Deposit and Escrow Sample Clauses

Deposit and Escrow. 1.6.1 Within three (3) Business Days after the Effective Date, Buyer shall deliver to GRS Global, Attn: Lxxxx Xxxxxx, located at 900 X. Xxxx Street, Suite 1100, Richmond, Virginia 23219, Telephone: (000) 000-0000, E-mail: lxxxxxx@xxx-xxxxxx.xxx (“Escrow Holder”) an exxxxxx money deposit in the amount of Fifty Thousand and No/100 Dollars ($50,000.00) (together with any interest thereon, the “Initial Deposit”, and together with the Additional Deposit (defined below), if made, and any interest earned thereon, shall be referred to collectively as the “Deposit”). The Deposit shall be held in an insured, interest-bearing account with interest accruing for the benefit of the party entitled to the Deposit pursuant to the terms of this Agreement. The Escrow Holder may conclusively rely upon and act in accordance with any certificate, instructions, notice, letter, e-mail, facsimile and/or other written instrument believed to be genuine and to have been signed or communicated by the proper party or parties. 1.6.2 The Deposit shall be applied to the Purchase Price if the Closing occurs. After the expiration of the Due Diligence Period, the Deposit shall be nonrefundable to Buyer except as otherwise provided herein, including, without limitation, unless escrow fails to close due to Seller’s breach or default under this Agreement, a failure of a representation or warranty by Seller to be true and correct as of the Closing or due to the failure of a condition precedent set forth in Section 5.2, and shall constitute liquidated damages to Seller if escrow fails to close solely as a result of Buyer’s default as provided in Section 6.1 below. In the event Buyer shall elect to terminate this Agreement during the Due Diligence Period, the Deposit shall be returned to Buyer as provided in Section 3.6 below.

Deposit and Escrow. (a) The Company and each Purchaser hereby appoint Morse, Zelnick, Rose & Lander, LLP to act as escrow agent (“Escrow Agent”) in connection with the transactions contemplated hereby upon the following terms and conditions: (b) Simultaneously with the execution and delivery of this Agreement, Purchaser shall wire transfer such Purchaser’s Subscription Amount to the Escrow Agent’s Attorney Trust IXXX Account (the “IXXX Account”), a non-interest bearing account maintained at J.X. Xxxxxx Cxxxx Bank, in accordance with the following instructions: JX Xxxxxx Chase 500 Xxxxxxx Xxxxxxxxxx Xxxx Newark, DE 19713 For credit to the account of: Mxxxx Zxxxxxx Xxxx & Lxxxxx, LLP Attorney Trust IXXX Account Reference: Protalex, Inc. Private Placement ABA#000000000 Account #967086639 (c) Escrow Agent shall hold such Subscription Amount in escrow in accordance with the terms hereof. (d) At the Closing in accordance with the terms of this Agreement, Escrow Agent shall deliver the Subscription Amount to the Company. (e) If the Closing does not take place on or before January 31, 2014 (unless extended by the Company in its sole discretion for up to 15 days upon notice to the Purchasers and the Escrow Agent), Escrow Agent shall return the Subscription Amount to Purchaser as soon as reasonably practicable thereafter but no later than February 10, 2014. (f) It is agreed that: (i) The duties of Escrow Agent are only as herein specifically provided, and, except for the provisions of Section 2.4(g) are purely ministerial in nature, and Escrow Agent shall incur no liability whatever, except for its own willful misconduct or gross negligence; (ii) Escrow Agent shall not be liable or responsible for the collection of the proceeds of any checks used to pay the Subscription Amount; (iii) In the performance of its duties hereunder, Escrow Agent shall be entitled to rely upon any document, instrument or signature believed by it to be genuine and signed by either of the other parties hereto or their successors; (iv) Escrow Agent may assume that any person purporting to give any notice of instructions in accordance with the provisions hereof has been duly authorized to do so; (v) Escrow Agent shall not be bound by any modification, cancellation or rescission of this Agreement unless in writing and signed by Escrow Agent, the Company and Purchaser; (vi) Except as otherwise provided in Section 2.4(g), the Company shall reimburse and indemnify Escrow Agent for, and hold it harmless against, any a...

Deposit and Escrow. 2.1. By no later than 5 pm on Wednesday, July 27, 2011, Escrow Agent shall deliver to Seller by wire transfer, and without need for additional instructions from Buyer, the Deposit. Buyer shall execute and deliver to Escrow Agent any supplemental escrow instructions required by Escrow Agent to allow Escrow Agent to timely release the Deposit to Seller. 2.2. By no later than 5 pm on Monday, August 1, 2011, Buyer shall deliver to Escrow Agent, by wire transfer, the additional sum of $270,000 (the “Second Additional Deposit”). By no later than 5 pm on Tuesday, August 2, 2011, Escrow Agent shall deliver to Seller by wire transfer, and without need for additional instructions from Buyer, the Second Additional Deposit. Buyer shall execute and deliver to Escrow Agent any supplemental escrow instructions required by Escrow Agent to allow Escrow Agent to timely release the Second Additional Deposit to Seller. 2.3. As to the Second Additional Deposit: (i) the sum of $250,000 shall be credited against and applied to the Purchase Price on the Closing Date, and shall be deemed additional liquidated damages to Seller should the Closing fail to occur due to Buyer’s default; and (ii) the sum of $20,000 shall be deemed additional consideration to Seller for entering into this Third Amendment (and reimbursement for Seller’s time and effort and costs and expenses incurred), and said $20,000 shall be non-refundable to Buyer and retained by Seller as its sole property, and not credited against nor applied to the Purchase Price on the Closing Date. Should Escrow Agent fail to receive the entire Second Additional Deposit from Buyer by 5 pm on August 1, 2011, Buyer shall be deemed to be default under the Agreement and this Third Amendment, the Escrow shall be cancelled, the Agreement and this Third Amendment shall terminate (except for those provisions that expressly survive the termination of the Agreement and this Third Amendment), and Seller shall retain the previously delivered Deposit for its own account as liquidated damages. Upon Seller’s receipt of the Deposit and Second Additional Deposit, such sums shall be nonrefundable to Buyer unless a Closing fails to occur due to Seller’s breach or default under or as otherwise provided in the Agreement as amended by this Third Amendment, in which event: (i) the Deposit plus the entire Second Additional Deposit shall be refundable to Buyer in event a Closing fails to occur due to Seller’s default, or (ii) the Deposit plus $250,000 o...

Deposit and Escrow. 104.1 Within three (3) Business Days after the Effective Date, Buyer shall deliver to GRS Global, Attn: Sxxxx Xxxxxxx, located at 900 X. Xxxx Street, Suite 1100, Richmond, Virginia 23219, Telephone: (000) 000-0000, E-mail: sxxxxxxx@xxx-xxxxxx.xxx (“Escrow Holder”) an exxxxxx money deposit in the amount often thousand and No/100 Dollars ($10,000) (together with any interest thereon, the “Deposit”). The Deposit shall be held in an insured, interest-bearing account with interest accruing for the benefit of the party entitled to the Deposit pursuant to the terms of this Agreement. The Escrow Holder may conclusively rely upon and act in accordance with any certificate, instructions, notice, letter, e-mail, facsimile and/or other written instrument believed to be genuine and to have been signed or communicated by the proper party or parties.

Deposit and Escrow. 1.4.1 Within one (1) Business Day after the Effective Date, Buyer shall deliver to Escrow Agent at the following address: 0000 Xxxx Xxxxxxxxx Xxxx, Xxxxx 000, Xxxxxxx, XX 00000, Attention: Xx. Xxxx Xxxxxxx, a good faith deposit in the amount of One Hundred Twenty-Five Thousand Dollars ($125,000.00) (said amount, inclusive of interest earned thereon, is referred to herein as the “Deposit”). The Deposit shall be held in an insured, interest-bearing account with interest accruing for the benefit of Buyer. Buyer’s Federal Tax Identification Number may be listed after its signature. The Escrow Agent shall not be responsible for any loss, diminution in value or failure to achieve a greater profit as a result of such investments. Escrow Agent assumes no responsibility for, nor shall said Escrow Agent be held liable for, any loss occurring which arises from (i) failure of the depository institution, (ii) the fact that some banking instruments, including without limitation repurchase agreements and letters of credit are not covered by the Federal Deposit Insurance Corporation, or (iii) the fact that the amount of the Deposit may cause the aggregate amount of any depositor’s accounts to exceed $250,000 and that such excess amount is not insured by the Federal Deposit Insurance Corporation. The Escrow Agent is not a trustee for any party for any purpose, and is merely acting as a depository and in a ministerial capacity hereunder with the limited duties herein prescribed. The Escrow Agent may conclusively rely upon and act in accordance with any certificate, instructions, notice, letter, e-mail, facsimile, other written instrument believed to be genuine and to have been signed or communicated by the proper party or parties. The Seller and Buyer shall indemnify, save, defend, keep and hold harmless the Escrow Agent from any and all loss, damage, cost, charge, liability, cost of litigation, or other expense, including without limitation attorney’s fees and court costs, arising out of its obligations and duties, including but not limited to (i) disputes arising or concerning amounts of money to be paid, (ii) funds available for such payments, (iii) persons to whom payments should be made or (iv) any delay in the electronic wire transfer of funds, as Escrow Agent, unless Escrow Agent’s actions constitute gross negligence or willful misconduct. 1.4.2 The Deposit shall be applied to the Purchase Price if the Closing (as defined in Section 1.5.1 below) occurs. After the exp...

Deposit and Escrow. 4 3.1 Application of Deposit...............................................................................................4 3.2 Escrow Agent.............................................................................................................5 3.3 Seller Escrow..............................................................................................................7 ARTICLE IV. Closing, Prorations and Closing Costs............................................................8 4.1 Closing........................................................................................................................8 4.2 Prorations....................................................................................................................9

Deposit and Escrow. 1.4.1 Within three (3) Business Days after the latter of (a) the Effective Date or (b) the receipt of all of the Property Information (as described in Section 3.3), Buyer shall deliver to Escrow Agent at the following address: 0000 Xxxxxxx Xxxxx Xxxxx, Xxxxx 000, Xxxxxxx Xxxxx, XX 00000, Attn: Xxxxx Xxx, Telephone: (000) 000-0000, E-mail: XXXxx@xxxxx.xxx, a deposit in the amount of One Hundred Thousand and No/100 Dollars ($100,000.00) (together with any interest thereon, the Deposit). The Deposit shall be held in an insured, interest-bearing account with interest accruing for the benefit of Buyer. The Escrow Agent may conclusively rely upon and act in accordance with any certificate, instructions, notice, letter, e-mail, facsimile, or other written instrument believed to be genuine and signed or communicated by the proper party or parties.

Deposit and Escrow. On December 13, 1999, Buyer paid a ------------------ deposit to Seller in the amount of US $200,000.000, payable by corporate check (hereafter, the "Downpayment"). Seller shall be authorized to retain and not refund the Downpayment in the event of a termination of this Agreement prior to Closing unless the cause for such failure to consummate the transaction contemplated hereby is a material breach of a covenant or representation by Seller. In addition, Buyer shall deposit, upon Buyer's execution of this Agreement, via wire transfer, US $1,300,000.00 with counsel for Seller in trust (hereafter, the "Escrow Agent") as an escrow to be held by the Escrow Agent pending the Closing. On the Closing Date, or, if the Closing Date shall occur on a Sunday or legal holiday, on the first business day following the Closing Date, Buyer and Seller shall execute written instructions to the Escrow Agent to release all funds then held by said Escrow Agent to Seller. All escrowed funds shall be held by the Escrow Agent pursuant to the terms and conditions of that certain Escrow Agreement of even date herewith by and among Escrow Agent, Buyer and Seller.

Deposit and Escrow. Prior to or substantially concurrent with the execution of this Agreement (or, in the event that the Escrow Agent is not prepared to accept the Deposit on the date hereof, as soon as the Escrow Agent is so prepared), the Purchaser has delivered or will deliver to the Escrow Agent, to be held in escrow by the Escrow Agent, a deposit equal to the Subscription Amount (the “Deposit”). The Deposit shall not be subject to any lien, attachment, trustee process or any other judicial process of any creditor of the Purchaser. The Escrow Agent shall deliver the Deposit to the Company at the Closing, by bank wire transfer of immediately available funds, and the Deposit shall satisfy in full the amount required to be paid by the Purchaser to the Company at the Closing. If this Agreement is terminated prior to the Closing for any reason, the Escrow Agent shall return the Deposit to the Purchaser following such termination.

Deposit and Escrow. Upon Seller’s written acceptance of this Offer to Purchase, the Buyer shall wire transfer a refundable deposit in the amount of $_____,000 USD (the Escrow Deposit”) to the following “Escrow Company”: (Check one) ___ AeroTitle Escrow Company ___ AIC Title Service ___ Aerospace Reports