Appointment of the Escrow Agent. Purchaser and the Seller Parties jointly appoint the Escrow Agent to receive, hold, administer and deliver the Escrow Funds (as defined below) in accordance with this Escrow Agreement and the Escrow Agent accepts such appointment, all subject to the terms and conditions set forth in this Escrow Agreement.
Appointment of the Escrow Agent. The Sellers, First Purchaser, Second Purchaser and the Company hereby appoint and designate the Escrow Agent as escrow agent for the purpose set forth herein, and the Escrow Agent does hereby accept such appointment under the terms and conditions set forth herein.
Appointment of the Escrow Agent. The Escrow Agent is hereby appointed as escrow agent with respect to the Escrow (as defined below).
Appointment of the Escrow Agent. The Company hereby appoints the Escrow Agent as escrow agent, and the Escrow Agent hereby accepts such appointment, in accordance with the terms and conditions set forth herein.
Appointment of the Escrow Agent. 1.1 Buyer and Seller hereby designate the Escrow Agent, and the Escrow Agent hereby agrees to act, as a depository and administrator of the Escrow Fund, subject to the terms and conditions set forth herein.
1.2 The Escrow Agent's duties and responsibilities, in its capacity as such, shall be limited to those expressly set forth in this Escrow Agreement, and the Escrow Agent shall not be subject to, nor obligated to recognize, any other agreement between any or all of the parties hereto even though reference thereto may be made herein, except to the extent that definitions contained in the Acquisition Agreement are incorporated into this Escrow Agreement. This Escrow Agreement may not be amended at any time in such a way as to affect the rights, responsibilities, obligations, liabilities or fees of the Escrow Agent except with the Escrow Agent's prior written consent, as evidenced by an instrument in writing signed by all the parties hereto.
1.3 The Escrow Agent, in its capacity as such, is authorized, in its sole discretion, to disregard any and all notices or directions given by Buyer or Seller or by any other person, firm or corporation, except (i) such notices, directions, instructions as are specifically provided for herein, (ii) joint written instructions received by the Escrow Agent from Buyer and Seller and (iii) a Final Order (as hereinafter defined). If any property subject hereto is at any time attached, garnished or levied upon under a Final Order, or in case the payment, assignment, transfer, conveyance or delivery of any such property shall be stayed or enjoined by the Final Order, or in case the Final Order shall be made or entered affecting such property or any part thereof, then and in any of such events the Escrow Agent is authorized to rely upon and comply with any such Final Order which the Escrow Agent is advised by competent and experienced legal counsel of its own choosing, or by legal counsel selected by mutual consent of Seller and Buyer, is not subject to further review or appeal and is binding upon the Escrow Agent for purposes hereof . The term "Final Order" as used herein shall mean a final judgment, order or award of a court of competent jurisdiction or arbitrator, as evidenced by a certified copy of such judgment, order or award, as certified by such court or arbitrator, as the case may be, provided that such judgment, order or award is not appealable or the time for taking an appeal has expired, or in the case of an arbitral ...
Appointment of the Escrow Agent. The Escrow Agent is hereby constituted and appointed as the escrow agent under this Escrow Agreement and the Escrow Agent accepts this appointment in accordance with the terms and conditions set forth in this Escrow Agreement and agrees to assume and perform the duties of the escrow agent pursuant to this Escrow Agreement.
Appointment of the Escrow Agent. The Issuer hereby designates and appoints the Escrow Agent to act as escrow agent and depositary in accordance with the terms and conditions of this Agreement, and the Escrow Agent hereby accepts such designation and appointment.
Appointment of the Escrow Agent. The Escrow Agent is hereby appointed escrow agent and depository for the Buyer and the Seller with respect to the Escrowed Property (as hereinafter defined).
Appointment of the Escrow Agent. The Issuers hereby appoint Wilmington Trust, National Association, as Escrow Agent in accordance with the terms and conditions set forth herein, and Wilmington Trust, National Association hereby accepts such appointment subject to the terms and conditions set forth herein.
Appointment of the Escrow Agent. The Buyer and NewCo hereby appoint the Escrow Agent to serve as, and the Escrow Agent hereby agrees to act as, escrow agent upon the terms and conditions of this Escrow Agreement.
