Common use of Provisions Concerning Escrow Agent Clause in Contracts

Provisions Concerning Escrow Agent. (a) The Escrow Agent shall be entitled to rely, and shall be protected in acting or refraining from acting, upon any instruction, document or instrument furnished to them hereunder and believed by it to be genuine and believed by it to have been signed or presented by Unique or the Shareholders. Nothing herein contained shall be deemed to impose upon the Escrow Agent any duty to exercise discretion, it being the intention hereof that the Escrow Agent shall not be obligated to act except upon written instructions or direction. The Escrow Agent shall not be liable for any action (or refraining from any action) taken by it in good faith and believed by it to be authorized or within the rights or powers conferred upon it in this Escrow Agreement or the Agreement. The Escrow Agent may consult with counsel of its choice and shall be fully protected and indemnified in acting or refraining to act in good faith in accordance with the opinion of such counsel.

Appears in 2 contracts

Samples: Agreement and Plan of Merger and Reorganization (Unique Mobility Inc), Escrow Agreement (Unique Mobility Inc)

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Provisions Concerning Escrow Agent. (a) The Escrow Agent shall be entitled to rely, and shall be protected in acting or refraining from acting, upon any instruction, document or instrument furnished to them it hereunder and believed by it to be genuine and believed by it to have been signed or presented by Unique Acquiror or the ShareholdersShareholder Representative. Nothing herein contained shall be deemed to impose upon the Escrow Agent any duty to exercise discretion, it being the intention hereof that the Escrow Agent shall not be obligated to act except upon written instructions or direction. The Escrow Agent shall not be liable for any action (or refraining from any action) taken by it in good faith and believed by it to be authorized or within the rights or powers conferred upon it in this Escrow Agreement or the Agreement. The Escrow Agent may consult with counsel of its choice and shall be fully protected and indemnified in acting or refraining to act in good faith in accordance with the opinion of such counsel.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Cabot Oil & Gas Corp)

Provisions Concerning Escrow Agent. (a) 5.1 The Escrow Agent shall, for all purposes of this Escrow Agreement, be treated as and considered legally as custodian. The Escrow Agent shall be entitled to rely, and shall be protected in acting or refraining from acting, upon any instruction, document or instrument furnished to them it hereunder and believed by it to be genuine and believed by it to have been signed or presented by Unique Somerset or the ShareholdersSellers. Nothing herein contained shall be deemed to impose upon the Escrow Agent any duty to exercise discretion, it being the intention hereof that the Escrow Agent shall not be obligated to act except upon written instructions or direction. The Escrow Agent shall not be liable for any action (or refraining from any action) taken by it in good faith and believed by it to be authorized or within the rights or powers conferred upon it in this Escrow Agreement or the AgreementSPA. The Escrow Agent may consult with counsel of its choice and shall be fully protected and indemnified in acting or refraining to act in good faith in accordance with the opinion of such counsel.

Appears in 1 contract

Samples: Escrow Agreement (Somerset International Group,inc.)

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Provisions Concerning Escrow Agent. (a) a. The Escrow Agent shall be entitled to rely, and shall be protected in acting or refraining from acting, upon any instruction, document or instrument furnished to them hereunder and believed by it them to be genuine and believed by it them to have been signed or presented by Unique CCAi or the Shareholders. Nothing herein contained shall be deemed to impose upon the Escrow Agent any duty to exercise discretion, it being the intention hereof that the Escrow Agent shall not be obligated to act except upon written instructions or direction. The Escrow Agent shall not be liable for any action (or refraining from any action) taken by it in good faith and believed by it to be authorized or within the rights or powers conferred upon it in this Escrow Agreement or the Agreement. The Escrow Agent may consult with counsel of its choice and shall be fully protected and indemnified in acting or refraining to act in good faith in accordance with the opinion of such counsel.

Appears in 1 contract

Samples: Warrant Escrow Agreement (Conley Canitano & Associates Inc)

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