Termination of the Escrow Account. Upon the earlier of (i) eighteen (18) months from the Closing Date or (ii) at the completion of the first full audit cycle for the year commencing on January 1, 1997 during which the Company has been consolidated with Hubbxxx xxx its subsidiaries (each a "Termination Date"), the Escrow Agent shall disburse all shares of Class B Common Stock then in the Escrow Account to the Escrow Participants based upon each Escrow Participant's Interest; provided, however, that if the dispute resolution process for determination of the Final Closing Net Worth Amount is still continuing or if there are any outstanding or unsatisfied Claims against the Escrow Account as to which the Escrow Agent has received notice pursuant to Section 4 hereof on or prior to the Termination Date, this Escrow Agreement shall continue in full force and effect until the resolution of the Final Closing Net Worth Amount or all such Claims, as the case may be, and a number of shares of Class B Common Stock (rounded up to the nearest whole share) equal in value (with each such share valued at the Average Price) to satisfy the Excess Net Worth Amount or any outstanding or unsatisfied Claims against the Escrow Account, as the case may be, shall be retained in the Escrow Account until the Excess Net Worth Amount or such Claims have been satisfied and discharged, and any unused amount remaining after such satisfaction and discharge shall be promptly paid to the Escrow Participants].
Termination of the Escrow Account. (a) The Escrow Agent shall continue to maintain the Shares and Warrants in the Escrow Account until the earlier of (i) the time at which there shall be no funds in such Escrow Account; and (ii) the termination of this Agreement.
Termination of the Escrow Account. Within five days after January 2, 2002 (the "Termination Date"), Seller shall notify the Escrow Agent in writing to deliver all assets then remaining, together with all interest accruing thereon (except a sufficient amount of assets to satisfy any unsatisfied claim specified in any Officer's Certificate, Joint Certificate or Final Judgment theretofore delivered to the Escrow Agent) to Seller; provided, however, that if the Escrow Agent shall receive a certificate signed by any Vice President of Buyer instructing the Escrow Agent not to distribute such assets until any unsatisfied indemnification claim hereunder has been resolved, the Escrow Agent shall hold such assets until such time as it receives a certificate signed by any Vice President of Buyer and Seller and dispose of such assets in accordance with the instructions set forth therein.
Termination of the Escrow Account. When all pending Claims have been finally resolved and paid as set forth in Section 8.2, the escrow with respect to the Escrow Account shall terminate; provided, however, that if at any time prior thereto the amount on deposit in the Escrow Account shall equal zero, then the escrow shall terminate at such earlier time.
Termination of the Escrow Account. The Escrow Account and the duties of the Escrow Agent related to the Escrow Account shall automatically terminate upon the delivery in full by the Escrow Agent of the Escrowed Funds in accordance with the terms of this Escrow Agreement.
