Delivery into Escrow. Notwithstanding the foregoing, a number of shares of DocuNet Common Stock equal to (i) $270,000 divided by (ii) the Initial Offering Price shall be delivered at Closing to the Escrow Agent pursuant to the Escrow Agreement (the "Escrow Amount"). The Escrow Amount shall be available to fund (but shall not be the sole source of funding) any obligations of Seller under this Agreement pursuant to the terms of the Escrow Agreement; provided, however, if the amount of cash plus the Value of the shares of DocuNet Common Stock (valued at the Initial Public Offering Price) in the Escrow Amount falls below $270,000 (the "Threshold Value") due to payment from the Escrow Amount pursuant to Section 2.8 hereof, the Seller shall contribute additional cash or shares of DocuNet Common Stock to the Escrow Amount in an amount necessary so that the amount of cash plus the Value of the shares of Common Stock (valued at the Initial Public Offering Price) in the Escrow Amount would equal the Threshold Value.
Delivery into Escrow. Notwithstanding the foregoing, a number of shares of DocuNet Common Stock equal to (i) $195,000 divided by (ii) the Initial Public Offering Price, shall be delivered at Closing to the Escrow Agent pursuant to the Escrow Agreement (the "Escrow Amount"), in the individual amount for each Seller as indicated on Schedule 2.4 attached hereto. The Escrow Amount shall be available to fund (but shall not be the sole source of funding) any obligations of Sellers under this Agreement pursuant to the terms of the Escrow Agreement; provided, however, if the amount of cash plus the value of the shares of DocuNet Common Stock (valued at the Initial Public Offering Price) in the Escrow Amount falls below $195,000 (the "Threshold Value") due to payment from the Escrow Amount pursuant to Section 2.8 hereof, the Sellers shall contribute additional cash or shares of DocuNet Common Stock to the Escrow Amount in an amount necessary so that the amount of cash plus the value of the shares of Common Stock (valued at the Initial Public Offering Price) in the Escrow Amount would equal the Threshold Value.
Delivery into Escrow. On the basis of the representations, warranties, terms and conditions contained herein, on the date hereof each party shall deliver to the financial entity or other entity mutually agreed to by the Parties (the "ESCROW AGENT"), pursuant to an agreement in the form attached hereto as EXHIBIT C (the "ESCROW AGREEMENT"), the following:
(a) Seller shall deliver the original signature Note;
(b) Purchaser shall deliver $6 million in cash or by wire transfer;
(c) The Company shall deliver an affidavit executed by an officer of the Company setting forth the Interest Indebtedness on the Note calculated through February 27, 1998 and certified as correct by an officer of the Seller (the "INTEREST AFFIDAVIT"); and
(d) Seller, Purchaser and the Company shall deliver each of the other items required to be delivered by each of them pursuant to the terms of the Escrow Agreement.
Delivery into Escrow. Upon Closing, the sum of Fifty Thousand -------------------- Dollars ($50,000.00), representing the full amount of the Deferred Payments (the "Escrow Funds"), shall be delivered by the Buyer to the Escrow Agent for deposit into the Escrow Account.
Delivery into Escrow. Prior to or at the Closing, the following -------------------- described documents (collectively, the "Escrowed Documents") and the following described funds (collectively, the "Escrowed Funds") shall be deposited into escrow with the Escrow Agent.
Delivery into Escrow. Notwithstanding the foregoing, $135,000 of the Cash Purchase Price shall be paid directly to the Escrow Agent pursuant to the Escrow Agreement (the "Escrow Amount"). The Escrow Amount shall be available to fund (but shall not be the sole source of funding) any obligations of Seller under this Agreement pursuant to the terms of the Escrow Agreement; provided, however, if the amount of cash in the Escrow Account falls below $135,000 (the "Threshold Value") due to payment from the Escrow Account pursuant to Section 2.3 hereof, the Seller (or the Shareholders pursuant to Section 2.3(e)) shall contribute additional cash in an amount necessary so that the Escrow Account would equal the Threshold Value.
Delivery into Escrow. Each of the Security Holders hereby places and deposits in escrow those of their securities of the Company which are represented by the certificates described or referred to in Schedule “A" hereto (the “Securities”), with the Escrow Agent and hereby undertakes and agrees to deliver those Securities (including any replacement securities or certificates if and when such are issued or allotted) to the Escrow Agent for deposit in escrow as soon as practicable and in any event no later than 60 days from the date of which the Company’s Common Shares are listed on the Canadian Securities Exchange ("CSE"). The Escrow Agent shall have no liability or responsibility for any property until it is in fact received by the Escrow Agent.
Delivery into Escrow. Pursuant to the Escrow Agreement, the Purchaser has, on or prior to the date hereof, delivered to the Escrow Agent (as defined in the Escrow Agreement) the Escrowed Payment (as defined in the Escrow Agreement) and copies of the Documents (as defined in the Escrow Agreement) executed by the Purchaser to the extent it is a party thereto and there are no contingencies on the Escrow Agent relating to the release of the Escrowed Payment and the Documents other than as set forth in the Escrow Agreement.
Delivery into Escrow. (a) At the Closing Seabury, each Seller, Xxxxxx X. Xxxxxxx, acting in his capacity as representative of the Sellers ("Sellers' Representative") and the Escrow Agent (as defined in the Pledge and Escrow Agreement), shall execute the Pledge and Escrow Agreement, substantially in the form of Exhibit A hereto (the "Pledge and Escrow Agreement"), and on the Closing Date ten percent (10%) of the full shares of MMC Stock to which each Seller immediately prior to the Closing Date is entitled pursuant to Section 3 hereof on a fully diluted basis, or if such 10% results in a fractional share, a number of shares of MMC Stock equal to the next highest whole number of such shares, shall instead be registered in the name of the Sellers' Representative and delivered, on behalf of each Seller, to the Escrow Agent. The shares so delivered shall be referred to herein as (the "Escrow Shares").
(b) All of the shares of MMC Stock held in escrow, if any, on the first anniversary of the Closing Date (the "Escrow Period") which are not subject to any claim shall be released to the Sellers, in proportion to their equity interest in Xxxxxxx at Closing as shown in Schedule 1, no later than ten (10) business days after the expiration of the Escrow Period.
Delivery into Escrow. The parties agree to execute the Escrow Agreement as attached hereto on Schedule 4.3 and to allow (*NAME CONFIDENTIAL*) to act as Escrow Agent according to the terms set forth therein.
