Common use of Deposit; Payment on Closing Clause in Contracts

Deposit; Payment on Closing. (a) No later than the first (1st) Business Day following the date hereof, Buyers shall deposit Fifty Million Dollars $50,000,000.00 with the Deposit Escrow Agent (together with all interest and earnings thereon, the “Deposit”). The Deposit shall be held in a segregated interest-bearing account in accordance with the provisions of a deposit escrow agreement, substantially in the form of Exhibit A (the “Deposit Escrow Agreement”). If the Closing occurs, the Deposit shall be disbursed to Parent at the Closing and shall be applied against the Closing Cash Consideration. For the avoidance of doubt, except in accordance with the express provisions of this Agreement and the Deposit Escrow Agreement, the Deposit shall be held by the Deposit Escrow Agent and shall not be released by the Deposit Escrow Agent unless and until the Closing occurs. Notwithstanding the foregoing, if the Closing does not occur or if this Agreement otherwise terminates, the Deposit shall be disbursed as provided in Section 9.2.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Northstar Realty Finance Corp.), Asset Purchase Agreement (Inland American Real Estate Trust, Inc.)

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Deposit; Payment on Closing. (a) No later than the first second (1st2nd) Business Day following the date hereof, Buyers the Buyer shall deposit Fifty Million Dollars $50,000,000.00 250,000 with the Deposit Escrow Agent (together with all interest and earnings thereonthereon and as the same may be increased pursuant to Section 9, the “Deposit”). The Deposit shall be held in a segregated interest-bearing account in accordance with the provisions of a deposit escrow agreement, substantially in the form of Exhibit A (the “Deposit Escrow Agreement”). If the Closing occurs, the Deposit shall be disbursed to Parent the Sellers at the Closing and shall be applied against the Closing Initial Cash ConsiderationPurchase Price in accordance with the joint written instructions executed by the parties. For the avoidance of doubt, except in accordance with the express provisions of this Agreement and the Deposit Escrow Agreement, the Deposit shall be held by the Deposit Escrow Agent and shall not be released by the Deposit Escrow Agent unless and until the Closing occurs. Notwithstanding the foregoing, if the Closing does not occur or if this Agreement otherwise terminates, the Deposit shall be disbursed as provided in Section 9.2this Agreement.

Appears in 2 contracts

Samples: Asset Purchase Agreement, Asset Purchase Agreement (Colony Financial, Inc.)

Deposit; Payment on Closing. (a) No later than the first second (1st2nd) Business Day following the date hereof, Buyers the Buyer shall deposit Fifty Million Dollars $50,000,000.00 4,387,500 with the Deposit Escrow Agent (together with all interest and earnings thereonthereon and as the same may be increased pursuant to Section 10.1(c), the “Deposit”). The Deposit shall be held in a segregated interest-bearing account in accordance with the provisions of a deposit escrow agreement, substantially in the form of Exhibit A (the “Deposit Escrow Agreement”). If the Closing occurs, the Deposit shall be disbursed to Parent the Sellers at the Closing and shall be applied against the Closing Cash ConsiderationConsideration in accordance with the joint written instructions executed by the parties. For the avoidance of doubt, except in accordance with the express provisions of this Agreement and the Deposit Escrow Agreement, the Deposit shall be held by the Deposit Escrow Agent and shall not be released by the Deposit Escrow Agent unless and until the Closing occurs. Notwithstanding the foregoing, if the Closing does not occur or if this Agreement otherwise terminates, the Deposit shall be disbursed as provided in Section 9.2this Agreement.

Appears in 1 contract

Samples: Share Purchase Agreement (Colony Financial, Inc.)

Deposit; Payment on Closing. (a) No later than the first second (1st2nd) Business Day following the date hereof, Buyers the Buyer shall deposit Fifty Million Dollars $50,000,000.00 5,837,500 with the Deposit Escrow Agent (together with all interest and earnings thereonthereon and as the same may be increased pursuant to Section 10.1(c), the “Deposit”). The Deposit shall be held in a segregated interest-bearing account in accordance with the provisions of a deposit escrow agreement, substantially in the form of Exhibit A (the “Deposit Escrow Agreement”). If the Closing occurs, the Deposit shall be disbursed to Parent the Seller at the Closing and shall be applied against the Closing Cash ConsiderationConsideration in accordance with the joint written instructions executed by the parties. For the avoidance of doubt, except in accordance with the express provisions of this Agreement and the Deposit Escrow Agreement, the Deposit shall be held by the Deposit Escrow Agent and shall not be released by the Deposit Escrow Agent unless and until the Closing occurs. Notwithstanding the foregoing, if the Closing does not occur or if this Agreement otherwise terminates, the Deposit shall be disbursed as provided in Section 9.2this Agreement.

Appears in 1 contract

Samples: Asset Purchase Agreement (Colony Financial, Inc.)

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Deposit; Payment on Closing. (a) No later than the first second (1st2nd) Business Day following the date hereof, Buyers the Buyer shall deposit Fifty Million Dollars $50,000,000.00 9,525,000 with the Deposit Escrow Agent (together with all interest and earnings thereonthereon and as the same may be increased pursuant to Section 10.1(c), the “Deposit”). The Deposit shall be held in a segregated interest-bearing account in accordance with the provisions of a deposit escrow agreement, substantially in the form of Exhibit A (the “Deposit Escrow Agreement”). If the Closing occurs, the Deposit shall be disbursed to Parent the Seller at the Closing and shall be applied against the Closing Cash ConsiderationConsideration in accordance with the joint written instructions executed by the parties. For the avoidance of doubt, except in accordance with the express provisions of this Agreement and the Deposit Escrow Agreement, the Deposit shall be held by the Deposit Escrow Agent and shall not be released by the Deposit Escrow Agent unless and until the Closing occurs. Notwithstanding the foregoing, if the Closing does not occur or if this Agreement otherwise terminates, the Deposit shall be disbursed as provided in Section 9.2this Agreement.

Appears in 1 contract

Samples: Asset Purchase Agreement (Colony Financial, Inc.)

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