Common use of Deposit Amount Clause in Contracts

Deposit Amount. Upon execution of this Agreement, the Buyer shall deliver to J.P. Morgan Trust Company, N.A. (the "Escrow Agent") pursuant to the xxxxx xx xx escrow agreement among the Buyer, the Company and the Escrow Agent, substantially in the form attached hereto as Exhibit A (the "Escrow Agreement"), the Deposit Amount in immediately available funds to be held by the Escrow Agent in an interest bearing account reasonably acceptable to the Buyer to serve as a down payment on the Purchase Price, and to be released in accordance with the following procedures: (i) on the Closing Date, the Company and the Buyer shall jointly instruct the Escrow Agent to deliver the Deposit Amount, together with the interest accrued thereon, by wire transfer of immediately available funds, to an account designated by the Company in the Escrow Agreement (and such amount shall be applied towards the payment of the Purchase Price); (ii) upon termination of this Agreement by the Company pursuant to Section 13.1(c) as a result of the Buyer's failure to consummate the transactions contemplated hereunder after the fulfillment or satisfaction of all of the conditions set forth in Article VI, and provided that neither the Parent nor the Company has been in breach of this Agreement, the Company and the Buyer shall jointly instruct the Escrow Agent to deliver the Deposit Amount, together with the interest accrued thereon, by wire transfer of immediately available funds, to an account designated by the Company in the Escrow Agreement, to be retained by the Company (and the payment of the Deposit Amount to the Company shall be the Company's and the Parent's sole and exclusive remedy for Damages resulting from any breach by the Buyer of this Agreement or from termination of this Agreement for any other reason); and (iii) upon termination of this Agreement for any other reason, the Buyer shall instruct the Escrow Agent to deliver the Deposit Amount, together with the interest accrued thereon, by wire transfer of immediately available funds, to an account designated by the Buyer in the Escrow Agreement, to be retained by the Buyer.

Deposit Amount. Upon execution of this Agreement, The Purchaser has delivered to the Buyer shall deliver to J.P. Morgan Trust Company, N.A. (the "Escrow Agent") Agent pursuant to the xxxxx xx xx escrow agreement among the Buyer, the Company and the Escrow Agent, substantially in the form attached hereto as Exhibit A (the "Escrow Agreement"), terms of the Deposit Amount Escrow Agreement $10 million in immediately available funds (such amount, together with the interest accrued thereon prior to the Closing, the "Deposit Amount"), to be held by the Escrow Agent in an interest bearing account reasonably acceptable to the Buyer Purchaser to serve as a down payment on the Purchase PriceConsideration, and to be released in accordance with the following procedures: (ia) on the Closing Date, the Company Sellers and the Buyer Purchaser shall jointly instruct the Escrow Agent to deliver the Deposit Amount, together with the interest accrued thereon, by wire transfer of immediately available funds, to an account designated by the Company Sellers in the Deposit Escrow Agreement (and such amount shall be applied towards the payment of the Purchase PriceConsideration); (iib) upon termination of this Agreement by the Company pursuant to Purchaser under Section 13.1(c) as a result of the Buyer's failure to consummate the transactions contemplated hereunder after the fulfillment or satisfaction of all of the conditions set forth in Article VI, and provided that neither the Parent nor the Company has been in breach of this Agreement9.01(d)(v), the Company Sellers and the Buyer Purchaser shall jointly instruct the Escrow Agent to deliver (i) $3,000,000 of the Deposit Amount, together with the interest accrued thereon, by wire transfer of immediately available funds, to an account designated by the Company Sellers in the Deposit Escrow Agreement, to be retained by the Company Sellers and (and ii) the payment remainder of the Deposit Amount to the Company shall be the Company's and the Parent's sole and exclusive remedy for Damages resulting from any breach by the Buyer of this Agreement or from termination of this Agreement for any other reason); and (iii) upon termination of this Agreement for any other reason, the Buyer shall instruct the Escrow Agent to deliver the Deposit Amount, together with the interest accrued thereon, by wire transfer of immediately available funds, to an account designated by the Buyer Purchaser in the Deposit Escrow Agreement, to be retained by the BuyerPurchaser; (c) (i) upon termination of this Agreement by Polaroid under Section 9.01(e)(i) or 9.01(e)(ii), and provided that no Seller is then in material breach of this Agreement for which the Purchaser had previously notified Polaroid or (ii) upon termination of this Agreement by the Purchaser in violation of this Agreement, the Sellers and the Purchaser shall jointly instruct the Escrow Agent to deliver the Deposit Amount, by wire transfer of immediately available funds, to an account designated by the Sellers in the Deposit Escrow Agreement, to be retained by the Sellers; and (d) upon termination of this Agreement pursuant to Section 9.01 (other than Section 9.01(d)(v), 9.01(e)(i) or 9.01(e)(ii)), the Sellers and the Purchaser shall jointly instruct the Escrow Agent to deliver the Deposit Amount, by wire transfer of immediately available funds, to an account designated by the Purchaser in the Deposit Escrow Agreement, to be retained by the Purchaser.

Deposit Amount. Upon execution of this Agreement, the Buyer shall deliver to J.P. Morgan X.X. Xxxxxx Trust Company, N.A. (the "Escrow Agent") pursuant to the xxxxx xx xx terms of an escrow agreement among the Buyer, the Company and the Escrow Agent, substantially in the form attached hereto as Exhibit A (the "Escrow Agreement"), the Deposit Amount in immediately available funds to be held by the Escrow Agent in an interest bearing account reasonably acceptable to the Buyer to serve as a down payment on the Purchase Price, and to be released in accordance with the following procedures: (i) on the Closing Date, the Company and the Buyer shall jointly instruct the Escrow Agent to deliver the Deposit Amount, together with the interest accrued thereon, by wire transfer of immediately available funds, to an account designated by the Company in the Escrow Agreement (and such amount shall be applied towards the payment of the Purchase Price); (ii) upon termination of this Agreement by the Company pursuant to Section 13.1(c) as a result of the Buyer's failure to consummate the transactions contemplated hereunder after the fulfillment or satisfaction of all of the conditions set forth in Article VI, and provided that neither the Parent nor the Company has been in breach of this Agreement, the Company and the Buyer shall jointly instruct the Escrow Agent to deliver the Deposit Amount, together with the interest accrued thereon, by wire transfer of immediately available funds, to an account designated by the Company in the Escrow Agreement, to be retained by the Company (and the payment of the Deposit Amount to the Company shall be the Company's and the Parent's sole and exclusive remedy for Damages resulting from any breach by the Buyer of this Agreement or from termination of this Agreement for any other reason); and (iii) upon termination of this Agreement for any other reason, the Buyer shall instruct the Escrow Agent to deliver the Deposit Amount, together with the interest accrued thereon, by wire transfer of immediately available funds, to an account designated by the Buyer in the Escrow Agreement, to be retained by the Buyer.

Deposit Amount. Upon execution (a) The Purchaser shall, as soon as practicable following the Signing Date and, in any event, no later than the later of this Agreement(i) March 15, 2013 and (ii) ten (10) days after the Buyer shall deliver to J.P. Morgan Trust Company, N.A. date on which the conditions in clauses 3.1(f) and (g) have been fulfilled for both the purchase of the Shares and the purchase of the Option Shares by the Investors (the "“Deposit Due Date”), deposit or cause to be deposited into the account established with the Escrow Agent"Agent (the “Escrow Account”) by bank wire of immediately available funds an amount equal to the RMB equivalent of US$422,750,000 (the “Initial Deposit Amount”) pursuant to the xxxxx xx xx escrow agreement among Escrow Agreement. (b) If the BuyerPurchaser exercises the Option, the Company Purchaser shall deposit or cause to be deposited into the Escrow Account by bank wire of immediately available funds an amount equal to the RMB equivalent of US$52,250,000 (the “Option Deposit Amount”, together with the Initial Deposit Amount, the “Deposit Amount”) pursuant to the Escrow Agreement. In the event that the Purchaser breaches its obligation to deposit or cause to be deposited the Option Deposit Amount in accordance with this clause 2.5(b), the Parent’s sole remedy shall be to terminate the Option set forth herein by providing written notice to the Purchaser of such termination. (c) The Deposit Amount shall be applied in the manner set forth herein. The Escrow Agent shall release to the Seller (a) the Initial Deposit Amount on the Initial Completion Date as a partial payment of the Shares Purchase Price and (b) the Option Deposit Amount on the Subsequent Completion Date as a partial payment of the Option Purchase Price, but, in each case, only after receiving written instructions from the Purchaser (or the Arbitral Tribunal) to proceed with the applicable release. The parties shall execute an instruction letter to the Escrow Agent each time this Agreement requires the release of the Deposit Amount. The Escrow Agent shall otherwise release the applicable Deposit Amount, in whole or in part, to the Purchaser or the Seller in the manner described herein. (d) As between the Seller and the Purchaser, on the one hand, and the Escrow Agent, substantially in on the form attached hereto as Exhibit A (the "Escrow Agreement")other, the Deposit Amount in immediately available funds to be held by the Escrow Agent in an interest bearing account reasonably acceptable to the Buyer to serve as a down payment on the Purchase Price, and to be released in accordance with the following procedures: (i) on the Closing Date, the Company and the Buyer shall jointly instruct the Escrow Agent to deliver the Deposit Amount, together with the interest accrued thereon, by wire transfer of immediately available funds, to an account designated by the Company in the Escrow Agreement (and such amount shall be applied towards in the payment of the Purchase Price); (ii) upon termination of this Agreement by the Company pursuant to Section 13.1(c) as a result of the Buyer's failure to consummate the transactions contemplated hereunder after the fulfillment or satisfaction of all of the conditions manner set forth in Article VI, and provided that neither the Parent nor the Company has been in breach of this Agreement, the Company and the Buyer shall jointly instruct the Escrow Agent to deliver the Deposit Amount, together with the interest accrued thereon, by wire transfer of immediately available funds, to an account designated by the Company in the Escrow Agreement, to be retained by . In the Company (and event of any inconsistency between the payment of the Deposit Amount to the Company shall be the Company's and the Parent's sole and exclusive remedy for Damages resulting from any breach by the Buyer terms of this Agreement or from termination of this Agreement for any other reason); and (iii) upon termination of this Agreement for any other reason, the Buyer shall instruct the Escrow Agent to deliver the Deposit Amount, together with the interest accrued thereon, by wire transfer of immediately available funds, to an account designated by the Buyer in and the Escrow Agreement, to be retained by the Buyerterms of this Agreement shall control as between the Purchaser and the Seller.

Deposit Amount. Upon execution Not later than 5:00 p.m. (Eastern Standard Time) on the Business Day immediately following the entry of this Agreementthe Bidding Procedure Order on the Bankruptcy Court’s docket, the Buyer Parent shall deliver to J.P. Morgan Trust Company, N.A. (the "Escrow Agent") Agent pursuant to the xxxxx xx xx escrow agreement among the Buyer, the Company and the Escrow Agent, substantially in the form attached hereto as Exhibit A (the "Escrow Agreement"), terms of the Deposit Amount Escrow Agreement $9,500,000 in immediately available funds (such amount, together with the interest accrued thereon prior to the Closing, the “Deposit Amount”), to be held by the Escrow Agent in an interest bearing account reasonably acceptable to the Buyer Parent to serve as a down payment on the Purchase Pricean exxxxxx money deposit under this Agreement, and to be released in accordance with the following procedures:procedures (which procedures will be set forth in the Deposit Escrow Agreement): (i) on 3.1.1 On the Closing Date, the Company Delphi and the Buyer shall Parent will jointly instruct the Escrow Agent to deliver the Deposit Amount, together with the interest accrued thereonAmount at Closing, by wire transfer of immediately available funds, to an account designated by the Company Buyer Parent in the Deposit Escrow Agreement (and such amount shall Agreement, to be applied towards the payment of the Purchase Price)retained by Buyer Parent; (ii) upon 3.1.2 Upon any termination of this Agreement by the Company pursuant to Delphi in accordance with Section 13.1(c) as a result of the Buyer's failure to consummate the transactions contemplated hereunder after the fulfillment or satisfaction of all of the conditions set forth in Article VI9.1.4, Delphi and provided that neither the Buyer Parent nor the Company has been in breach of this Agreement, the Company and the Buyer shall will jointly instruct the Escrow Agent to deliver the Deposit Amount, together in accordance with the interest accrued thereonterms of the Deposit Escrow Agreement, by wire transfer of immediately available funds, to an account designated by the Company Delphi in the Deposit Escrow Agreement, to be retained by the Company (and the payment of the Deposit Amount to the Company shall be the Company's and the Parent's sole and exclusive remedy for Damages resulting from any breach by the Buyer of this Agreement or from Delphi; or 3.1.3 Upon termination of this Agreement by Buyers in accordance with any provision of Article 9 other than Section 9.1.4 or for any reason other reason); and (iii) upon termination of this Agreement for any other reasonthan a Buyer breach, the then Delphi and Buyer shall Parent will jointly instruct the Escrow Agent to deliver the Deposit Amount, together in accordance with the interest accrued thereonterms of the Deposit Escrow Agreement, by wire transfer of immediately available funds, to an account designated by the Buyer Parent in the Deposit Escrow Agreement, to be retained by Buyer Parent. The Deposit Amount is not property of the Buyerbankruptcy estate as that term is defined under 11 U.S.C. § 541(a) and shall not become property of any of the Filing Affiliates’ bankruptcy estates at any time until released to Delphi. No liens or Encumbrances shall attach to the Deposit Amount until released to Delphi.