Common use of Refusal to Comply Clause in Contracts

Refusal to Comply. In the event of any disagreement between/among the Parties and Escrow Agent that results in adverse claims or demands being made in connection with the Escrowed Funds, or in the event that Escrow Agent, in good faith, is in doubt as to what action Escrow Agent should take hereunder, ▇▇▇▇▇▇ Agent may, at its option, refuse to comply with any claims or demands on Escrow Agent, or refuse to take any other action hereunder, so long as such disagreement continues or such doubt exists. In any such event, ▇▇▇▇▇▇ Agent shall not become liable in any way or to any person for its failure or refusal to act, and Escrow Agent shall be entitled to continue to refrain from acting until (a) the rights of the involved parties have been fully and finally adjudicated by a court of competent jurisdiction, or (b) all differences have been adjusted and all doubt resolved by agreement between/among the involved parties, and Escrow Agent has been so notified in writing signed by all involved parties. Escrow Agent may, after thirty (30) calendar days’ notice to the involved parties of its intention to do so, file an action in interpleader requiring the involved parties to answer and litigate any claims and rights between/among themselves. The rights of Escrow Agent under this paragraph are cumulative of all other rights which it may have by law or otherwise.