Common use of Resignation of the Escrow Agent Clause in Contracts

Resignation of the Escrow Agent. The Escrow Agent may resign at any time upon giving at least thirty (30) days’ written notice to the parties; provided, however that no such resignation shall become effective until the appointment of a successor escrow agent, which shall be accomplished as follows: the Buyer and the Shareholders shall use their best efforts to mutually agree on a successor escrow agent within thirty (30) days after receiving such notice. If the Buyer and the Shareholders fail to agree on a successor escrow agent within such time, the Escrow Agent shall have the right to appoint a successor escrow agent authorized to do business in the State of Washington, which successor escrow agent shall be reasonably acceptable to the Buyer and the Shareholders. The successor escrow agent shall execute and deliver an instrument accepting such appointment and it shall, without further acts, be vested with all the estates, properties, rights, powers, and duties of the predecessor escrow agent as if originally named as escrow agent. Upon the effective appointment of a successor escrow agent, the Escrow Agent shall be discharged from any further duties and liability under this Agreement.

Appears in 2 contracts

Samples: Escrow Agreement (HouseValues, Inc.), Escrow Agreement (HouseValues, Inc.)

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Resignation of the Escrow Agent. The Escrow Agent may resign at any time upon giving at least thirty (30) days’ days written notice to the parties; provided, however that no such resignation shall become effective until the appointment of a successor escrow agent, which shall be accomplished as follows: the Buyer Parent and the Shareholders Stockholder Representatives shall use their best efforts to mutually agree on a successor escrow agent within thirty (30) days after receiving such notice. If the Buyer Parent and the Shareholders Stockholder Representatives fail to agree on a successor escrow agent within such time, the Escrow Agent shall have the right to appoint a successor escrow agent authorized to do business in the State of Washington, which successor escrow agent shall be reasonably acceptable to the Buyer Parent and the ShareholdersStockholder Representatives. The successor escrow agent shall execute and deliver an instrument accepting such appointment and it shall, without further acts, be vested with all the estates, properties, rights, powers, and duties of the predecessor escrow agent as if originally named as escrow agent. Upon the effective appointment of a successor escrow agent, the Escrow Agent shall be discharged from any further duties and liability under this Agreement. If a successor escrow agent is not appointed within the above time frames, then the Escrow Agent may apply to a court of competent jurisdiction for appointment of a successor escrow agent.

Appears in 2 contracts

Samples: Indemnification Escrow Agreement (Advanced Digital Information Corp), Special Liability Escrow Agreement (Advanced Digital Information Corp)

Resignation of the Escrow Agent. The Escrow Agent may resign at any time upon giving at least thirty (30) 30 days' written notice to the partiesPurchaser and the Shareholder Representative; providedPROVIDED, however HOWEVER, that no such resignation shall become effective until the appointment of a successor escrow agent, which shall be accomplished as follows: the Buyer Purchaser and the Shareholders Shareholder Representative shall use their best efforts to mutually agree on a successor escrow agent within thirty (30) 30 days after receiving such notice. If the Buyer Purchaser and the Shareholders Shareholder Representative fail to agree on a successor escrow agent within such time, the Escrow Agent shall have the right to appoint a successor escrow agent authorized to do business in the State of Washingtonagent, which successor escrow agent shall be reasonably acceptable to the Buyer Purchaser and the ShareholdersShareholder Representative. The successor escrow agent shall execute and deliver an instrument accepting such appointment and it shall, without further acts, be vested with all the estates, properties, rights, powers, powers and duties of the predecessor escrow agent as if originally named as escrow agent. Upon the effective appointment of a successor escrow agent, the Escrow Agent shall be discharged from any further duties and liability under this Agreement. If a successor escrow agent is not appointed within the above time frames, then the Escrow Agent may apply to a court of competent jurisdiction for appointment of a successor escrow agent.

Appears in 1 contract

Samples: Escrow Agreement (Corillian Corp)

Resignation of the Escrow Agent. The Escrow Agent may resign at any time upon giving at least thirty (30) days' written notice to the parties; provided, however that no such resignation shall become effective until the appointment of a successor escrow agent, which shall be accomplished as follows: the Buyer AVT and the Shareholders Shareholder Representative shall use their best efforts to mutually agree on a successor escrow agent within thirty (30) days after receiving such notice. If the Buyer AVT and the Shareholders Shareholder Representative fail to agree on a successor escrow agent within such time, the Escrow Agent shall have the right to appoint a successor escrow agent authorized to do business in the State of Washington, which successor escrow agent shall be reasonably acceptable to the Buyer AVT and the ShareholdersShareholder Representative. The successor escrow agent shall execute and deliver an instrument accepting such appointment and it shall, without further acts, be vested with all the estates, properties, rights, powers, and duties of the predecessor escrow agent as if originally named as escrow agent. Upon the effective appointment of a successor escrow agent, the Escrow Agent shall be discharged from any further duties and liability under this Agreement. If a successor escrow agent is not appointed within the above time frames, then the Escrow Agent may apply to a court of competent jurisdiction for appointment of a successor escrow agent.

Appears in 1 contract

Samples: Escrow Agreement (Avt Corp)

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Resignation of the Escrow Agent. The Escrow Agent may resign at any time upon giving at least thirty (30) 30 days' written notice to the parties; provided, however that no such resignation shall -------- ------- become effective until the appointment of a successor escrow agent, which shall be accomplished as follows: the Buyer Parent and the Shareholders Securityholder Agent shall use their best efforts to mutually agree on a successor escrow agent within thirty (30) 30 days after receiving such notice. If the Buyer Parent and the Shareholders Securityholder Agent fail to agree on a successor escrow agent within such time, the Escrow Agent shall have the right to appoint a successor escrow agent authorized to do business in the State of Washington, which successor escrow agent shall be reasonably acceptable to the Buyer Parent and the ShareholdersSecurityholder Agent. The successor escrow agent shall execute and deliver an instrument accepting such appointment and it shall, without further acts, be vested with all the estates, properties, rights, powers, powers and duties of the predecessor escrow agent as if originally named as escrow agent. Upon the effective appointment of a successor escrow agent, the Escrow Agent shall be discharged from any further duties and liability under this Agreement. If a successor escrow agent is not appointed within the above time frames by either Parent, the Securityholder Agent or the Escrow Agent, then the Escrow Agent shall, upon delivery of all records to Parent, be discharged from any further duties and liability under this Agreement.

Appears in 1 contract

Samples: Escrow and Indemnification Agreement (Avt Corp)

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