Delivery by the Escrow Agent. The Escrow Agent shall hold, deliver and otherwise deal with the Escrowed Property as follows: (a) Upon receipt of a certificate in the form of Exhibit A hereto, signed by Buyer and the Company, the Escrow Agent promptly shall release and deliver: (i) from the Deposit to an account(s) of the Depositary specified in such certificate, by wire transfer of immediately available funds, the amount specified in such certificate; and (ii) the balance of the Deposit to an account specified by Buyer, by wire transfer of immediately available funds. (b) Upon receipt of a certificate in the form of Exhibit B hereto, signed by the Company, the Escrow Agent promptly shall notify Buyer of its intent to release and deliver the Deposit to Buyer. If Buyer does not object in writing to Escrow Agent to such intent within five days after receiving notice thereof, the Escrow Agent shall release and deliver the Deposit to an account specified by Buyer, by wire transfer of immediately available funds. (c) Upon receipt of a certificate in the form of Exhibit C hereto, signed by Buyer, the Escrow Agent promptly shall notify the Company of its intent to release and deliver the Deposit to Buyer. If the Company does not object in writing to Escrow Agent to such intent within five days after receiving notice thereof, the Escrow Agent shall release and deliver the Deposit to an account specified by Buyer, by wire transfer of immediately available funds. (d) If any party makes a timely objection to the release and delivery of the Escrowed Property (or portion thereof), the Escrow Agent shall continue to hold the Escrowed Property in its possession until directed to disburse the same in accordance with (i) the joint written instructions of Buyer and the Company, or (ii) a final unappealable judgment of a court of competent jurisdiction. In lieu of the foregoing, the Escrow Agent may deposit the disputed Escrowed Property with a court of competent jurisdiction and commence an action of interpleader between the parties in dispute. (e) At the time of release and delivery by the Escrow Agent of all the Escrowed Property in accordance with this Section 2, the Escrow Agent shall be released from all further liability under this Agreement with respect to the Escrowed Property or otherwise.
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Sources: Escrow Agreement (FMCC Acquisition Corp), Escrow Agreement (First of Michigan Capital Corp)