agent's sole satisfaction, the proper disposition of all or any portion of the Escrow Funds Items or Escrow Agent's proper actions with respect to its obligations hereunder, or (iii) if the Company has or Seller have not within thirty (30) 30 days of the furnishing by Escrow Agent of a notice of resignation pursuant to Section 7 6 hereof appointed a successor Escrow Agent to act hereunder, then Escrow Agent may, in its sole discretion, take either or both of the following actions:
a. (a) suspend the performance of any of its obligations (including without limitation any disbursement obligations) under this Escrow Agreement until such dispute or uncertainty shall be resolved to the sole satisfaction of Escrow Agent or until a successor Escrow Agent shall have been appointed (as the case may be); provided however, that Escrow Agent shall continue to invest the Escrow Funds in accordance with Section 6 hereof; and/or.
b. (b) petition (by means of an interpleader action or any other appropriate method) any court of competent jurisdiction in the State of Floridaany venue convenient to Escrow Agent, for instructions with respect to such dispute or uncertainty, and to the extent required or permitted by law, pay into such court all funds held by it in the Escrow Funds for holding and disposition in accordance with the instructions of such court. Escrow Agent shall have no liability to Company, any Subscriber the Company or Seller or any other person with respect to any such suspension of performance or disbursement into court, specifically including any liability oror claimed liability that may arise, or be alleged to have arisen, out of or as a result of any delay in the disposition of the Escrow Items or any delay in or with respect to any other action required or requested of Escrow Agent.
Appears in 1 contract
Samples: Repurchase Option Agreement (U.S. Rare Earths, Inc)
Suspension of Performance or Disbursement Into Court. If, at any time, (i) there shall exist any dispute between CompanyBroker, Issuer, Escrow Agent, any Subscriber or any other person with respect to the holding or disposition of all or any portion of the Escrow Funds or any other obligations of Escrow Agent hereunder, or (ii) if at any time Escrow Agent is unable to determine, to Escrow Agent's sole reasonable satisfaction, the proper disposition of all or any portion of the Escrow Funds or Escrow Agent's proper actions with respect to its obligations hereunder, or (iii) if Company has Xxxxxx and Issuer have not within thirty (30) 30 days of the furnishing by Escrow Agent of a notice of resignation pursuant to Section 7 hereof appointed a successor Escrow Xxxxxx Agent to act hereunder, then Escrow Agent may, in its sole reasonable discretion, take either or both of the following actions:
a. suspend the performance of any of its obligations (including without limitation any disbursement obligations) under this Escrow Agreement until such dispute or uncertainty shall be resolved to the sole satisfaction of Escrow Agent or until a successor Escrow Agent shall have been appointed (as the case may be); provided however, that Escrow Agent shall continue to invest the Escrow Funds in accordance with Section 6 hereof; and/or.
b. petition (by means of an interpleader action or any other appropriate method) any court of competent jurisdiction in the State of Floridaany venue convenient to Escrow Agent, for instructions with respect to such dispute or uncertainty, and to the extent required or permitted by law, pay into such court all funds held by it in the Escrow Funds for holding and disposition in accordance with the instructions of such court. Escrow Agent shall have no liability to CompanyBroker, Issuer, any Subscriber or any other person with respect to any such suspension of performance or disbursement into court, specifically including any liability oror claimed liability that may arise, or be alleged to have arisen, out of or as a result of any delay in the disbursement of the Escrow Funds or any delay in or with respect to any other action required or requested of Escrow Agent.
Appears in 1 contract
Samples: Escrow Agreement (Naqi Logix Inc.)
Suspension of Performance or Disbursement Into Court. If, at any time, there shall exist any dispute between Company, Escrow Agent, any Subscriber or any other person with respect to the holding or disposition of any portion of the Escrow Funds or any other obligations of Escrow Agent hereunder, or if at any time Escrow Agent is unable to determine, to Escrow Agent's sole satisfaction, the proper disposition of any portion of the Escrow Funds or Escrow Agent's proper actions with respect to its obligations hereunder, or if Company has not within thirty (30) days of the furnishing by Escrow Agent of a notice of resignation pursuant to Section 7 hereof appointed a successor Escrow Agent to act hereunder, then Escrow Agent may, in its sole discretion, take either or both of the following actions:
a. suspend the performance of any of its obligations under this Escrow Agreement until such dispute or uncertainty shall be resolved to the sole satisfaction of Escrow Agent or until a successor Escrow Agent shall have been appointed (as the case may be); provided however, that Escrow Agent shall continue to invest the Escrow Funds in accordance with Section 6 hereof; and/or
b. petition (by means of an interpleader action or any other appropriate method) any court of competent jurisdiction in the State of Jacksonville, Florida, for instructions with respect to such dispute or uncertainty, and pay into such court all funds held by it in the Escrow Funds for holding and disposition in accordance with the instructions of such court. Escrow Agent shall have no liability to Company, any Subscriber or any other person with respect to any such suspension of performance or disbursement into court, specifically including any liability oror claimed liability that may arise, or be alleged to have arisen, out of or as a result of any delay in the disbursement of funds held in the Escrow Funds or any delay in or with respect to any other action required or requested of Escrow Agent.
Appears in 1 contract
Samples: Escrow Agreement (Pods Inc)
Suspension of Performance or Disbursement Into Court. If, at any time, there shall exist any dispute between Agent, Company, Escrow Agent, any Subscriber or any other person with respect to the holding or disposition of any portion of the Escrow Funds or any other obligations of Escrow Agent hereunder, or if at any time Escrow Agent is unable to determine, to Escrow Agent's sole satisfaction, the proper disposition of any portion of the Escrow Funds or Escrow Agent's proper actions with respect to its obligations hereunder, or if Agent and Company has have not within thirty (30) 30 days of the furnishing by Escrow Agent of a notice of resignation pursuant to Section 7 hereof appointed a successor Escrow Agent to act hereunder, then Escrow Agent may, in its sole discretion, take either or both of the following actions:
a. suspend : Suspension of Performance. Suspend the performance of any of its obligations under this Escrow Agreement until such dispute or uncertainty shall be resolved to the sole satisfaction of Escrow Agent or until a successor Escrow Agent shall have been appointed (as the case may be); provided however, that Escrow Agent shall continue to invest the Escrow Funds in accordance with Section 6 hereof; and/or
b. petition and/or Court Proceeding. Petition (by means of an interpleader action or any other appropriate method) any court of competent jurisdiction in the State of FloridaCharlotte, North Carolina, for instructions with respect to such dispute or uncertainty, and pay into such court all funds held by it in the as Escrow Funds for holding and disposition in accordance with the instructions of such court. Escrow Agent shall have no liability to Agent, Company, any Subscriber or any other person with respect to any such suspension of performance or disbursement into court, specifically including any liability oror claimed liability that may arise, or be alleged to have arisen, out of or as a result of any delay in the disbursement of funds held as Escrow Funds or any delay in or with respect to any other action required or requested of Escrow Agent.
Appears in 1 contract
Suspension of Performance or Disbursement Into Court. If, at any time, there shall exist any dispute between CompanyConsultant, Issuer, Escrow Agent, any Subscriber or any other person with respect to the holding or disposition of any portion of the Escrow Funds or any other obligations of Escrow Agent hereunder, or if at any time Escrow Agent is unable to determine, to Escrow Agent's sole satisfaction, the proper disposition of any portion of the Escrow Funds or Escrow Agent's proper actions with respect to its obligations hereunder, or if Company has Consultant and Issuer have not within thirty (30) 30 days of the furnishing by Escrow Agent of a notice of resignation pursuant to Section 7 hereof appointed a successor Escrow Agent to act hereunder, then Escrow Agent may, in its sole discretion, take either or both of the following actions:
: a. suspend the performance of any of its obligations under this Escrow Agreement until such dispute or uncertainty shall be resolved to the sole satisfaction of Escrow Agent or until a successor Escrow Agent shall have been appointed (as the case may be); provided however, that Escrow Agent shall continue to invest the Escrow Funds in accordance with Section 6 hereof; and/or
and/or b. petition (by means of an interpleader action or any other appropriate method) any court of competent jurisdiction in the State of FloridaAtlanta, Georgia, for instructions with respect to such dispute or uncertainty, and pay into such court all funds held by it in the Escrow Funds for holding and disposition in accordance with the instructions of such court. Escrow Agent shall have no liability to CompanyConsultant, Issuer, any Subscriber or any other person with respect to any such suspension of performance or disbursement into court, specifically including any liability oror claimed liability that may arise, or be alleged to have arisen, out of or as a result of any delay in the disbursement of funds held in the Escrow Funds or any delay in or with respect to any other action required or requested of Escrow Agent.
Appears in 1 contract
Samples: Escrow Agreement (Spintek Gaming Technologies Inc \Ca\)
Suspension of Performance or Disbursement Into Court. If, at any time, (i) there shall exist any dispute between Placement Agent, the Company, the Escrow Agent, the Escrow Manager, any Subscriber or any other person with respect to the holding or disposition of all or any portion of the Escrow Funds or any other obligations of Escrow Agent hereunder, or (ii) if at any time Escrow Agent is unable to determine, to Escrow Agent's its sole satisfaction, the proper disposition of all or any portion of the Escrow Funds or Escrow Agent's ’s proper actions with respect to its obligations hereunder, or (iii) if Company has the Parties have not within thirty (30) 10 days of the furnishing by Escrow Agent of a notice of resignation pursuant to Section 7 hereof appointed a successor Escrow Agent to act hereunder, then Escrow Agent may, in its sole discretion, take either or both of the following actions:
a. (a) suspend the performance of any of its obligations (including without limitation any disbursement obligations) under this Escrow Agreement until such dispute or uncertainty shall be resolved to the sole satisfaction of Escrow Agent or until a successor Escrow Agent shall have been appointed (as the case may be); provided however, that Escrow Agent shall continue to invest the Escrow Funds in accordance with Section 6 hereof; and/or
b. (b) petition (by means of an interpleader action or any other appropriate method) any court of competent jurisdiction in the State of Floridaany venue convenient to Escrow Agent, for instructions with respect to such dispute or uncertainty, and to the extent required or permitted by law, pay into such court all funds held by it in the Escrow Funds for holding and disposition in accordance with the instructions of such court. Escrow Agent shall have no liability to Placement Agent, Company, Escrow Agent, any Subscriber or any other person with respect to any such suspension of performance or disbursement into court, specifically including any liability oror claimed liability that may arise, or be alleged to have arisen, out of or as a result of any delay in the disbursement of the Escrow Funds or any delay in or with respect to any other action required or requested of Escrow Agent.
Appears in 1 contract
Samples: Escrow Agreement (Knightscope, Inc.)
Suspension of Performance or Disbursement Into Court. If, at any time, (i) there shall exist any dispute between CompanySI Securities, Issuer, Escrow Agent, any Subscriber or any other person with respect to the holding or disposition of all or any portion of the Escrow Funds or any other obligations of Escrow Agent hereunder, or (ii) if at any time Escrow Agent is unable to determine, to Escrow Agent's sole ’s reasonable satisfaction, the proper disposition of all or any portion of the Escrow Funds or Escrow Agent's ’s proper actions with respect to its obligations hereunder, or (iii) if Company has SI Securities and Issuer have not within thirty (30) 30 days of the furnishing by Escrow Agent of a notice of resignation pursuant to Section 7 hereof appointed a successor Escrow Agent to act hereunder, then Escrow Agent may, in its sole reasonable discretion, take either or both of the following actions:
a. suspend the performance of any of its obligations (including without limitation any disbursement obligations) under this Escrow Agreement until such dispute or uncertainty shall be resolved to the sole satisfaction of Escrow Agent or until a successor Escrow Agent shall have been appointed (as the case may be); provided however, that Escrow Agent shall continue to invest the Escrow Funds in accordance with Section 6 hereof; and/or.
b. petition (by means of an interpleader action or any other appropriate method) any court of competent jurisdiction in the State of Floridaany venue convenient to Escrow Agent, for instructions with respect to such dispute or uncertainty, and to the extent required or permitted by law, pay into such court all funds held by it in the Escrow Funds for holding and disposition in accordance with the instructions of such court. Escrow Agent shall have no liability to CompanyIssuer, any Subscriber or any other person with respect to any such suspension of performance or disbursement into court, specifically including any liability oror claimed liability that may arise, or be alleged to have arisen, out of or as a result of any delay in the disbursement of the Escrow Funds or any delay in or with respect to any other action required or requested of Escrow Agent in connection with the scenarios described in Section 5(a)(i), (ii) or (iii).
Appears in 1 contract
Samples: Escrow Agreement (Kindara, Inc.)
Suspension of Performance or Disbursement Into Court. If, at any time, (i) there shall exist any dispute between CompanyIssuer, Boustead, Escrow Agent, any Subscriber or any other person with respect to the holding or disposition of all or any portion of the Escrow Funds or any other obligations of Escrow Agent hereunder, or (ii) if at any time Escrow Agent is unable to determine, to Escrow Agent's ’s sole satisfaction, the proper disposition of all or any portion of the Escrow Funds or Escrow Agent's ’s proper actions with respect to its obligations hereunder, or (iii) if Company has Issuer and Boustead have not within thirty (30) 30 days of the furnishing by Escrow Agent of a notice of resignation pursuant to Section 7 12 hereof appointed a successor Escrow Agent to act hereunder, then Escrow Agent may, in its sole discretion, take either or both of the following actions:
a. suspend the performance of any of its obligations (including without limitation any disbursement obligations) under this Escrow Agreement until such dispute or uncertainty shall be resolved to the sole satisfaction of Escrow Agent or until a successor Escrow Agent shall have been appointed (as the case may be); provided however, that Escrow Agent shall continue to invest the Escrow Funds in accordance with Section 6 hereof; and/or.
b. petition (by means of an interpleader action or any other appropriate method) any court of competent jurisdiction in the State of Floridaany venue convenient to Escrow Agent, for instructions with respect to such dispute or uncertainty, and to the extent required or permitted by law, pay into such court all funds held by it in the Escrow Funds for holding and disposition in accordance with the instructions of such court. Escrow Agent shall have no liability to CompanyIssuer, Boustead any Subscriber or any other person with respect to any such suspension of performance or disbursement into court, specifically including any liability oror claimed liability that may arise, or be alleged to have arisen, out of or as a result of any delay in the disbursement of the Escrow Funds or any delay in or with respect to any other action required or requested of Escrow Agent.
Appears in 1 contract
Samples: Subscription Escrow Agreement (Golden Pacific Homes, LLC)
Suspension of Performance or Disbursement Into Court. If, at any time, (i) there shall exist any dispute between CompanyNCPS, Issuer, Escrow Agent, any Subscriber or any other person with respect to the holding or disposition of all or any portion of the Escrow Funds or any other obligations of Escrow Agent hereunder, or (ii) if at any time Escrow Agent is unable to determine, to Escrow Agent's sole ’s reasonable satisfaction, the proper disposition of all or any portion of the Escrow Funds or Escrow Agent's ’s proper actions with respect to its obligations hereunder, or (iii) if Company has NCPS and Issuer have not within thirty (30) 30 days of the furnishing by Escrow Agent of a notice of resignation pursuant to Section 7 hereof appointed a successor Escrow Agent to act hereunder, then Escrow Agent may, in its sole reasonable discretion, take either or both of the following actions:
a. suspend the performance of any of its obligations (including without limitation any disbursement obligations) under this Escrow Agreement until such dispute or uncertainty shall be resolved to the sole satisfaction of Escrow Agent or until a successor Escrow Agent shall have been appointed (as the case may be); provided however, that Escrow Agent shall continue to invest the Escrow Funds in accordance with Section 6 hereof; and/or.
b. petition (by means of an interpleader action or any other appropriate method) any court of competent jurisdiction in the State of Floridaany venue convenient to Escrow Agent, for instructions with respect to such dispute or uncertainty, and to the extent required or permitted by law, pay into such court all funds held by it in the Escrow Funds for holding and disposition in accordance with the instructions of such court. Escrow Agent shall have no liability to CompanyNCPS, Issuer, any Subscriber or any other person with respect to any such suspension of performance or disbursement into court, specifically including any liability oror claimed liability that may arise, or be alleged to have arisen, out of or as a result of any delay in the disbursement of the Escrow Funds or any delay in or with respect to any other action required or requested of Escrow Agent.
Appears in 1 contract
Samples: Escrow Agreement (WORTHPOINT Corp)
Suspension of Performance or Disbursement Into Court. If, at any time, (i) there shall exist any dispute between Placement Agent, the Company, the Escrow Agent, any Subscriber the Escrow Manager, the Holder or any other person with respect to the holding or disposition of all or any portion of the Escrow Funds or any other obligations of Escrow Agent hereunder, or if at any time (ii) Escrow Agent is unable to determine, to Escrow Agent's its sole satisfaction, the proper disposition of all or any portion of the Escrow Funds or Escrow Agent's ’s proper actions with respect to its obligations hereunder, or if Company has (iii) the Parties have not within thirty (30) 10 days of the furnishing by Escrow Exxxxx Agent of a notice of resignation pursuant to Section 7 hereof appointed a successor Escrow Exxxxx Agent to act hereunder, then Escrow Exxxxx Agent may, in its sole discretion, take either or both of the following actions:
a. (a) suspend the performance of any of its obligations (including without limitation any disbursement obligations) under this Escrow Agreement until such dispute or uncertainty shall be resolved to the sole satisfaction of Escrow Agent or until a successor Escrow Agent shall have been appointed (as the case may be); provided however, that Escrow Agent shall continue to invest the Escrow Funds in accordance with Section 6 hereof; and/orand
b. (b) petition (by means of an interpleader action or any other appropriate method) any court of competent jurisdiction in the State of Floridaany venue convenient to Escrow Agent, for instructions with respect to such dispute or uncertainty, and to the extent required or permitted by law, pay into such court all funds held by it in the Escrow Funds for holding and disposition in accordance with the instructions of such court. Escrow Agent shall have no liability to Placement Agent, Company, any Subscriber Exxxxx Manager, the Holder or any other person with respect to any such suspension of performance or disbursement into court, specifically including without limitation any liability oror claimed liability that may arise, or be alleged to have arisen, out of or as a result of any delay in the disbursement of the Escrow Funds or any delay in or with respect to any other action required or requested of Escrow Agent.
Appears in 1 contract
Samples: Escrow Agreement (Esports Entertainment Group, Inc.)
Suspension of Performance or Disbursement Into Court. If, at any time, (i) there shall exist any dispute between CompanyUnderwriter, Issuer, Escrow Agent, any Subscriber or any other person with respect to the holding or disposition of all or any portion of the Escrow Funds or any other obligations of Escrow Agent hereunder, or (ii) if at any time Escrow Agent is unable to determine, to Escrow Agent's sole satisfaction, the proper disposition of all or any portion of the Escrow Funds or Escrow Agent's proper actions with respect to its obligations hereunder, or (iii) if Company has Underwriter and Issuer have not within thirty (30) 30 days of the furnishing by Escrow Agent of a notice of resignation pursuant to Section 7 hereof appointed a successor Escrow Agent to act hereunder, then Escrow Agent may, in its sole discretion, take either or both of the following actions:
a. suspend the performance of any of its obligations (including without limitation any disbursement obligations) under this Escrow Agreement until such dispute or uncertainty shall be resolved to the sole satisfaction of Escrow Agent or until a successor Escrow Agent shall have been appointed (as the case may be); provided however, that Escrow Agent shall continue to invest the Escrow Funds in accordance with Section 6 hereof; and/or.
b. petition (by means of an interpleader action or any other appropriate method) any court of competent jurisdiction in the State of Floridaany venue convenient to Escrow Agent, for instructions with respect to such dispute or uncertainty, and to the extent required or permitted by law, pay into such court all funds held by it in the Escrow Funds for holding and disposition in accordance with the instructions of such court. Escrow Agent shall have no liability to CompanyUnderwriter, Issuer, any Subscriber or any other person with respect to any such suspension of performance or disbursement into court, specifically including any liability oror claimed liability that may arise, or be alleged to have arisen, out of or as a result of any delay in the disbursement of the Escrow Funds or any delay in or with respect to any other action required or requested of Escrow Agent.
Appears in 1 contract
Suspension of Performance or Disbursement Into Court. If, at any time, (i) there shall exist any dispute between CompanyPlacement Agent, Issuer, Escrow Agent, any Subscriber or any other person with respect to the holding or disposition of all or any portion of the Escrow Funds or any other obligations of Escrow Agent hereunder, or if at any time (ii) Escrow Agent is unable to determine, to Escrow Agent's ’s sole satisfaction, the proper disposition of all or any portion of the Escrow Funds or Escrow Agent's ’s proper actions with respect to its obligations hereunder, or if Company has not (iii) Placement Agent and Issuer have not, within thirty (30) days of the furnishing by Escrow Agent of a notice of resignation pursuant to Section 7 hereof 12 hereof, appointed a successor Escrow Agent to act hereunder, then Escrow Agent may, in its sole discretion, take either or both of the following actions:
a. suspend the performance of any of its obligations (including without limitation any disbursement obligations) under this Escrow Agreement until such dispute or uncertainty shall be resolved to the sole satisfaction of Escrow Agent or until a successor Escrow Agent shall have been appointed (as the case may be); provided however, that Escrow Agent shall continue to invest the Escrow Funds in accordance with Section 6 hereof; and/or.
b. petition (by means of an interpleader action or any other appropriate method) any court of competent jurisdiction in the State of Floridaany venue convenient to Escrow Agent, for instructions with respect to such dispute or uncertainty, and to the extent required or permitted by law, pay into such court all funds held by it in the Escrow Funds Funds, for holding and disposition in accordance with the instructions of such court. Escrow Agent shall have no liability to CompanyPlacement Agent, Issuer, any Subscriber or any other person with respect to any such suspension of performance or disbursement into court, specifically including any liability oror claimed liability that may arise, or be alleged to have arisen out of or as a result of any delay in the disbursement of the Escrow Funds or any delay in or with respect to any other action required or requested of Escrow Agent.
Appears in 1 contract
Samples: Securities Purchase Agreement (Interlink Electronics Inc)
Suspension of Performance or Disbursement Into Court. If, at any time, there shall exist any dispute between CompanyIssuer, Escrow Agent, any Subscriber or any other person with respect to the holding or disposition of any portion of the Escrow Funds or any other obligations of Escrow Agent hereunder, or if at any time Escrow Agent is unable to determine, to Escrow Agent's sole satisfaction, the proper disposition of any portion of the Escrow Funds or Escrow Agent's proper actions with respect to its obligations hereunder, or if Company Issuer has not within thirty (30) 30 days of the furnishing by Escrow Agent of a notice of resignation pursuant to Section 7 hereof appointed a successor Escrow Agent to act hereunder, then Escrow Agent may, in its sole discretion, take either or both of the following actions:
a. suspend the performance of any of its obligations under this Escrow Agreement until such dispute or uncertainty shall be resolved to the sole reasonable satisfaction of Escrow Agent or until a successor Escrow Agent shall have been appointed (as the case may be); provided provided, however, that Escrow Agent shall continue to invest the Escrow Funds in accordance with Section 6 hereof; and/or
b. petition (by means of an interpleader action or any other appropriate method) any court of competent jurisdiction in the State of FloridaNew York, New York, for instructions with respect to such dispute or uncertainty, and pay into such court all funds held by it in the Escrow Funds for holding and disposition in accordance with the instructions of such court. Escrow Agent shall have no liability to CompanyIssuer, any Subscriber or any other person with respect to any such suspension of performance or disbursement into court, specifically including any liability oror claimed liability that may arise, or be alleged to have arisen, out of or as a result of any reasonable delay in the disbursement of funds held in the Escrow Funds or any reasonable delay in or with respect to any other action required or requested of Escrow Agent.
Appears in 1 contract
Samples: Subscription Escrow Agreement (Lockhart Caribbean Corp)
Suspension of Performance or Disbursement Into Court. If, at any time, (i) there shall exist any dispute between CompanyPlacement Agent, Sellers, Escrow Agent, any Subscriber Investor or any other person with respect to the holding or disposition of all or any portion of the Escrow Funds or any other obligations of Escrow Agent hereunder, or if at any time (ii) Escrow Agent is unable to determine, to Escrow Agent's ’s sole satisfaction, the proper disposition of all or any portion of the Escrow Funds or Escrow Agent's ’s proper actions with respect to its obligations hereunder, or if Company has (iii) Placement Agent and Sellers have not within thirty (30) 30 days of the furnishing by Escrow Agent of a notice of resignation pursuant to Section 7 6 hereof appointed a successor Escrow Agent to act hereunder, then Escrow Agent may, in its sole discretion, take either or both of the following actions:
a. suspend the performance of any of its obligations (including without limitation any disbursement obligations) under this Escrow Agreement until such dispute or uncertainty shall be resolved to the sole satisfaction of Escrow Agent or until a successor Escrow Agent shall have been appointed (as the case may be); provided however, that Escrow Agent shall continue to invest the Escrow Funds in accordance with Section 6 hereof; and/or.
b. subject to Section 12 hereof, petition (by means of an interpleader action or any other appropriate method) any a court of competent jurisdiction in the State of Florida, for instructions with respect to such dispute or uncertainty, and to the extent required or permitted by law, pay into such court all funds held by it in the Escrow Funds for holding and disposition in accordance with the instructions of such court. Escrow Agent shall have no liability to CompanyPlacement Agent, Sellers, any Subscriber Investor or any other person with respect to any such suspension of performance or disbursement into court, specifically including any liability oror claimed liability that may arise, or be alleged to have arisen, out of or as a result of any delay in the disbursement of the Escrow Funds or any delay in or with respect to any other action required or requested of Escrow Agent.
Appears in 1 contract
Samples: Escrow Agreement (GeoVax Labs, Inc.)