Common use of Deposits in Escrow Clause in Contracts

Deposits in Escrow. As promptly as practicable after the date hereof (but in no event later than 5:00 p.m. New York City time on June 17, 2003), (a) each of the Verizon Selling Shareholders shall transfer to the securities account (the "Custodial Account") opened by the Escrow Agent with GBM Grupo Bursatil Mexicano, S.A. de C.V. Casa de Bolsa, a broker dealer organized under the laws of the United Mexican States (the "Custodian"), all of the Verizon Shares (other than ADSs) owned by each of them and (b) Vodafone shall transfer to the Custodial Account all of the Vodafone Shares owned by it, in each case for the benefit of the Escrow Agent. Subject to the last sentence of this Section 2.1, all Verizon Shares and Vodafone Shares so delivered to the Custodial Account (the "Escrow Shares") shall remain subject to this Agreement until the earliest to occur of (i) the tender of such Verizon Shares and Vodafone Shares to Sub pursuant to the Mexican Offer and (ii) the receipt by the Escrow Agent of a joint written notice from the Purchasers, the Verizon Selling Shareholders and Vodafone stating that the Acquisition Agreement has been terminated on a date prior to the date on which Sub has accepted for payment the Verizon Shares and the Vodafone Shares under the Offers (such earlier date, the "Share Escrow Termination Date"). If the Share Escrow Termination Date occurs by operation of clause (ii) of the definition of the Share Escrow Termination Date, the Escrow Agent shall promptly return to each of the Verizon Selling Shareholders the Verizon Shares (other than ADSs) owned by each of them and to Vodafone the Vodafone Shares. If the Share Escrow Termination Date occurs by operation of clause (i) of the definition of the Share Escrow Termination Date, and the Acquisition Agreement and the Mexican Offer are terminated after such date, the Escrow Agent and Sub shall take all action necessary to return and shall, as promptly as practicable, but in no event later than two (2) Business Days after the date of termination of the Acquisition Agreement and the Mexican Offer, return to each of the Verizon Selling Shareholders the Verizon Shares (other than ADSs) owned by each of them and to Vodafone the Vodafone Shares.