Common use of Xxxxxxx Money Escrow Account Clause in Contracts

Xxxxxxx Money Escrow Account. (a) The Escrow Agent shall hold the Xxxxxxx Money in escrow in an interest-bearing bank account reasonably approved by Seller and Buyer (the “Xxxxxxx Money Escrow Account”). Escrow Agent shall not be liable for any failure, refusal, insolvency, or inability of the depository into which the Xxxxxxx Money is deposited to pay the Xxxxxxx Money at Escrow Agent’s direction, or for levies by taxing authorities based upon the taxpayer identification number used to establish this interest bearing account. (b) The Escrow Agent shall hold the Xxxxxxx Money in escrow in the Xxxxxxx Money Escrow Account until the Closing or sooner termination of this Agreement and shall hold or apply such proceeds in accordance with the terms of this Section 14.5(b). Seller and Buyer understand that no interest is earned on the Xxxxxxx Money during the time it takes to transfer into and out of the Xxxxxxx Money Escrow Account. At the Closing, the Xxxxxxx Money shall be paid by the Escrow Agent to, or at the direction of, Seller and credited against the Purchase Price. If for any reason the Closing does not occur and either party makes a written demand upon the Escrow Agent for payment of such amount, the Escrow Agent shall, within 24 hours give written notice to the other party of such demand. If the Escrow Agent does not receive a written objection from such other party within five (5) Business Days after the giving of such notice, the Escrow Agent is hereby authorized to make such payment. If the Escrow Agent does receive such written objection within such five (5) Business Day period or if for any other reason the Escrow Agent in good faith shall elect not to make such payment, the Escrow Agent shall continue to hold such amount until otherwise directed by joint written instructions from the parties to this Agreement or a final judgment of a court of competent jurisdiction. The Escrow Agent shall give written notice of such deposit to Seller and Buyer. Upon such deposit the Escrow Agent shall be relieved and discharged of all further obligations and responsibilities hereunder.

Xxxxxxx Money Escrow Account. (a) The Escrow Agent shall hold the Xxxxxxx Money in escrow in an interest-bearing bank account reasonably approved by Seller Sellers and Buyer (the “Xxxxxxx Money Escrow Account”). Escrow Agent shall not be liable for any failure, refusal, insolvency, or inability All investments of the depository into which the Xxxxxxx Money is deposited shall be subject to pay the Xxxxxxx Money at Escrow Agent’s direction, or for levies by taxing authorities based upon the taxpayer identification number used to establish this interest bearing accountapproval of Sellers. (b) The Escrow Agent shall hold the Xxxxxxx Money in escrow in the Xxxxxxx Money Escrow Account until the Closing or sooner termination of this Agreement and shall hold or apply such proceeds in accordance with the terms of this Section 14.5(b15.5(b). Seller Sellers and Buyer understand that no interest is earned on the Xxxxxxx Money during the time it takes to transfer into and out of the Xxxxxxx Money Escrow Account. At the Closing, the Xxxxxxx Money shall be paid by the Escrow Agent to, or at the direction of, Seller and credited against the Purchase PriceSellers. If for any reason the Closing does not occur and either party makes a written demand upon the Escrow Agent for payment of such Confidential Portions of this Exhibit marked as [***] have been omitted pursuant to a request for confidential treatment and have been filed separately with the Securities and Exchange Commission. amount, the Escrow Agent shall, within 24 twenty-four (24) hours give written notice to the other party of such demand. If the Escrow Agent does not receive a written objection from such other party within five (5) Business Days after the giving of such notice, the Escrow Agent is hereby authorized to make such payment. If the Escrow Agent does receive such written objection within such five (5) Business Day period or if for any other reason the Escrow Agent in good faith shall elect not to make such payment, the Escrow Agent shall continue to hold such amount until otherwise directed by joint written instructions from the parties to this Agreement or a final judgment of a court of competent jurisdiction. The Escrow Agent shall give written notice of such deposit to Seller Sellers and Buyer. Upon such deposit the Escrow Agent shall be relieved and discharged of all further obligations and responsibilities hereunder.

Xxxxxxx Money Escrow Account. (a) The Escrow Agent shall hold the Xxxxxxx Money in escrow in an interest-bearing bank account reasonably approved by Seller and Buyer (the “Xxxxxxx Money Escrow Account”). Escrow Agent shall not be liable for any failure, refusal, insolvency, or inability of the depository into which the Xxxxxxx Money is deposited to pay the Xxxxxxx Money at Escrow Agent’s direction, or for levies by taxing authorities based upon the taxpayer identification number used to establish this interest bearing account.010396-1155-11787-13934730 (b) The Escrow Agent shall hold the Xxxxxxx Money in escrow in the Xxxxxxx Money Escrow Account until the Closing or sooner termination of this Agreement and shall hold or apply such proceeds in accordance with the terms of this Section 14.5(b). Seller and Buyer understand that no interest is earned on the Xxxxxxx Money during the time it takes to transfer into and out of the Xxxxxxx Money Escrow Account. At the Closing, the Xxxxxxx Money shall be paid by the Escrow Agent to, or at the direction of, Seller and credited against the Purchase PriceSeller. If for any reason the Closing does not occur and either party makes a written demand upon the Escrow Agent for payment of such amount, the Escrow Agent shall, within 24 hours give written notice to the other party of such demand. If the Escrow Agent does not receive a written objection from such other party within five (5) Business Days after the giving of such notice, the Escrow Agent is hereby authorized to make such payment. If the Escrow Agent does receive such written objection within such five (5) Business Day period or if for any other reason the Escrow Agent in good faith shall elect not to make such payment, the Escrow Agent shall continue to hold such amount until otherwise directed by joint written instructions from the parties to this Agreement or a final judgment of a court of competent jurisdiction. The Escrow Agent shall give written notice of such deposit to Seller and Buyer. Upon such deposit the Escrow Agent shall be relieved and discharged of all further obligations and responsibilities hereunder.

Xxxxxxx Money Escrow Account. (a) The Escrow Agent shall hold the Xxxxxxx Money in escrow in an interest-bearing bank account reasonably approved by Seller and Buyer (the “Xxxxxxx Money Escrow Account”). Escrow Agent shall not be liable for any failure, refusal, insolvency, or inability All investments of the depository into which the Xxxxxxx Money is deposited shall be subject to pay the Xxxxxxx Money at Escrow Agent’s direction, or for levies by taxing authorities based upon the taxpayer identification number used to establish this interest bearing accountapproval of Buyer. (b) The Escrow Agent shall hold the Xxxxxxx Money in escrow in the Xxxxxxx Money Escrow Account until the Closing or sooner termination of this Agreement and shall hold or apply such proceeds in accordance with the terms of this Section 14.5(b15.5(b). Seller and Buyer Xxxxx understand that no interest is earned on the Xxxxxxx Money during the time it takes to transfer into and out of the Xxxxxxx Money Escrow Account. At the Closing, the Xxxxxxx Money shall be paid or applied by the Escrow Agent to, or at pursuant to the direction of, Seller and credited against the Purchase Priceterms of this Agreement. If for any reason the Closing does not occur for any reason (other than due to Buyer’s right to terminate this Agreement and receive a refund of the Xxxxxxx Money in accordance with Section 6.2, Section 8.2, Section 9.3(a) or Section 10.2(b)), and either party makes a written demand upon the Escrow Agent for payment of such amount, the Escrow Agent shall, within 24 twenty-four (24) hours thereof, give written notice to the other party of such demand. If the Escrow Agent does not receive a written objection from such other party within five (5) Business Days after the giving of such notice, the Escrow Agent is hereby authorized to make such payment. If the Escrow Agent does receive such written objection within such five (5) Business Day period or if for any other reason the Escrow Agent in good faith shall elect not to make such payment, the Escrow Agent shall continue to hold such amount until otherwise directed by joint written instructions from the parties to this Agreement or a final judgment of a court of competent jurisdiction. However, the Escrow Agent shall have the right at any time to deposit the Xxxxxxx Money with the clerk of the court in the Washington County, Arkansas. The Escrow Agent shall give written notice of such deposit to Seller and Buyer. Upon such deposit the Escrow Agent shall be relieved and discharged of all further obligations and responsibilities hereunder. Notwithstanding anything otherwise set forth herein to the contrary, if the Closing does not occur due to Buyer’s right to terminate this Agreement and receive a refund of the Xxxxxxx Money in accordance with Section 6.2, Section 8.2, Section 9.3(a) or Section 10.2(b), Escrow Agent and Seller acknowledge that Seller shall not be entitled to make a written objection to Escrow Agent with respect to such refund and Escrow Agent shall, without further instruction, return the Xxxxxxx Money to Buyer within twenty-four (24) hours of giving written notice of such termination to the Escrow Agent, subject to Escrow Agent’s deduction of the Independent Consideration and payment of such amount to Seller in accordance with Section 2.1(d).

Xxxxxxx Money Escrow Account. (a) The Escrow Agent shall hold the Xxxxxxx Money in escrow in an interest-bearing bank account reasonably approved by Seller and Buyer Cash-Reserve-Money-Market-Account at Citibank, N.A. (the “Xxxxxxx Money Escrow Account”). Escrow Agent ) but shall have no liability in the event of failure of insolvency of Citibank, N.A., and Buyer acknowledges that investments greater than $250,000 are not be liable for any failure, refusal, insolvency, or inability of the depository into which the Xxxxxxx Money is deposited to pay the Xxxxxxx Money at Escrow Agent’s direction, or for levies by taxing authorities based upon the taxpayer identification number used to establish this interest bearing accountFDIC insured. (b) The Escrow Agent shall hold the Xxxxxxx Money in escrow in the Xxxxxxx Money Escrow Account until the Closing or sooner earlier termination of this Agreement and shall hold or apply such proceeds in accordance with the terms of this Section 14.5(b15.5(b). Seller and Buyer understand that no interest is earned on the Xxxxxxx Money during the time it takes to transfer into and out of the Xxxxxxx Money Escrow Account. At the Closing, the Xxxxxxx Money shall be paid by the Escrow Agent to, or at the direction of, Seller and credited against the Purchase PriceSeller. If for any reason the Closing does not occur and either party makes a written demand upon the Escrow Agent for payment of such amount, the Escrow Agent shall, within 24 twenty four (24) hours give written notice to the other party of such demand. If the Escrow Agent does not receive a written objection from such other party within five (5) Business Days after the giving of such notice, the Escrow Agent is hereby authorized to make such payment. If the Escrow Agent does receive such written objection within such five (5) Business Day period or if for any other reason the Escrow Agent in good faith shall elect to not to make such payment, the Escrow Agent shall continue to hold such amount until otherwise directed by joint written instructions from the parties to this Agreement or a final judgment of a court of competent jurisdiction. The Escrow Agent shall give written notice of such deposit to Seller and Buyer. Upon such deposit the deposit, Escrow Agent shall be relieved and discharged of all further obligations and responsibilities hereunder.

Xxxxxxx Money Escrow Account. (a) The Escrow Agent shall hold the Xxxxxxx Money in escrow in an interest-bearing bank account reasonably approved by Seller and Buyer (the “Xxxxxxx Money Escrow Account”). Escrow Agent shall not be liable for any failure, refusal, insolvency, or inability All investments of the depository into which the Xxxxxxx Money is deposited shall be subject to pay the Xxxxxxx Money at Escrow Agent’s direction, or for levies by taxing authorities based upon the taxpayer identification number used to establish this interest bearing accountapproval of Buyer. (b) The Escrow Agent shall hold the Xxxxxxx Money in escrow in the Xxxxxxx Money Escrow Account until the Closing or sooner termination of this Agreement and shall hold or apply such proceeds in accordance with the terms of this Section 14.5(b15.5(b). Seller and Buyer Xxxxx understand that no interest is earned on the Xxxxxxx Money during the time it takes to transfer into and out of the Xxxxxxx Money Escrow Account. At the Closing, the Xxxxxxx Money shall be paid by the Escrow Agent to, or at the direction of, Seller and credited against the Purchase PriceSeller. If for any reason the Closing does not occur for any reason (other than due to Buyer’s right to terminate this Agreement and receive a refund of the Xxxxxxx Money in accordance with Section 6.2, Section 8.2, Section 9.3(a) or Section 10.2(c), and either party makes a written demand upon the Escrow Agent for payment of such amount, the Escrow Agent shall, within 24 twenty-four (24) hours thereof, give written notice to the other party of such demand. If the Escrow Agent does not receive a written objection from such other party within five (5) Business Days after the giving of such notice, the Escrow Agent is hereby authorized to make such payment. If the Escrow Agent does receive such written objection within such five (5) Business Day period or if for any other reason the Escrow Agent in good faith shall elect not to make such payment, the Escrow Agent shall continue to hold such amount until otherwise directed by joint written instructions from the parties to this Agreement or a final judgment of a court of competent jurisdiction. However, the Escrow Agent shall have the right at any time to deposit the Xxxxxxx Money with the clerk of the court in the County of Xxxx. The Escrow Agent shall give written notice of such deposit to Seller and Buyer. Upon such deposit the Escrow Agent shall be relieved and discharged of all further obligations and responsibilities hereunder. Notwithstanding anything otherwise set forth herein to the contrary, if the Closing does not occur due to Buyer’s right to terminate this Agreement and receive a refund of the Xxxxxxx Money in accordance with Section 6.2, Section 8.2, Section 9.3(a) or Section 10.2(c), Escrow Agent and Seller acknowledge that Seller shall not be entitled to make a written objection to Escrow Agent with respect to such refund and Escrow Agent shall, without further instruction, return the Xxxxxxx Money to Buyer within twenty-four (24) hours of giving written notice of such termination to the Escrow Agent, subject to Escrow Agent’s deduction of the Independent Consideration and payment of such amount to Seller in accordance with Section 2.1(d).

Xxxxxxx Money Escrow Account. (a) The Escrow Agent shall hold the Xxxxxxx Money in escrow in an interest-interest- bearing bank account reasonably approved by Seller and Buyer (the “Xxxxxxx Money Escrow Account”). Escrow Agent shall not be liable for any failure, refusal, insolvency, or inability All investments of the depository into which the Xxxxxxx Money is deposited shall be subject to pay the Xxxxxxx Money at Escrow Agent’s direction, or for levies by taxing authorities based upon the taxpayer identification number used to establish this interest bearing accountreasonable approval of Seller. (b) The Escrow Agent shall hold the Xxxxxxx Money in escrow in the Xxxxxxx Money Escrow Account until the Closing or sooner termination of this Agreement and shall hold or apply such proceeds in accordance with the terms of this Section 14.5(b15.5(b). Seller and Buyer understand that the Xxxxxxx Money cannot be invested in an interest-bearing bank account until Escrow Agent has received a completed W-9. Seller and Buyer further understand that no interest is earned on the Xxxxxxx Money during the time it takes to transfer into and out of the Xxxxxxx Money Escrow Account. At the Closing, the Xxxxxxx Money shall be paid by the Escrow Agent to, or at the direction of, Seller and credited against the Purchase PriceSeller. If for any reason the Closing does not occur and either party makes a written demand upon the Escrow Agent for payment of such amount, the Escrow Agent shall, within 24 twenty-four (24) hours thereof give written notice to the other party of such demand. If the Escrow Agent does not receive a written objection from such other party within five (5) Business Days after the giving of such notice, the Escrow Agent is hereby authorized to make such payment. If the Escrow Agent does receive such written objection within such five (5) Business Day period or if for any other reason the Escrow Agent in good faith shall elect not to make such payment, the Escrow Agent shall continue to hold such amount until otherwise directed by joint written instructions from the parties to this Agreement or a final judgment of a court of competent jurisdiction. However, the Escrow Agent shall have the right at any time to deposit the Xxxxxxx Money with the clerk of the court of New York County. The Escrow Agent shall give written notice of such deposit to Seller and Buyer. Upon such deposit the Escrow Agent shall be relieved and discharged of all further obligations and responsibilities hereunder.

Xxxxxxx Money Escrow Account. (a) The Escrow Agent shall hold the Xxxxxxx Money in escrow in an interest-bearing bank account reasonably approved by Seller and Buyer (the “Xxxxxxx Money Escrow Account”). Escrow Agent shall not be liable for any failure, refusal, insolvency, or inability All investments of the depository into which the Xxxxxxx Money is deposited shall be subject to pay the Xxxxxxx Money at Escrow Agent’s direction, or for levies by taxing authorities based upon the taxpayer identification number used to establish this interest bearing accountapproval of Buyer. (b) The Escrow Agent shall hold the Xxxxxxx Money in escrow in the Xxxxxxx Money Escrow Account until the Closing or sooner termination of this Agreement and shall hold or apply such proceeds in accordance with the terms of this Section 14.5(b15.5(b). Seller and Buyer Xxxxx understand that no interest is earned on the Xxxxxxx Money during the time it takes to transfer into and out of the Xxxxxxx Money Escrow Account. At the Closing, the Xxxxxxx Money shall be paid or applied by the Escrow Agent to, or at pursuant to the direction of, Seller and credited against the Purchase Priceterms of this Agreement. If for any reason the Closing does not occur for any reason (other than due to Buyer’s right to terminate this Agreement and receive a refund of the Xxxxxxx Money in accordance with Section 6.2, Section 8.2, Section 9.3(a) or Section 10.2(c)), and either party makes a written demand upon the Escrow Agent for payment of such amount, the Escrow Agent shall, within 24 twenty-four (24) hours thereof, give written notice to the other party of such demand. If the Escrow Agent does not receive a written objection from such other party within five (5) Business Days after the giving of such notice, the Escrow Agent is hereby authorized to make such payment. If the Escrow Agent does receive such written objection within such five (5) Business Day period or if for any other reason the Escrow Agent in good faith shall elect not to make such payment, the Escrow Agent shall continue to hold such amount until otherwise directed by joint written instructions from the parties to this Agreement or a final judgment of a court of competent jurisdiction. However, the Escrow Agent shall have the right at any time to deposit the Xxxxxxx Money with the clerk of the court in the County of Xxxx. The Escrow Agent shall give written notice of such deposit to Seller and Buyer. Upon such deposit the Escrow Agent shall be relieved and discharged of all further obligations and responsibilities hereunder. Notwithstanding anything otherwise set forth herein to the contrary, if the Closing does not occur due to Buyer’s right to terminate this Agreement and receive a refund of the Xxxxxxx Money in accordance with Section 6.2, Section 8.2, Section 9.3(a) or Section 10.2(c), Escrow Agent and Seller acknowledge that Seller shall not be entitled to make a written objection to Escrow Agent with respect to such refund and Escrow Agent shall, without further instruction, return the Xxxxxxx Money to Buyer within twenty-four (24) hours of giving written notice of such termination to the Escrow Agent, subject to Escrow Agent’s deduction of the Independent Consideration and payment of such amount to Seller in accordance with Section 2.1(d).