Conflicting Notices Sample Clauses

Conflicting Notices. Other than those which are ------------------- specifically referred to in this Escrow Agreement, the Escrow Agent is hereby authorized to disregard any and all notices or warnings given by Xxxxxxx, Xxx or Xxxxxx, or by any other person, firm or corporation, except that the Escrow Agent is hereby expressly authorized to comply with any and all final processes, orders, judgments or decrees of any court. To the extent the Escrow Agent obeys or complies with any process, order, judgment or decree of any court, it shall not be liable to any other party hereto or to any other person, firm or corporation by reason of such compliance.
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Conflicting Notices. A Person is deemed to be a Holder of Registrable Securities whenever such Person owns of record such Registrable Securities. If the Company receives conflicting instructions, notices or elections from two or more Persons with respect to the same Registrable Securities, the Company shall act upon the basis of instructions, notice or election received from the registered owner of such Registrable Securities.
Sample 1
Conflicting Notices. If at any time Escrow Agent shall receive conflicting notices, claims, demands or instructions with respect to the Escrow Stock, or if for any other reason it shall be unable in good faith to determine the party entitled to receive the Escrow Stock, Escrow Agent may refuse to take any action and may retain the Escrow Stock in its possession until it shall have received instructions in writing concurred in by all parties in interest, or until directed by an arbitration award or a final order or judgment of a court of competent jurisdiction, whereupon it shall make such disposition in accordance with such instructions or such award, order or judgment. If Escrow Agent is unable to determine in good faith the party entitled to receive the Escrow Stock, Escrow Agent may commence an arbitration proceeding in Jacksonville, Florida, in accordance with the Rules of the American Arbitration Association then in effect, and all parties agree that any dispute in determining the entitlement to the Escrow Stock or any other dispute under this Escrow Agreement shall be determined exclusively by arbitration in Jacksonville, Florida, and the determination of the arbitration panel shall be binding on Purchaser, Stockholder, and Escrow Agent. The costs of the arbitration proceeding shall be borne equally between Purchaser and Stockholder.
Sample 1

Related to Conflicting Notices

  • Conflicting Instructions A person or entity is deemed to be a holder of Registrable Securities whenever such person or entity owns of record such Registrable Securities. If the Company receives conflicting instructions, notices or elections from two or more persons or entities with respect to the same Registrable Securities, the Company will act upon the basis of instructions, notice or election received from the registered owner of such Registrable Securities.

  • Conflicting Agreements The Executive hereby represents and warrants that the execution of this Agreement and the performance of his obligations hereunder will not breach or be in conflict with any other agreement to which the Executive is a party or is bound and that the Executive is not now subject to any covenants against competition or similar covenants or any court order or other legal obligation that would affect the performance of his obligations hereunder. The Executive will not disclose to or use on behalf of the Company any proprietary information of a third party without such party’s consent.

  • Conflicting Obligations Consultant certifies that Consultant has no outstanding agreement or obligation that is in conflict with any of the provisions of this Agreement, or that would preclude Consultant from complying with the provisions hereof, and further certifies that Consultant will not enter into any such conflicting agreement during the term of this Agreement.

  • Conflicting Claims If conflicting claims or demands are made or asserted with respect to any interest of any Holder in any Exchangeable Shares, including any disagreement between the heirs, representatives, successors or assigns succeeding to all or any part of the interest of any Holder in any Exchangeable Shares resulting in conflicting claims or demands being made in connection with such interest, then the Trustee shall be entitled, at its sole discretion, to refuse to recognize or to comply with any such claim or demand. In so refusing, the Trustee may elect not to exercise any Voting Rights, Exchange Right or Automatic Exchange Rights subject to such conflicting claims or demands and, in so doing, the Trustee shall not be or become liable to any person on account of such election or its failure or refusal to comply with any such conflicting claims or demands. The Trustee shall be entitled to continue to refrain from acting and to refuse to act until:

  • Conflicting Provisions This Section shall supersede any provisions in Section 2.13 or 10.01 to the contrary.

  • Conflicting Orders or Instructions If the Financial Institution receives conflicting orders or instructions from the Secured Party and the Grantor or any other Person, the Financial Institution will follow the orders or instructions of the Secured Party and not the Grantor or such other Person.

  • Conflicting Advice In the event of a conflict between directions, advice or instructions ALPS receives from the Fund or any service provider and the advice ALPS receives from counsel, ALPS may in its sole discretion rely upon and follow the advice of counsel. ALPS will provide the Fund with prior written notice of its intent to follow advice of counsel that is materially inconsistent with directions, advice or instructions from the Fund. Upon request, ALPS will provide the Fund with a copy of such advice of counsel.

  • Conflicting Activities (1) Executive shall not, during the term of this Agreement, be engaged in any other business activity substantially similar to that of the Company’s primary business without the prior consent of the Board of Directors of the Company; provided, however, that this restriction shall not be construed as preventing Executive from investing his personal assets in any investments, including but not limited to, business entities which are not in competition with the Company or its affiliates, or from pursuing business opportunities which do not unreasonably impede his performance as executive for the Company.

  • CONFLICTING TERMS In the event of a conflict between the terms of the contract (including any and all attachments thereto and amendments thereof) and the terms of this Appendix A, the terms of this Appendix A shall control.

  • Conflicting Interests If the Trustee has or shall acquire a conflicting interest within the meaning of the Trust Indenture Act, the Trustee shall either eliminate such interest or resign, to the extent and in the manner provided by, and subject to the provisions of, the Trust Indenture Act and this Indenture. To the extent permitted by such Act, the Trustee shall not be deemed to have a conflicting interest by virtue of being a trustee under this Indenture with respect to Securities of more than one series.

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