Release of Escrow Amount. Within five (5) business days immediately following the first consecutive six (6) month period after the Closing during which all installment payments of the Brand Amount have been timely delivered to Fantex when due (subject to applicable notice and cure periods contained herein), then the Escrow Agent shall deliver to Participant all amounts then remaining in the Escrow Account, the Escrow Agreement shall be terminated, and Participant shall thereafter have no obligation to maintain any amounts in the Escrow Account.
Release of Escrow Amount. After release of the Adjustment Shares to the Purchaser in accordance with Section 5.3 above, the Purchaser in its sole discretion, shall have the option to: (i) instruct the Escrow Agent to release the Escrow Amount to the Company, in which case the Purchaser will retain all of the Adjustment Shares, or (ii) have the Escrow Amount returned to Purchaser, at which case Purchaser shall relinquish Two Hundred Fifty Thousand Adjustment Shares back to the Company. In each such instance the Company hereby authorizes the Purchaser to direct the Escrow Agent immediately to release the Escrow Amount as directed by the Purchaser and the Company shall join in such direction, provided that the Escrow Agent may act solely on the direction of the Purchaser
Release of Escrow Amount. If on the date of closing of the Offerings (as more fully described in the Registration Statement) the Escrow Agent has received from the Company or Sandler a certificate stating that the Company has received subscriptions or purchase orders in the Offerings for at least 4,165,000 Shares and that the Offerings have closed, then the Escrow Agent is hereby authorized and instructed to:
Release of Escrow Amount. (a) Upon delivery, at any time on or before the date which is two years following the Closing Date (the “Indemnification Escrow Period”), to the Escrow Agent and the Selling Entity, of a certificate signed by any officer of Buyer (an “Officer’s Certificate”) (i) stating that a claim for indemnification by Selling Entity under Section 13.2 of the Purchase Agreement (an “Indemnification Escrow Claim”) exists, and (ii) specifying in reasonable detail the amount of and basis for such Indemnification Escrow Claim, Escrow Agent shall, no later than the date that is fifteen (15) Business Days after Escrow Agent’s receipt of such Officer’s Certificate and subject to the provisions of this Schedule B and provided such Indemnification Escrow Claim otherwise complies with the procedural requirements of Section 13 of the Purchase Agreement, cause to be disbursed to Buyer such portion of the Escrow Amount as is claimed by Buyer to satisfy the Indemnification Escrow Claim. Notwithstanding the foregoing, if, within ten (10) Business Days after delivery of any Officer’s Certificate (the “Notification Period”), the Selling Entity notifies Escrow Agent and Buyer in writing that the Selling Entity disputes any Indemnification Escrow Claim made by Buyer, the Escrow Agent shall retain the amount claimed by Buyer in the Escrow Account and Selling Entity and Buyer shall consult and negotiate in good faith with each other for up to thirty (30) days regarding their rights with respect to such Indemnification Escrow Claim. If Selling Entity and Buyer agree that a portion of the Escrow Amount shall be disbursed to Buyer on account of the Indemnification Escrow Claim set forth in such Officer’s Certificate, Buyer and the Selling Entity shall execute and deliver joint written instructions to the Escrow Agent instructing the Escrow Agent to distribute such agreed-upon amount to Buyer. If the Escrow Agent does not receive joint written instructions from Buyer and the Selling Entity within such thirty (30) day period, then no portion of the Escrow Amount will be distributed to Buyer with respect to an Indemnification Escrow Claim until (i) such time as Selling Entity and Buyer sign and deliver to Escrow Agent joint written instructions instructing the Escrow Agent to disburse all or a portion of the remaining Escrow Amount, or (ii) a final judgment on the matter is entered by a court of competent jurisdiction (after all appeals have been finally determined or the time for appeal has expi...
Release of Escrow Amount. The Escrow Agent shall hold the Escrow Amount until it delivers the Escrow Amount as provided in this Section 4, as follows: Exhibit G
Release of Escrow Amount. (a) Any portion of the Escrow Amount not previously released to, or permitted to be retained by, Acquiror as a result of an indemnification claim by Acquiror shall be released to the Series D Holders and Target Retention Bonus Plan Participants on the Release Date pursuant to the Escrow Agreement; provided, however, that a portion of the Indemnity Escrow Amount, which is reasonably necessary (as determined in accordance with Section 9.3) to satisfy any unsatisfied claims specified in any Officer’s Certificate (as defined in Section 9.3) theretofore delivered to the Stockholders’ Agent prior to the Escrow Termination Date with respect to facts and circumstances existing on or prior to the Escrow Termination Date, shall remain in the Indemnity Escrow Fund until such claims have been resolved.
Release of Escrow Amount. The Escrow Amount shall only be distributed and released as follows:
Release of Escrow Amount. (a) If the Escrow Agent receives a certificate signed by both an officer of Buyer and an officer of DLJMB directing the Escrow Agent to pay all or a portion of the Escrow Amount to the Stockholders and the holders of Company Warrants identified in such certificate and/or to Buyer or the Surviving Corporation as contemplated by Section 2.13 of the Merger Agreement, the Escrow Agent shall immediately pay such amount from the Escrow Account (including any interest attributable thereto as provided in Section 4 hereof) as directed in such certificate.
Release of Escrow Amount. If the Second Closing has not occurred by the Termination Date, on the first business day following the termination of this Agreement, Purchaser and each Seller will jointly instruct the Escrow Agent under the Escrow Agreement to release to the Purchaser the Escrow Amount. The Escrow Agreement shall provide for the payment to the Sellers of any interest on the Escrow Amount. For the avoidance of doubt, upon the release of the Escrow Amount to the Purchaser, the Sellers shall be under no obligation to sell the Second Closing Units hereunder.
Release of Escrow Amount. (a) Upon receipt of a written notice by Xxxxxxxx, the Escrow Agent shall not pay or otherwise release the Escrow Funds except upon receipt of any of the following:
