Common use of Delivery by Electronic Book-Entry at The Depository Trust Company Clause in Contracts

Delivery by Electronic Book-Entry at The Depository Trust Company. If the Investor elects to settle the Shares purchased by such Investor through delivery by electronic book-entry at DTC, no later than one (1) business day after the execution of this Agreement by the Investor and the Company, the Investor shall remit by wire transfer the amount of funds equal to the aggregate purchase price for the Units being purchased by the Investor to the following account designated by the Company and the Placement Agent pursuant to the terms of that certain Escrow Agreement (the “Escrow Agreement”) dated as of , 200 , by and among the Company, the Placement Agent and [ ] (the “Escrow Agent”): [Escrow Agent] ABA # [ ] Account Name: [ ] Account Number: [ ] Such funds shall be held in escrow until the Closing and delivered by the Escrow Agent on behalf of the Investors to the Company upon the satisfaction, in the sole judgment of the Placement Agent, of the conditions set forth in Section 3.2(b) hereof. Except with respect to the Placement Fee, the Placement Agent shall have no rights in or to any of the escrowed funds, unless the Placement Agent and the Escrow Agent are otherwise notified in writing by the Company in connection with the Closing. The Company and the Investor agree to indemnify and hold the Escrow Agent harmless from and against any and all losses, costs, damages, expenses and claims (including, without limitation, court costs and reasonable attorneys fees) (“Losses”) arising under this Section 3.3 or otherwise with respect to the funds held in escrow pursuant hereto or arising under the Escrow Agreement, unless it is finally determined that such Losses resulted directly from the willful misconduct or gross negligence of the Escrow Agent. Anything in this Agreement to the contrary notwithstanding, in no event shall the Escrow Agent be liable for any special, indirect or consequential loss or damage of any kind whatsoever (including but not limited to lost profits), even if the Escrow Agent has been advised of the likelihood of such loss or damage and regardless of the form of action.

Delivery by Electronic Book-Entry at The Depository Trust Company. If the Investor elects to settle the Shares purchased by such Investor through delivery by electronic book-entry at DTC, no later than one (1) business day after the execution of this Agreement by the Investor and the Company, the Investor shall remit by wire transfer the amount of funds equal to the aggregate purchase price for the Units Shares being purchased by the Investor to the following account designated by the Company and the Placement Agent Agents pursuant to the terms of that certain Escrow Agreement (the “Escrow Agreement”) dated as of March 24, 200 2006, by and among the Company, the Placement Agent Agents and [ ] Xxxxx Raysman Xxxxxxxxx Xxxxxx & Xxxxxxx LLP (the “Escrow Agent”): [Escrow Agent] THE CITIBANK PRIVATE BANK 000 Xxxxx Xxxxxx, 0xx Xxxxx Xxx Xxxx, XX 00000 ABA # [ ] 000-000-000 Account Name: [ ] Metabasis Therapeutics, Inc. Account Number: [ ] 76-274083 Such funds shall be held in escrow until the Closing and delivered by the Escrow Agent on behalf of the Investors to the Company upon the satisfaction, in the sole judgment of the Placement AgentAgents, of the conditions set forth in Section 3.2(b) hereof. Except with respect to the The Placement Fee, the Placement Agent Agents shall have no rights in or to any of the escrowed funds, unless the Placement Agent Agents and the Escrow Agent are otherwise notified in writing by the Company in connection with the ClosingClosing that a portion of the escrowed funds shall be applied to the Placement Fee. The Company and the Investor agree to indemnify and hold the Escrow Agent harmless from and against any and all losses, costs, damages, expenses and claims (including, without limitation, court costs and reasonable attorneys fees) (“Losses”) arising under this Section 3.3 or otherwise with respect to the funds held in escrow pursuant hereto or arising under the Escrow Agreement, unless it is finally determined that such Losses resulted directly from the willful misconduct or gross negligence of the Escrow Agent. Anything in this Agreement to the contrary notwithstanding, in no event shall the Escrow Agent be liable for any special, indirect or consequential loss or damage of any kind whatsoever (including but not limited to lost profits), even if the Escrow Agent has been advised of the likelihood of such loss or damage and regardless of the form of action. Investor shall also furnish to the Placement Agents a completed W-9 form (or, in the case of an Investor who is not a United States citizen or resident, a W-8 form). Investor acknowledges that the Escrow Agent acts as counsel to the Placement Agents, and shall have the right to continue to represent the Placement Agents, in any action, proceeding, claim, litigation, dispute, arbitration or negotiation in connection with the Offering, and Investor hereby consents thereto and waives any objection to the continued representation of the Placement Agents by the Escrow Agent in connection therewith based upon the services of the Escrow Agent under the Escrow Agreement, without waiving any duty or obligation the Escrow Agent may have to any other person.

Delivery by Electronic Book-Entry at The Depository Trust Company. If the Investor elects to settle the Shares purchased by such Investor through delivery by electronic book-entry at DTC, no later than one (1) business day after the execution of this Agreement by the Investor and the Company, the Investor shall remit by wire transfer the amount of funds equal to the aggregate purchase price for the Units shares being purchased by the Investor to the following account (the “Escrow Account”) designated by the Company and the Placement Agent Agents pursuant to the terms of that certain Escrow Agreement (the “Escrow Agreement”) dated as of January 24, 200 2006, by and among the Company, the Placement Agent Agents and [ ] JPMorgan Chase Bank, N.A. (the “Escrow Agent”): [Escrow Agent] JPMorgan Chase Bank, N.A. ABA # [ ] 000000000 Account Number: 000-000-000, Escrow Special Subscription Account Account Name: [ ] NitroMed, Inc. For further credit to Account Number: [ ] 00000000 Attention: Xxxxxxxx Xxxxxx (000) 000-0000 Such funds shall be held in escrow until the Closing and delivered by the Escrow Agent on behalf of the Investors to the Company upon the satisfaction, in the sole judgment of the Placement AgentAgents, of the conditions set forth in Section 3.2(b) hereofCompany Closing Conditions. Except with respect to the The Placement Fee, the Placement Agent Agents shall have no rights in or to any of the escrowed funds, unless the Placement Agent Agents and the Escrow Agent are otherwise notified in writing by the Company in connection with the ClosingClosing that a portion of the escrowed funds shall be applied to the Placement Fee. The Company and the Investor agree to indemnify and hold the Escrow Agent harmless from and against any and all losses, costs, damages, expenses and claims (including, without limitation, court costs and reasonable attorneys fees) (“Losses”) arising under this Section 3.3 or otherwise with respect to the funds held in escrow pursuant hereto or arising under the Escrow Agreement, unless it is finally determined that such Losses resulted directly from the willful misconduct or gross negligence of the Escrow Agent. Anything in this Agreement to the contrary notwithstanding, in no event shall the Escrow Agent be liable for any special, indirect or consequential loss or damage of any kind whatsoever (including but not limited to lost profits), even if the Escrow Agent has been advised of the likelihood of such loss or damage and regardless of the form of action. Investor shall also furnish to the Placement Agents a completed W-9 form (or, in the case of an Investor who is not a United States citizen or resident, a W-8 form). Investor acknowledges that the Escrow Agent acts as counsel to the Placement Agents, and shall have the right to continue to represent the Placement Agents, in any action, proceeding, claim, litigation, dispute, arbitration or negotiation in connection with the Offering, and Investor hereby consents thereto and waives any objection to the continued representation of the Placement Agents by the Escrow Agent in connection therewith based upon the services of the Escrow Agent under the Escrow Agreement, without waiving any duty or obligation the Escrow Agent may have to any other person.

Delivery by Electronic Book-Entry at The Depository Trust Company. If the Investor elects to settle the Shares Securities purchased by such Investor through delivery by electronic book-entry at DTC, no later than one (1) business day after the execution of this Agreement by the Investor and the Company, the Investor shall remit by wire transfer of immediately available funds the amount of funds equal to the aggregate purchase price for the Units Securities being purchased by the Investor to the following account designated by the Company and the Placement Agent Agents pursuant to the terms of that certain Escrow Agreement (the “Escrow Agreement”) dated as of May 28, 200 2014, by and among the Company, the Placement Agent Agents and [ ] Signature Bank (the “Escrow Agent”): [Escrow Agent] ABA # [ ] Account Name: [ ] Account Number: [ ] Such funds shall be held in escrow until the Closing and delivered by the Escrow Agent on behalf of the Investors each Investor to the Company upon the satisfaction, in the sole judgment of the Placement AgentRepresentative, of the conditions set forth in Section 3.2(b) 3.3 hereof. Except with respect to the Placement Fee, the Placement Agent The Representative shall have no rights in or to any of the escrowed funds, unless the Placement Agent Representative and the Escrow Agent are otherwise notified in writing by the Company in connection with the ClosingClosing that a portion of the escrowed funds shall be applied to the Placement Fee. The Company and the Investor agree to indemnify and hold the Escrow Agent harmless from and against any and all losses, costs, damages, expenses and claims (including, without limitation, court costs and reasonable attorneys fees) (“Losses”) arising under this Section 3.3 3.4 or otherwise with respect to the funds held in escrow pursuant hereto or arising under the Escrow Agreement, unless it is finally determined that such Losses resulted directly from the bad faith, willful misconduct or gross negligence of the Escrow Agent. Anything in this Agreement to the contrary notwithstanding, in no event shall the Escrow Agent be liable for any special, indirect or consequential loss or damage of any kind whatsoever (including but not limited to lost profits), even if the Escrow Agent has been advised of the likelihood of such loss or damage and regardless of the form of action. Investor shall also furnish to the Representative a completed W-9 form (or, in the case of an Investor who is not a United States citizen or resident, a W-8 form).

Delivery by Electronic Book-Entry at The Depository Trust Company. If the Investor elects to settle the Shares purchased by such Investor through delivery by electronic book-entry at DTC, no later than one (1) business day after the execution of this Agreement by the Investor and the Company, the Investor shall remit by wire transfer the amount of funds equal to the aggregate purchase price for the Units shares being purchased by the Investor to the following account designated by the Company and the Placement Agent pursuant to the terms of that certain Escrow Agreement (the “Escrow Agreement”) dated as of March 23, 200 2004, by and among the Company, the Placement Agent and [ ] Xxxxx Raysman Xxxxxxxxx Xxxxxx & Xxxxxxx LLP (the “Escrow Agent”): [Escrow Agent] THE CITIBANK PRIVATE BANK 000 Xxxx 00xx Xxxxxx Xxx Xxxx, XX 00000 ABA # [ ] 000-000-000 Account Name: [ ] Vical Incorporated Account Number: [ ] 00000000 Such funds shall be held in escrow until the Closing and delivered by the Escrow Agent on behalf of the Investors to the Company upon the satisfaction, in the sole judgment of the Placement Agent, of the conditions set forth in Section 3.2(b) hereofCompany Closing Conditions. Except with respect to the Placement Fee, the The Placement Agent shall have no rights in or to any of the escrowed funds, unless the Placement Agent and the Escrow Agent are otherwise notified in writing by the Company in connection with the ClosingClosing that a portion of the escrowed funds shall be applied to the Placement Fee. The Company and the Investor agree to indemnify and hold the Escrow Agent harmless from and against any and all losses, costs, damages, expenses and claims (including, without limitation, court costs and reasonable attorneys fees) (“Losses”) arising under this Section 3.3 or otherwise with respect to the funds held in escrow pursuant hereto or arising under the Escrow Agreement, unless it is finally determined that such Losses resulted directly from the willful misconduct or gross negligence of the Escrow Agent. Anything in this Agreement to the contrary notwithstanding, in no event shall the Escrow Agent be liable for any special, indirect or consequential loss or damage of any kind whatsoever (including but not limited to lost profits), even if the Escrow Agent has been advised of the likelihood of such loss or damage and regardless of the form of action. Investor shall also furnish to the Placement Agent a completed W-9 form (or, in the case of an Investor who is not a United States citizen or resident, a W-8 form). Investor acknowledges that the Escrow Agent acts as counsel to the Placement Agent, and shall have the right to continue to represent the Placement Agent, in any action, proceeding, claim, litigation, dispute, arbitration or negotiation in connection with the Offering, and Investor hereby consents thereto and waives any objection to the continued representation of the Placement Agent by the Escrow Agent in connection therewith based upon the services of the Escrow Agent under the Escrow Agreement, without waiving any duty or obligation the Escrow Agent may have to any other person.

Delivery by Electronic Book-Entry at The Depository Trust Company. If the Investor Purchaser elects to settle the Shares purchased by such Investor Purchaser through delivery by electronic book-entry at DTC, no later than one (1) business day after the execution of this Agreement by the Investor Purchaser and the Company, the Investor Purchaser shall remit by wire transfer the amount of funds equal to the aggregate purchase price for the Units Shares being purchased by the Investor Purchaser to the following account designated by the Company and the Placement Agent pursuant to the terms of that certain Escrow Agreement (the “Escrow Agreement”) dated as of September 20, 200 2005, by and among the Company, the Placement Agent and [ ] Bxxxx Raysman Mxxxxxxxx Xxxxxx & Sxxxxxx LLP (the “Escrow Agent”): [Escrow Agent] THE CITIBANK PRIVATE BANK 100 Xxxx 00xx Xxxxxx Xxx Xxxx, XX 00000 ABA # [ ] 000-000-000 Account Name: [ ] GenVec, Inc. Account Number: [ ] 30000000 Such funds shall be held in escrow pursuant to the Escrow Agreement until the Closing and delivered by the Escrow Agent on behalf of the Investors Purchaser to the Company upon the satisfaction, in the sole judgment of the Placement Agent, of the conditions set forth in Section 3.2(b) hereofCompany Closing Conditions. Except with respect to the Placement Fee, the The Placement Agent shall have no rights in or to any of the escrowed funds, unless the Placement Agent and the Escrow Agent are otherwise notified in writing by the Company in connection with the ClosingClosing that a portion of the escrowed funds shall be applied to the Placement Fee. The Company and the Investor Purchaser agree to indemnify and hold the Escrow Agent harmless from and against any and all losses, costs, damages, expenses and claims (including, without limitation, court costs and reasonable attorneys fees) (“Losses”) arising under this Section 3.3 4.3 or otherwise with respect to the funds held in escrow pursuant hereto or arising under the Escrow Agreement, unless it is finally determined that such Losses resulted directly from the willful misconduct or gross negligence of the Escrow Agent. Anything in this Agreement to the contrary notwithstanding, in no event shall the Escrow Agent be liable for any special, indirect or consequential loss or damage of any kind whatsoever (including but not limited to lost profits), even if the Escrow Agent has been advised of the likelihood of such loss or damage and regardless of the form of action. Purchaser shall also furnish to the Placement Agent a completed W-9 form (or, in the case of a Purchaser who is not a United States citizen or resident, a W-8 form). Purchaser acknowledges that the Escrow Agent acts as counsel to the Placement Agent, and shall have the right to continue to represent the Placement Agent, in any action, proceeding, claim, litigation, dispute, arbitration or negotiation in connection with the Offering and Purchaser hereby consents thereto and waives any objection to the continued representation of the Placement Agent by the Escrow Agent in connection therewith based upon the services of the Escrow Agent under the Escrow Agreement, without waiving any duty or obligation the Escrow Agent may have to any other person.

Delivery by Electronic Book-Entry at The Depository Trust Company. If the Investor elects to settle the Shares purchased by such Investor through delivery by electronic book-entry at DTC, no later than one (1) business day after the execution of this Agreement by the Investor and the Company, the Investor shall remit by wire transfer the amount of funds equal to the aggregate purchase price for the Units being purchased by the Investor to the following account designated by the Company and the Placement Agent pursuant to the terms of that certain Escrow Agreement (the “Escrow Agreement”) dated as of April [ ], 200 2006, by and among the Company, the Placement Agent and [ ] Xxxxx Raysman Xxxxxxxxx Xxxxxx & Xxxxxxx LLP (the “Escrow Agent”): [Escrow Agent] THE CITIBANK PRIVATE BANK 000 Xxxxx Xxxxxx, 0xx Xxxxx Xxx Xxxx, XX 00000 ABA # [ ] 000-000-000 Account Name: [ ] Acusphere, Inc. Account Number: [ ] 76-274024 Such funds shall be held in escrow until the Closing and delivered by the Escrow Agent on behalf of the Investors to the Company upon the satisfaction, in the sole judgment of the Placement Agent, of the conditions set forth in Section 3.2(b) hereof. Except with respect to the Placement Fee, the The Placement Agent shall have no rights in or to any of the escrowed funds, unless the Placement Agent and the Escrow Agent are otherwise notified in writing by the Company in connection with the ClosingClosing that a portion of the escrowed funds shall be applied to the Placement Fee. The Company and the Investor agree to indemnify and hold the Escrow Agent harmless from and against any and all losses, costs, damages, expenses and claims (including, without limitation, court costs and reasonable attorneys fees) (“Losses”) arising under this Section 3.3 or otherwise with respect to the funds held in escrow pursuant hereto or arising under the Escrow Agreement, unless it is finally determined that such Losses resulted directly from the willful misconduct or gross negligence of the Escrow Agent. Anything in this Agreement to the contrary notwithstanding, in no event shall the Escrow Agent be liable for any special, indirect or consequential loss or damage of any kind whatsoever (including but not limited to lost profits), even if the Escrow Agent has been advised of the likelihood of such loss or damage and regardless of the form of action. Investor shall also furnish to the Placement Agent a completed W-9 form (or, in the case of an Investor who is not a United States citizen or resident, a W-8 form). Investor acknowledges that the Escrow Agent acts as counsel to the Placement Agent, and shall have the right to continue to represent the Placement Agent, in any action, proceeding, claim, litigation, dispute, arbitration or negotiation in connection with the Offering, and Investor hereby consents thereto and waives any objection to the continued representation of the Placement Agent by the Escrow Agent in connection therewith based upon the services of the Escrow Agent under the Escrow Agreement, without waiving any duty or obligation the Escrow Agent may have to any other person.

Delivery by Electronic Book-Entry at The Depository Trust Company. If the Investor elects to settle the Shares purchased by such Investor through delivery by electronic book-entry at DTC, no later than one (1) business day after the execution of this Agreement by the Investor and the Company, the Investor shall remit by wire transfer the amount of funds equal to the aggregate purchase price for the Units Shares being purchased by the Investor to the following account designated by the Company and the Placement Agent Agents pursuant to the terms of that certain Escrow Agreement (the “Escrow Agreement”) dated as of February 8, 200 2007, by and among the Company, the Placement Agent Xxxxx and [ ] Company, LLC (“Cowen”) and Mellon Investor Services LLC (the “Escrow Agent”): [ABA 000000000 F/C Mellon Investor Services LLC F/C # 1002331 Ref: Kosan Escrow Agent] ABA # [ ] Account Namedeal Attn: [ ] Account NumberXxx Xxxx Tel: [ ] 000-000-0000 Such funds shall be held in escrow until the Closing and delivered by the Escrow Agent on behalf of the Investors to the Company upon the satisfaction, in the sole judgment of the Placement AgentCowen, of the conditions set forth in Section 3.2(b) hereof. Except with respect to the The Placement Fee, the Placement Agent Agents shall have no rights in or to any of the escrowed funds, unless the Placement Agent Agents and the Escrow Agent are otherwise notified in writing by the Company in connection with the ClosingClosing that a portion of the escrowed funds shall be applied to the Placement Fee. The Company and the Investor agree to indemnify and hold the Escrow Agent harmless from and against any and all losses, costs, damages, expenses and claims (including, without limitation, court costs and reasonable attorneys fees) (“Losses”) arising under this Section 3.3 or otherwise with respect to the funds held in escrow pursuant hereto or arising under the Escrow Agreement, unless it is finally determined that such Losses resulted directly from the willful misconduct or gross negligence of the Escrow Agent. Anything in this Agreement to the contrary notwithstanding, in no event shall the Escrow Agent be liable for any special, indirect or consequential loss or damage of any kind whatsoever (including but not limited to lost profits), even if the Escrow Agent has been advised of the likelihood of such loss or damage and regardless of the form of action.