Deposits in the Escrow Account. 3.1 Upon receipt, the Issuer shall promptly deposit all monies received from investors to the Escrow Agent. All of these deposited proceeds (the "Deposited Proceeds") shall be in the form of checks or money orders. All checks or money orders deposited into the Escrow Account shall be made payable to "Lorelei Corp. and Fleet Bank, as Escrow Agent." Any check or money order payable other than to the Escrow Agent as required hereby shall be returned to the prospective purchaser, or if the Escrow Agent has insufficient information to do so, then to the Issuer (together with any Subscription Information, as defined below, or other documents delivered therewith) by noon of the next business day following receipt of such check by the Escrow Agent, and such check shall be deemed not to have been delivered to the Escrow Agent pursuant to the terms of this Agreement. The Deposited Proceeds and interest or dividends thereon, if any, shall be held for the sole benefit of the purchasers of the securities. 3.2 The Deposited Proceeds shall be invested in either (a) an obligation that constitutes a "deposit" as that term is defined in Section (3)(1) of the Federal Deposit Insurance Act; (b) securities of any open-end investment company registered under the Investment Company Act of 1940 that holds itself out as a money market fund meeting the conditions of paragraphs (c)(2), (c) (3), and (c)(4) of Rule 2a-7 under the Investment Company Act; or (c) securities that are direct obligations of, or obligations guaranteed as to principal or interest by, the United States. 3.3 Simultaneously with each deposit into the Escrow Account, the Issuer shall inform the Escrow Agent by confirmation slip or other writing of the name and address of the prospective purchaser, the number of Securities subscribed for by such purchaser, and the aggregate dollar amount of such subscription (collectively, the "Subscription Information"). 3.4 The Escrow Agent shall not be required to accept for deposit into the Escrow Account checks which are not accompanied by the appropriate Subscription Information. Checks and money orders representing payments by prospective purchasers shall not be deemed deposited in the Escrow Account until the Escrow Agent has received in writing the Subscription Information required with respect to such payments. 3.5 The Escrow Agent shall not be required to accept any amounts representing payments by prospective purchasers, whether by check or money order, except during the Escrow Agent's regular banking hours. Any check, money order or cash not received prior to 1:00 P.M. shall be deposited the following business day. 3.6 Interest or dividends earned on the Deposited Proceeds, if any, shall be held in the Escrow Account until the Deposited Proceeds are released in accordance with the provisions of Section 4 of the Escrow Agreement. If the Deposited Proceeds are released to a purchaser of the securities, the purchaser shall receive interest or dividends earned, if any, on such Deposited Proceeds up to the date of release. If the Deposited Proceeds held in the Escrow Account are released to the Company, any interest or dividends earned on such funds up to the date of release may be released to the Company. 3.7 The Issuer shall deposit the Securities directly into the Escrow Account promptly upon issuance (the "Deposited Securities"). The identity of the purchaser of the Securities shall be included on the Common Stock and Warrant certificates. 3.8 The Deposited Securities shall be held for the sole benefit of the purchasers. No transfer or other disposition of Securities held in the Escrow Account or any interest related to such Securities shall be permitted other than by will or the laws of descent and distribution, or pursuant to a qualified domestic relations order as defined by the Internal Revenue Code of 1986, as amended, or Title I of the Employee Retirement Income Security Act, or the rules thereunder. 3.9 The Escrow Agent shall refund any portion of the Deposited Proceeds prior to disbursement of the Deposited Proceeds in accordance with Section 4 hereof upon instructions in writing signed by the Issuer.
Appears in 2 contracts
Samples: Escrow Agreement (Lorelei Corp), Escrow Agreement (Lorelei Corp)
Deposits in the Escrow Account. 3.1 Upon receipt, the Issuer shall promptly deposit all monies received from investors deliver to the Escrow Agent. All of these deposited proceeds Agent all monies (the "Deposited Proceeds") received from Investors, all of which shall be in the form of checks or money orders. All checks or money orders deposited into the Escrow Account shall be made payable to "Lorelei Corp. and Fleet BankXxxxxxxx, as Xxxxxxxx & Xxxxx, Escrow Agent." Any such tendered check or money order (a "Tendered Payment") payable other than to the Escrow Agent as required hereby shall be returned to the prospective purchaserInvestor, or if the Escrow Agent has insufficient information to do so, then to the Issuer (together with any Subscription Information, as defined below, or other documents delivered therewith) by noon of the next business day following receipt of such check Tendered Payment by the Escrow Agent, and such check Tendered Payment shall be deemed not to have been delivered to the Escrow Agent pursuant to the terms of this Agreement. The Deposited Proceeds and interest or dividends thereon, if any, shall be held for the sole benefit of the purchasers of the securitiesInvestors.
3.2 The Deposited Proceeds shall be invested in either:
(a) an obligation that constitutes a "deposit" as that term is defined in Section (3)(1) of the Federal Deposit Insurance Act;
(b) securities of any open-end investment company registered under the Investment Company Act of 1940 that holds itself out as a money market fund meeting the conditions of paragraphs (c)(2), (c) (3), and (c)(4) of Rule 2a-7 under the Investment Company Act; or
(c) securities that are direct obligations of, or obligations guaranteed as to principal or interest by, the United States.
3.3 Simultaneously with each deposit into the Escrow Account, the Issuer shall inform the Escrow Agent by confirmation slip slip, or other writing writing, of the name and address of the prospective purchaserInvestor, the number of Securities subscribed for by such purchaserperson, and the aggregate dollar amount of such subscription (collectively, the "Subscription Information").
3.4 The Escrow Agent shall not be required to accept for deposit into the Escrow Account checks which are not accompanied by the appropriate Subscription Information. Checks and money orders Tendered Payments representing payments by prospective purchasers Investors shall not be deemed deposited in the Escrow Account until the Escrow Agent has received in writing the Subscription Information required with respect to such payments.
3.5 The Escrow Agent shall not be required to accept any amounts representing payments by prospective purchasersInvestors, whether by check or money order, except during the Escrow Agent's regular banking hours. Any check, money order or cash not received prior to 1:00 P.M. shall be deposited the following business day.
3.6 Interest or dividends earned on the Deposited Proceeds, if any, shall be held in the Escrow Account until the Deposited Proceeds are released in accordance with the provisions of Section 4 of the Escrow Agreement. If the Deposited Proceeds are released to a purchaser of the securitiesan Investor, the purchaser Investor shall receive interest or dividends earned, if any, on such Deposited Proceeds up to the date of release. If the Deposited Proceeds held in the Escrow Account are released to the Companycompany, any interest or dividends earned on such funds up to the date of release may be released to the Companycompany.
3.7 The Issuer shall deposit the Securities directly into the Escrow Account promptly upon issuance (the "Deposited Securities"). The identity of the purchaser of the Securities shall be included on the Common Stock and Warrant certificatesa common stock certificate.
3.8 The Deposited Securities shall be held for the sole benefit of the purchasersInvestors. No transfer or other disposition of Securities held in the Escrow Account or any interest related to such Securities shall be permitted other than by will or the laws of descent and distribution, or pursuant to a qualified domestic relations order as defined by the Internal Revenue Code of 1986, as amended, or Title I of the Employee Retirement Income Security Act, or the rules thereunder.
3.9 The Escrow Agent shall refund any portion of the Deposited Proceeds prior to disbursement of the Deposited Proceeds in accordance with Section 4 hereof upon instructions in writing signed by the Issuer.
Appears in 2 contracts
Samples: Escrow Agreement (Darby Acquisition Corp), Escrow Agreement (Montana Acquisition Corp)
Deposits in the Escrow Account. 3.1 Upon receipt, the Issuer shall promptly deposit all monies received from investors to the Escrow Agent. All of these deposited proceeds (the "Deposited Proceeds") shall be in the form of checks or money orders. All checks or money orders deposited into the Escrow Account shall be made payable to "Lorelei Corp. Brighton Investment Holding Co., Inc. and Fleet Commerce Bank, as Escrow Agent." Any check or money order payable other than to the Escrow Agent as required hereby shall be returned to the prospective purchaser, or if the Escrow Agent has insufficient information to do so, then to the Issuer (together with any Subscription Information, as defined below, or other documents delivered therewith) by noon of the next business day following receipt of such check by the Escrow Agent, and such check shall be deemed not to have been delivered to the Escrow Agent pursuant to the terms of this Agreement. The Deposited Proceeds and interest or dividends thereon, if any, shall be held for the sole benefit of the purchasers of the securities.
3.2 The Deposited Proceeds shall be invested in either
(aA) an obligation that constitutes a "deposit" as that term is defined in Section (3)(1) of the Federal Deposit Insurance Act;
(bB) securities of any open-end investment company registered under the Investment Company Act of 1940 that holds itself out as a money market fund meeting the conditions of paragraphs (c)(2), (c) (3), and (c)(4) of Rule 2a-7 2a_7 under the Investment Company Act; or
(cC) securities that are direct obligations of, or obligations guaranteed as to principal or interest by, the United States.
3.3 Simultaneously with each deposit into the Escrow Account, the Issuer shall inform the Escrow Agent by confirmation slip or other writing of the name and address of the prospective purchaser, the number of Securities subscribed for by such purchaser, and the aggregate dollar amount of such subscription (collectively, the "Subscription Information").
3.4 The Escrow Agent shall not be required to accept for deposit into the Escrow Account checks which are not accompanied by the appropriate Subscription Information. Checks and money orders representing payments by prospective purchasers shall not be deemed deposited in the Escrow Account until the Escrow Agent has received in writing the Subscription Information required with respect to such payments.
3.5 The Escrow Agent shall not be required to accept any amounts representing payments by prospective purchasers, whether by check or money order, except during the Escrow Agent's regular banking hours. Any check, money order or cash not received prior to 1:00 P.M. shall be deposited the following business day.
3.6 Interest or dividends earned on the Deposited Proceeds, if any, shall be held in the Escrow Account until the Deposited Proceeds are released in accordance with the provisions of Section 4 of the Escrow Agreement. If the Deposited Proceeds are released to a purchaser of the securities, the purchaser shall receive interest or dividends earned, if any, on such Deposited Proceeds up to the date of release. If the Deposited Proceeds held in the Escrow Account are released to the Company, any interest or dividends earned on such funds up to the date of release may be released to the Company.
3.7 The Issuer shall deposit the Securities directly into the Escrow Account promptly upon issuance (the "Deposited Securities"). The identity of the purchaser of the Securities shall be included on the Common Stock and Warrant certificates.
3.8 The Deposited Securities shall be held for the sole benefit of the purchasers. No transfer or other disposition of Securities held in the Escrow Account or any interest related to such Securities shall be permitted other than by will or the laws of descent and distribution, or pursuant to a qualified domestic relations order as defined by the Internal Revenue Code of 1986, as amended, or Title I of the Employee Retirement Income Security Act, or the rules thereunder.
3.9 The Escrow Agent shall refund any portion of the Deposited Proceeds prior to disbursement of the Deposited Proceeds in accordance with Section 4 hereof upon instructions in writing signed by the Issuer.
Appears in 2 contracts
Samples: Escrow Agreement (Brighton Investment Holding Co Inc), Escrow Agreement (Brighton Investment Holding Co Inc)
Deposits in the Escrow Account. 3.1 Upon receipt, the Issuer shall promptly deposit all monies received from investors to the Escrow Agent. All of these deposited proceeds (the "Deposited Proceeds") shall be in the form of checks or money orders. All checks or money orders deposited into the Escrow Account shall be made payable to "Lorelei Corp. and Fleet BankXxxxxxx X. Xxxxxx, Esq., as Escrow Agent." Any check or money order payable other than to the Escrow Agent as required hereby shall be returned to the prospective purchaser, or if the Escrow Agent has insufficient information to do so, then to the Issuer (together with any Subscription Information, as defined below, or other documents delivered therewith) by noon of the next business day following receipt of such check by the Escrow Agent, and such check shall be deemed not to have been delivered to the Escrow Agent pursuant to the terms of this Agreement. The Deposited Proceeds and interest or dividends thereon, if any, shall be held for the sole benefit of the purchasers of the securities.
3.2 The Deposited Proceeds shall be invested in either
(a) an obligation that constitutes a "deposit" as that term is defined in Section (3)(1) of the Federal Deposit Insurance Act;
(b) securities of any open-end investment company registered under the Investment Company Act of 1940 that holds itself out as a money market fund meeting the conditions of paragraphs (c)(2), (c) (3), and (c)(4) of Rule 2a-7 under the Investment Company Act; or
(c) securities that are direct obligations of, or obligations guaranteed as to principal or interest by, the United States.
3.3 Simultaneously with each deposit into the Escrow Account, the Issuer shall inform the Escrow Agent by confirmation slip or other writing of the name and address of the prospective purchaser, the number of Securities subscribed for by such purchaser, and the aggregate dollar amount of such subscription (collectively, the "Subscription Information").
3.4 The Escrow Agent shall not be required to accept for deposit into the Escrow Account checks which are not accompanied by the appropriate Subscription Information. Checks and money orders representing payments by prospective purchasers shall not be deemed deposited in the Escrow Account until the Escrow Agent has received in writing the Subscription Information required with respect to such payments.
3.5 The Escrow Agent shall not be required to accept any amounts representing payments by prospective purchasers, whether by check or money order, except during and to deposit same into the Escrow Agent's regular banking hours. Any check, money order or cash Account not received prior to 1:00 P.M. shall be deposited later than the second business day following business dayreceipt.
3.6 Interest or dividends earned on the Deposited Proceeds, if any, shall be held in the Escrow Account until the Deposited Proceeds are released in accordance with the provisions of Section 4 of the Escrow Agreement. If the Deposited Proceeds are released to a purchaser of the securities, the purchaser shall receive interest or dividends earned, if any, on such Deposited Proceeds up to the date of release. If the Deposited Proceeds held in the Escrow Account are released to the Company, any interest or dividends earned on such funds up to the date of release may be released to the Company.
3.7 The Issuer shall deposit the Securities directly into the Escrow Account promptly upon issuance (the "Deposited Securities"). The identity of the purchaser of the Securities shall be included on the Common Stock and Warrant certificates.
3.8 The Deposited Securities shall be held for the sole benefit of the purchasers. No transfer or other disposition of Securities held in the Escrow Account or any interest related to such Securities shall be permitted other than by will or the laws of descent and distribution, or pursuant to a qualified domestic relations order as defined by the Internal Revenue Code of 1986, as amended, or Title I of the Employee Retirement Income Security Act, or the rules thereunder.
3.9 The Escrow Agent shall refund any portion of the Deposited Proceeds prior to disbursement of the Deposited Proceeds in accordance with Section 4 hereof upon instructions in writing signed by the Issuer.
Appears in 2 contracts
Samples: Escrow Agreement (Innerlight Holdings, Inc.), Escrow Agreement (Innerlight Holdings, Inc.)
Deposits in the Escrow Account. 3.1 Upon receipt, the Issuer shall promptly deposit all monies received from investors to the Escrow Agent. All of these deposited proceeds (the "Deposited Proceeds") shall be in the form of checks or money orders. All checks or money orders deposited into the Escrow Account shall be made payable to "Lorelei Xxxxxx Corp. and Fleet Bank, as Escrow Agent." Any check or money order payable other than to the Escrow Agent as required hereby shall be returned to the prospective purchaser, or if the Escrow Agent has insufficient information to do so, then to the Issuer (together with any Subscription Information, as defined below, or other documents delivered therewith) by noon of the next business day following receipt of such check by the Escrow Agent, and such check shall be deemed not to have been delivered to the Escrow Agent pursuant to the terms of this Agreement. The Deposited Proceeds and interest or dividends thereon, if any, shall be held for the sole benefit of the purchasers of the securities.
3.2 The Deposited Proceeds shall be invested in eitherTHE DEPOSITED PROCEEDS SHALL BE INVESTED IN EITHER
(a) an obligation that constitutes a "deposit" as that term is defined in Section (3)(1) of the Federal Deposit Insurance Act;
(b) securities of any open-end investment company registered under the Investment Company Act of 1940 that holds itself out as a money market fund meeting the conditions of paragraphs (c)(2), (c) (3), and (c)(4) of Rule 2a-7 under the Investment Company Act; or
(c) securities that are direct obligations of, or obligations guaranteed as to principal or interest by, the United States.
3.3 Simultaneously with each deposit into the Escrow Account, the Issuer shall inform the Escrow Agent by confirmation slip or other writing of the name and address of the prospective purchaser, the number of Securities subscribed for by such purchaser, and the aggregate dollar amount of such subscription (collectively, the "Subscription Information").
3.4 The Escrow Agent shall not be required to accept for deposit into the Escrow Account checks which are not accompanied by the appropriate Subscription Information. Checks and money orders representing payments by prospective purchasers shall not be deemed deposited in the Escrow Account until the Escrow Agent has received in writing the Subscription Information required with respect to such payments.
3.5 The Escrow Agent shall not be required to accept any amounts representing payments by prospective purchasers, whether by check or money order, except during the Escrow Agent's regular banking hours. Any check, money order or cash not received prior to 1:00 P.M. shall be deposited the following business day.
3.6 Interest or dividends earned on the Deposited Proceeds, if any, shall be held in the Escrow Account until the Deposited Proceeds are released in accordance with the provisions of Section 4 of the Escrow Agreement. If the Deposited Proceeds are released to a purchaser of the securities, the purchaser shall receive interest or dividends earned, if any, on such Deposited Proceeds up to the date of release. If the Deposited Proceeds held in the Escrow Account are released to the Company, any interest or dividends earned on such funds up to the date of release may be released to the Company.
3.7 The Issuer shall deposit the Securities directly into the Escrow Account promptly upon issuance (the "Deposited Securities"). The identity of the purchaser of the Securities shall be included on the Common Stock and Warrant certificates.
3.8 The Deposited Securities shall be held for the sole benefit of the purchasers. No transfer or other disposition of Securities held in the Escrow Account or any interest related to such Securities shall be permitted other than by will or the laws of descent and distribution, or pursuant to a qualified domestic relations order as defined by the Internal Revenue Code of 1986, as amended, or Title I of the Employee Retirement Income Security Act, or the rules thereunder.
3.9 The Escrow Agent shall refund any portion of the Deposited Proceeds prior to disbursement of the Deposited Proceeds in accordance with Section 4 hereof upon instructions in writing signed by the Issuer.
Appears in 1 contract
Deposits in the Escrow Account. 3.1 Upon receipt, the Issuer shall promptly deliver to the Escrow Agent, and the Escrow Agent shall deposit into the Escrow Account, all monies received from investors to the Escrow Agentinvestors. All of these deposited proceeds (the "Deposited Proceeds") shall be in the form of checks or money orders. All checks or money orders deposited into the Escrow Account shall be made payable to "Lorelei Corp. and Fleet Bank, as Escrow Agent." Any check or money order payable other than to the Escrow Agent as required hereby shall be returned to the prospective purchaserpurchasers of Shares, or if the Escrow Agent has insufficient information to do so, then to the Issuer (together with any Subscription Information, as defined below, or other documents delivered therewith) by noon of the next within five (5) business day days following receipt of such check or money order by the Escrow Agent, and such check or money order shall be deemed not to have been delivered to the Escrow Agent pursuant to the terms of this Agreement. The Deposited Proceeds and interest or dividends thereon, if any, shall be held for the sole benefit of the purchasers of the securitiesShares.
3.2 The State Administrators shall have the authority to inspect the Escrow Account without obtaining any further permission from the Issuer and/or the Escrow Agent. Unless and until all of the State Administrators order the release of the Deposited Proceeds to the Issuer, such Deposited Proceeds shall not be, nor shall such Deposited Proceeds be considered to be, assets of the Issuer.
3.3 The Deposited Proceeds shall be invested in either:
(a) an obligation that constitutes a "deposit" as that term is defined in Section (3)(1) of the Federal Deposit Insurance Act;
(b) securities of any open-end investment company registered under the Investment Company Act of 1940 that holds itself out as a money market fund meeting the conditions of paragraphs (c)(2), (cc)(3) (3), and (c)(4) of Rule 2a-7 under the Investment Company Act; or
(c) securities that are direct obligations of, or obligations guaranteed as to principal or interest by, the United States.
3.3 3.4 Simultaneously with each delivery of monies to the Escrow Agent for deposit into the Escrow Account, the Issuer shall inform the Escrow Agent by confirmation slip or other writing of the name and address of the prospective purchaser, the number of Securities Shares subscribed for by such prospective purchaser, and the aggregate dollar amount of such subscription (collectively, the "Subscription Information").
3.4 3.5 The Escrow Agent shall not be required to accept for deposit into the Escrow Account checks which are not accompanied by the appropriate Subscription Information. Checks and money orders representing payments by prospective purchasers shall not be deemed deposited in the Escrow Account until the Escrow Agent has received in writing the Subscription Information required with respect to such payments.
3.5 3.6 The Escrow Agent shall not be required to accept any amounts representing payments by prospective purchaserspurchasers of Shares, whether by check or money order, except during the Escrow Agent's regular banking business hours. Any check, money order or cash not received prior to 1:00 P.M. shall be deposited the following business day.
3.6 3.7 Interest or dividends earned on the Deposited Proceeds, if any, shall be held in the Escrow Account until the Deposited Proceeds are released in accordance with the provisions of Section 4 of the Escrow this Agreement. If the Deposited Proceeds are released to a prospective purchaser of the securitiesShares, the prospective purchaser shall receive interest or dividends earned, if any, on such Deposited Proceeds up to the date of release. If the Deposited Proceeds held in the Escrow Account are released to the CompanyIssuer, any interest or dividends earned on such funds up to the date of release may be released to the CompanyIssuer.
3.7 3.8 The Issuer shall deposit the Securities certificate(s) representing the Shares sold (the "Deposited Securities") directly into the Escrow Account promptly upon issuance (the "Deposited Securities"). The identity of issuance, which certificates or other documents evidencing such Shares shall identify the purchaser of the Securities shall be included on the Common Stock and Warrant certificatesShares.
3.8 3.9 The Deposited Securities shall be held for the sole benefit of the purchasers. No transfer or other disposition of Deposited Securities held in the Escrow Account or any interest related to such Deposited Securities shall be permitted other than by will or the laws of descent and distribution, or pursuant to a qualified domestic relations order as defined by the Internal Revenue Code of 1986, as amended, or Title I of the Employee Retirement Income Security Act, or the rules thereunder.
3.9 3.10 The Escrow Agent shall refund any portion of the Deposited Proceeds prior to disbursement of the Deposited Proceeds in accordance with Section 4 hereof upon instructions in writing signed by the IssuerIssuer and upon approval by the State Administrators.
Appears in 1 contract
Samples: Escrow Agreement (Accelacorp 1 Inc)
Deposits in the Escrow Account. 3.1 Upon receipt, the Issuer shall promptly deposit all monies received from investors to the Escrow Agent. All of these deposited proceeds (the "Deposited Proceeds") shall be in the form of checks or money orders. All checks or money orders deposited into the Escrow Account shall be made payable to "Lorelei Corp. Powernomics Enterprise Corporation and Fleet BankChase Manhattan Banck, as Escrow Agent." Any check or money order payable other than to the Escrow Agent as required hereby shall be returned to the prospective purchaser, or if the Escrow Agent has insufficient information to do so, then to the Issuer (together with any Subscription Information, as defined below, or other documents delivered therewith) by noon of the next business day following receipt of such check by the Escrow Agent, and such check shall be deemed not to have been delivered to the Escrow Agent pursuant to the terms of this Agreement. The Deposited Proceeds and interest or dividends thereon, if any, shall be held for the sole benefit of the purchasers of the securities.
3.2 The Deposited Proceeds shall be invested in either
(a) an obligation that constitutes a "deposit" as that term is defined in Section (3)(1) of the Federal Deposit Insurance Act;
(b) securities of any open-end investment company registered under the Investment Company Act of 1940 that holds itself out as a money market fund meeting the conditions of paragraphs (c)(2), (c) (3), and (c)(4) of Rule 2a-7 under the Investment Company Act; or
(c) securities that are direct obligations of, or obligations guaranteed as to principal or interest by, the United States.
3.3 Simultaneously with each deposit into the Escrow Account, the Issuer shall inform the Escrow Agent by confirmation slip or other writing of the name and address of the prospective purchaser, the number of Securities subscribed for by such purchaser, and the aggregate dollar amount of such subscription (collectively, the "Subscription Information").
3.4 The Escrow Agent shall not be required to accept for deposit into the Escrow Account checks which are not accompanied by the appropriate Subscription Information. Checks and money orders representing payments by prospective purchasers shall not be deemed deposited in the Escrow Account until the Escrow Agent has received in writing the Subscription Information required with respect to such payments.
3.5 The Escrow Agent shall not be required to accept any amounts representing payments by prospective purchasers, whether by check or money order, except during the Escrow Agent's regular banking hours. Any check, money order or cash not received prior to 1:00 P.M. shall be deposited the following business day.
3.6 Interest or dividends earned on the Deposited Proceeds, if any, shall be held in the Escrow Account until the Deposited Proceeds are released in accordance with the provisions of Section 4 of the Escrow Agreement. If the Deposited Proceeds are released to a purchaser of the securities, the purchaser shall receive interest or dividends earned, if any, on such Deposited Proceeds up to the date of release. If the Deposited Proceeds held in the Escrow Account are released to the Company, any interest or dividends earned on such funds up to the date of release may be released to the Company.
3.7 The Issuer shall deposit the Securities directly into the Escrow Account promptly upon issuance (the "Deposited Securities"). The identity of the purchaser of the Securities shall be included on the Common Stock and Warrant certificates.
3.8 The Deposited Securities shall be held for the sole benefit of the purchasers. No transfer or other disposition of Securities held in the Escrow Account or any interest related to such Securities shall be permitted other than by will or the laws of descent and distribution, or pursuant to a qualified domestic relations order as defined by the Internal Revenue Code of 1986, as amended, or Title I of the Employee Retirement Income Security Act, or the rules thereunder.
3.9 The Escrow Agent shall refund any portion of the Deposited Proceeds prior to disbursement of the Deposited Proceeds in accordance with Section 4 hereof upon instructions in writing signed by the Issuer.
Appears in 1 contract
Deposits in the Escrow Account. 3.1 Upon receipt, the Issuer shall promptly deposit all monies received from investors to the Escrow Agent. All of these deposited proceeds (the "Deposited Proceeds") shall be in the form of checks or money orders. All checks or money orders deposited into the Escrow Account shall be made payable to "Lorelei Corp. SmartMetric, Inc. and Fleet Signature Bank, as Escrow Agent." Any check or money order payable other than to the Escrow Agent as required hereby shall be returned to the prospective purchaser, or if the Escrow Agent has insufficient information to do so, then to the Issuer (together with any Subscription Information, as defined below, or other documents delivered therewith) by noon of the next business day following receipt of such check by the Escrow Agent, and such check shall be deemed not to have been delivered to the Escrow Agent pursuant to the terms of this Agreement. The Deposited Proceeds and interest or dividends thereon, if any, shall be held for the sole benefit of the purchasers of the securities.
3.2 The Deposited Proceeds shall be invested in either
(a) an obligation that constitutes a "deposit" as that term is defined in Section (3)(1) of the Federal Deposit Insurance Act;
(b) securities of any open-end investment company registered under the Investment Company Act of 1940 that holds itself out as a money market fund meeting the conditions of paragraphs (c)(2), (c) (3), and (c)(4) of Rule 2a-7 under the Investment Company Act; or
(c) securities that are direct obligations of, or obligations guaranteed as to principal or interest by, the United States.
3.3 Simultaneously with each deposit into the Escrow Account, the Issuer shall inform the Escrow Agent by confirmation slip or other writing of the name and address of the prospective purchaser, the number of Securities subscribed for by such purchaser, and the aggregate dollar amount of such subscription (collectively, the "Subscription Information").
3.4 The Escrow Agent shall not be required to accept for deposit into the Escrow Account checks which are not accompanied by the appropriate Subscription Information. Checks and money orders representing payments by prospective purchasers shall not be deemed deposited in the Escrow Account until the Escrow Agent has received in writing the Subscription Information required with respect to such payments.
3.5 The Escrow Agent shall not be required to accept any amounts representing payments by prospective purchasers, whether by check or money order, except during the Escrow Agent's regular banking hours. Any check, money order or cash not received prior to 1:00 P.M. shall be deposited the following business day.
3.6 Interest or dividends earned on the Deposited Proceeds, if any, shall be held in the Escrow Account until the Deposited Proceeds are released in accordance with the provisions of Section 4 of the Escrow Agreement. If the Deposited Proceeds are released to a purchaser of the securities, the purchaser shall receive interest or dividends earned, if any, on such Deposited Proceeds up to the date of release. If the Deposited Proceeds held in the Escrow Account are released to the Company, any interest or dividends earned on such funds up to the date of release may be released to the Company.
3.7 The Issuer shall deposit the Securities directly into the Escrow Account promptly upon issuance (the "Deposited Securities"). The identity of the purchaser of the Securities shall be included on the Common Stock and Warrant certificates.
3.8 The Deposited Securities shall be held for the sole benefit of the purchasers. No transfer or other disposition of Securities held in the Escrow Account or any interest related to such Securities shall be permitted other than by will or the laws of descent and distribution, or pursuant to a qualified domestic relations order as defined by the Internal Revenue Code of 1986, as amended, or Title I of the Employee Retirement Income Security Act, or the rules thereunder.
3.9 The Escrow Agent shall refund any portion of the Deposited Proceeds prior to disbursement of the Deposited Proceeds in accordance with Section 4 hereof upon instructions in writing signed by the Issuer.
Appears in 1 contract
Samples: Escrow Agreement (SmartMetric, Inc.)
Deposits in the Escrow Account. 3.1 Upon receipt, the Issuer shall promptly deposit all monies received from investors to the Escrow Agent. All of these deposited proceeds (the "Deposited Proceeds") shall be in the form of checks or money orders. All checks or money orders deposited into the Escrow Account shall be made payable to "Lorelei Corp. Alphatech, Inc. and Fleet US Bank, as Escrow Agent." ". Any check or money order payable other than to the Escrow Agent as required hereby shall be returned to the prospective purchaser, or if the Escrow Agent has insufficient information to do so, then to the Issuer (together with any Subscription Information, as defined below, or other documents delivered therewith) by noon of the next business day following receipt of such check by the Escrow Agent, and such check shall be deemed not to have been delivered to the Escrow Agent pursuant to the terms of this Agreement. The Deposited Proceeds and interest or dividends thereon, if any, shall be held for the sole benefit of the purchasers of the securities.
3.2 The Deposited Proceeds shall be invested in either:
(a) an obligation that constitutes a "deposit" as that term is defined in Section (3)(1) of the Federal Deposit Insurance Act;
(b) securities of any open-end investment company registered under the Investment Company Act of 1940 that holds itself out as a money market fund meeting the conditions of paragraphs (c)(2), (c) (3c)(3), and (c)(4) of Rule 2a-7 under the Investment Company Act; or
(c) securities that are direct obligations of, or obligations guaranteed as to principal or interest by, the United States.
3.3 Simultaneously with each deposit into the Escrow Account, the Issuer shall inform the Escrow Agent by confirmation slip or other writing of the name and address of the prospective purchaser, the number of Securities subscribed for by such purchaser, and the aggregate dollar amount of such subscription (collectively, the "Subscription Information").
3.4 The Escrow Agent shall not be required to accept for deposit into the Escrow Account checks which are not accompanied by the appropriate Subscription Information. Checks and money orders representing payments by prospective purchasers shall not be deemed deposited in the Escrow Account until the Escrow Agent has received in writing the Subscription Information required with respect to such payments.
3.5 The Escrow Agent shall not be required to accept any amounts representing payments by prospective purchasers, whether by check or money order, except during the Escrow Agent's regular banking hours. Any check, money order or cash not received prior to 1:00 P.M. shall be deposited the following business day.
3.6 Interest or dividends earned on the Deposited Proceeds, if any, shall be held in the Escrow Account until the Deposited Proceeds are released in accordance with the provisions of Section 4 of the Escrow Agreement. If the Deposited Proceeds are released to a purchaser of the securities, the purchaser shall receive interest or dividends earned, if any, on such Deposited Proceeds up to the date of release. If the Deposited Proceeds held in the Escrow Account are released to the Company, any interest or dividends earned on such funds up to the date of release may be released to the Company.
3.7 The Issuer shall deposit the Securities directly into the Escrow Account promptly upon issuance (the "Deposited Securities"). The identity of the purchaser of the Securities shall be included on the Common Stock and Warrant certificates.
3.8 The Deposited Securities shall be held for the sole benefit of the purchasers. No transfer or other disposition of Securities held in the Escrow Account or any interest related to such Securities shall be permitted other than by will or the laws of descent and distribution, or pursuant to a qualified domestic relations order as defined by the Internal Revenue Code of 1986, as amended, or Title I of the Employee Retirement Income Security Act, or the rules thereunder.
3.9 The Escrow Agent shall refund any portion of the Deposited Proceeds prior to disbursement of the Deposited Proceeds in accordance with Section 4 hereof upon instructions in writing signed by the Issuer.
Appears in 1 contract
Samples: Escrow Agreement (Alphatech Inc)
Deposits in the Escrow Account. 3.1 Upon receipt, the Issuer shall promptly deposit all monies received from investors to the Escrow Agent. All of these deposited proceeds (the "Deposited Proceeds") shall be in the form of checks or money orders. All checks or money orders deposited into the Escrow Account shall be made payable to "Lorelei Corp. Brighton Investment Holding Co., Inc. and Fleet Commerce Bank, as Escrow Agent." Any check or money order payable other than to the Escrow Agent as required hereby shall be returned to the prospective purchaser, or if the Escrow Agent has insufficient information to do so, then to the Issuer (together with any Subscription Information, as defined below, or other documents delivered therewith) by noon of the next business day following receipt of such check by the Escrow Agent, and such check shall be deemed not to have been delivered to the Escrow Agent pursuant to the terms of this Agreement. The Deposited Proceeds and interest or dividends thereon, if any, shall be held for the sole benefit of the purchasers of the securities.
3.2 The Deposited Proceeds shall be invested in either
(aA) an obligation that constitutes a "deposit" as that term is defined in Section (3)(1) of the Federal Deposit Insurance Act;
(bB) securities of any open-end investment company registered under the Investment Company Act of 1940 that holds itself out as a money market fund meeting the conditions of paragraphs (c)(2), (c) (3), and (c)(4) of Rule 2a-7 2a_7 under the Investment Company Act; or
(cC) securities that are direct obligations of, or obligations guaranteed as to principal or interest by, the United States.
3.3 Simultaneously with each deposit into the Escrow Account, the Issuer shall inform the Escrow Agent by confirmation slip or other writing of the name and address of the prospective purchaser, the number of Securities subscribed for by such purchaser, and the aggregate dollar amount of such subscription (collectively, the "Subscription Information").
3.4 The Escrow Agent shall not be required to accept for deposit into the Escrow Account checks which are not accompanied by the appropriate Subscription Information. Checks and money orders representing payments by prospective purchasers shall not be deemed deposited in the Escrow Account until the Escrow Agent has received in writing the Subscription Information required with respect to such payments.
3.5 The Escrow Agent shall not be required to accept any amounts representing payments by prospective purchasers, whether by check or money order, except during the Escrow Agent's regular banking hours. Any check, money order or cash not received prior to 1:00 P.M. shall be deposited the following business day.
3.6 Interest or dividends earned on the Deposited Proceeds, if any, shall be held in the Escrow Account until the Deposited Proceeds are released in accordance with the provisions of Section 4 of the Escrow Agreement. If the Deposited Proceeds are released to a purchaser of the securities, the purchaser shall receive interest or dividends earned, if any, on such Deposited Proceeds up to the date of release. If the Deposited Proceeds held in the Escrow Account are released to the Company, any interest or dividends earned on such funds up to the date of release may be released to the Company.
3.7 The Issuer shall deposit the Securities directly into the Escrow Account promptly upon issuance (the "Deposited Securities"). The identity of the purchaser of the Securities shall be included on the Common Stock and Warrant certificates.
3.8 The Deposited Securities shall be held for the sole benefit of the purchasers. No transfer or other disposition of Securities held in the Escrow Account or any interest related to such Securities shall be permitted other than by will or the laws of descent and distribution, or pursuant to a qualified domestic relations order as defined by the Internal Revenue Code of 1986, as amended, or Title I of the Employee Retirement Income Security Act, or the rules thereunder.
3.9 The Escrow Agent shall refund any portion of the Deposited Proceeds prior to disbursement of the Deposited Proceeds in accordance with Section 4 hereof upon instructions in writing signed by the Issuer.
Appears in 1 contract
Samples: Escrow Agreement (Brighton Investment Holding Co Inc)
Deposits in the Escrow Account. 3.1 Upon receipt, the Issuer shall promptly deposit all monies received from investors to the Escrow Agent. All of these deposited proceeds (the "Deposited Proceeds") shall be in the form of checks or money orders. All checks or money orders deposited into the Escrow Account shall be made payable to "Lorelei Corp. Cornish Holding Corporation and Fleet Norfork Bank, as Escrow Agent." Any check or money order payable other than to the Escrow Agent as required hereby shall be returned to the prospective purchaser, or if the Escrow Agent has insufficient information to do so, then to the Issuer (together with any Subscription Information, as defined below, or other documents delivered therewith) by noon of the next business day following receipt of such check by the Escrow Agent, and such check shall be deemed not to have been delivered to the Escrow Agent pursuant to the terms of this Agreement. The Deposited Proceeds and interest or dividends thereon, if any, shall be held for the sole benefit of the purchasers of the securities.
3.2 The Deposited Proceeds shall be invested in either
(a) an obligation that constitutes a "deposit" as that term is defined in Section (3)(1) of the Federal Deposit Insurance Act;
(b) securities of any open-end investment company registered under the Investment Company Act of 1940 that holds itself out as a money market fund meeting the conditions of paragraphs (c)(2), (c) (3), and (c)(4) of Rule 2a-7 under the Investment Company Act; or
(c) securities that are direct obligations of, or obligations guaranteed as to principal or interest by, the United States.
3.3 Simultaneously with each deposit into the Escrow Account, the Issuer shall inform the Escrow Agent by confirmation slip or other writing of the name and address of the prospective purchaser, the number of Securities subscribed for by such purchaser, and the aggregate dollar amount of such subscription (collectively, the "Subscription Information").
3.4 The Escrow Agent shall not be required to accept for deposit into the Escrow Account checks which are not accompanied by the appropriate Subscription Information. Checks and money orders representing payments by prospective purchasers shall not be deemed deposited in the Escrow Account until the Escrow Agent has received in writing the Subscription Information required with respect to such payments.
3.5 The Escrow Agent shall not be required to accept any amounts representing payments by prospective purchasers, whether by check or money order, except during the Escrow Agent's regular banking hours. Any check, money order or cash not received prior to 1:00 P.M. shall be deposited the following business day.
3.6 Interest or dividends earned on the Deposited Proceeds, if any, shall be held in the Escrow Account until the Deposited Proceeds are released in accordance with the provisions of Section 4 of the Escrow Agreement. If the Deposited Proceeds are released to a purchaser of the securities, the purchaser shall receive interest or dividends earned, if any, on such Deposited Proceeds up to the date of release. If the Deposited Proceeds held in the Escrow Account are released to the Company, any interest or dividends earned on such funds up to the date of release may be released to the Company.
3.7 The Issuer shall deposit the Securities directly into the Escrow Account promptly upon issuance (the "Deposited Securities"). The identity of the purchaser of the Securities shall be included on the Common Stock and Warrant certificates.
3.8 The Deposited Securities shall be held for the sole benefit of the purchasers. No transfer or other disposition of Securities held in the Escrow Account or any interest related to such Securities shall be permitted other than by will or the laws of descent and distribution, or pursuant to a qualified domestic relations order as defined by the Internal Revenue Code of 1986, as amended, or Title I of the Employee Retirement Income Security Act, or the rules thereunder.
3.9 The Escrow Agent shall refund any portion of the Deposited Proceeds prior to disbursement of the Deposited Proceeds in accordance with Section 4 hereof upon instructions in writing signed by the Issuer.
Appears in 1 contract
Deposits in the Escrow Account. 3.1 Upon receipt, the Issuer shall promptly deposit all monies received from investors to the Escrow Agent. All of these deposited proceeds (the "Deposited Proceeds") shall be in the form of checks or money orders. All checks or money orders deposited into the Escrow Account shall be made payable to "Lorelei Corp. and Fleet Republic Security Bank, as Escrow Agent." ". Any check or money order payable other than to the Escrow Agent as required hereby shall be returned to the prospective purchaser, or if the Escrow Agent has insufficient information to do so, then to the Issuer (together with any Subscription Information, as defined below, or other documents delivered therewith) by noon of the next business day following receipt of such check by the Escrow Agent, and such check shall be deemed not to have been delivered to the Escrow Agent pursuant to the terms of this Agreement. The Deposited Proceeds and interest or dividends thereon, if any, shall be held for the sole benefit of the purchasers of the securitiesSecurities.
3.2 The Deposited Proceeds shall be invested in either
(a) an obligation that constitutes a "deposit" as that term is defined in Section (3)(1) of the Federal Deposit Insurance Act;
(b) securities of any open-end investment company registered under the Investment Company Act of 1940 that holds itself out as a money market fund meeting the conditions of paragraphs (c)(2), (c) (3), and (c)(4) of Rule 2a-7 under the Investment Company Act; or
(c) securities that are direct obligations of, or obligations guaranteed as to principal or interest by, the United States.
3.3 Simultaneously with each deposit into the Escrow Account, the Issuer shall inform the Escrow Agent by confirmation slip or other writing of the name and address of the prospective purchaser, the number of Securities subscribed for by such purchaser, and the aggregate dollar amount of such subscription (collectively, the "Subscription Information").
3.4 The Escrow Agent shall not be required to accept for deposit into the Escrow Account checks which are not accompanied by the appropriate Subscription Information. Checks and money orders representing payments by prospective purchasers shall not be deemed deposited in the Escrow Account until the Escrow Agent has received in writing the Subscription Information required with respect to such payments.
3.5 The Escrow Agent shall not be required to accept any amounts representing payments by prospective purchasers, whether by check or money order, except during the Escrow Agent's regular banking hours. Any check, money order or cash not received prior to 1:00 P.M. shall be deposited the following business day.
3.6 Interest or dividends earned on the Deposited Proceeds, if any, shall be held in the Escrow Account until the Deposited Proceeds are released in accordance with the provisions of Section 4 of the Escrow Agreement. If the Deposited Proceeds are released to a purchaser of the securitiesSecurities, the purchaser shall receive interest or dividends earned, if any, on such Deposited Proceeds up to the date of release. If the Deposited Proceeds held in the Escrow Account are released to the Company, any interest or dividends earned on such funds up to the date of release may be released to the Company.
3.7 The Issuer shall deposit the Securities directly into the Escrow Account promptly upon issuance (the "Deposited Securities"). The identity of the purchaser of the Securities shall be included on the Common Stock and Warrant certificates.
3.8 The Deposited Securities shall be held for the sole benefit of the purchasers. No transfer or other disposition of Securities held in the Escrow Account or any interest related to such Securities shall be permitted other than by will or the laws of descent and distribution, or pursuant to a qualified domestic relations order as defined by the Internal Revenue Code of 1986, as amended, or Title I of the Employee Retirement Income Security Act, or the rules thereunder.
3.9 The Escrow Agent shall refund any portion of the Deposited Proceeds prior to disbursement of the Deposited Proceeds in accordance with Section 4 hereof upon instructions in writing signed by the Issuer.
Appears in 1 contract
Deposits in the Escrow Account. 3.1 Upon receipt, the Issuer shall promptly deposit all monies received from investors to the Escrow Agent. All of these deposited proceeds (the "Deposited Proceeds") shall be in the form of checks or money orders. All checks or money orders deposited into the Escrow Account shall be made payable to "Lorelei Corp. Alphatech, Inc. and Fleet US Bank, as Escrow Agent." ". Any check or money order payable other than to the Escrow Agent as required hereby shall be returned to the prospective purchaser, or if the Escrow Agent has insufficient information to do so, then to the Issuer (together with any Subscription Information, as defined below, or other documents delivered therewith) by noon of the next business day following receipt of such check by the Escrow Agent, and such check shall be deemed not to have been delivered to the Escrow Agent pursuant to the terms of this Agreement. The Deposited Proceeds and interest or dividends thereon, if any, shall be held for the sole benefit of the purchasers of the securities.
3.2 The Deposited Proceeds shall be invested in either:
(a) an obligation that constitutes a "deposit" as that term is defined in Section (3)(1) of the Federal Deposit Insurance Act;
(b) securities of any open-end investment company registered under the Investment Company Act of 1940 that holds itself out as a money market fund meeting the conditions of paragraphs (c)(2), (c) (3c)(3), and (c)(4) of Rule 2a-7 under the Investment Company Act; or
(c) securities that are direct obligations of, or obligations guaranteed as to principal or interest by, the United States.
3.3 Simultaneously with each deposit into the Escrow Account, the Issuer shall inform the Escrow Agent by confirmation slip or other writing of the name and address of the prospective purchaser, the number of Securities subscribed for by such purchaser, 49 2 and the aggregate dollar amount of such subscription (collectively, the "Subscription Information").
3.4 The Escrow Agent shall not be required to accept for deposit into the Escrow Account checks which are not accompanied by the appropriate Subscription Information. Checks and money orders representing payments by prospective purchasers shall not be deemed deposited in the Escrow Account until the Escrow Agent has received in writing the Subscription Information required with respect to such payments.
3.5 The Escrow Agent shall not be required to accept any amounts representing payments by prospective purchasers, whether by check or money order, except during the Escrow Agent's regular banking hours. Any check, money order or cash not received prior to 1:00 P.M. shall be deposited the following business day.
3.6 Interest or dividends earned on the Deposited Proceeds, if any, shall be held in the Escrow Account until the Deposited Proceeds are released in accordance with the provisions of Section 4 of the Escrow Agreement. If the Deposited Proceeds are released to a purchaser of the securities, the purchaser shall receive interest or dividends earned, if any, on such Deposited Proceeds up to the date of release. If the Deposited Proceeds held in the Escrow Account are released to the Company, any interest or dividends earned on such funds up to the date of release may be released to the Company.
3.7 The Issuer shall deposit the Securities directly into the Escrow Account promptly upon issuance (the "Deposited Securities"). The identity of the purchaser of the Securities shall be included on the Common Stock and Warrant certificates.
3.8 The Deposited Securities shall be held for the sole benefit of the purchasers. No transfer or other disposition of Securities held in the Escrow Account or any interest related to such Securities shall be permitted other than by will or the laws of descent and distribution, or pursuant to a qualified domestic relations order as defined by the Internal Revenue Code of 1986, as amended, or Title I of the Employee Retirement Income Security Act, or the rules thereunder.
3.9 The Escrow Agent shall refund any portion of the Deposited Proceeds prior to disbursement of the Deposited Proceeds in accordance with Section 4 hereof upon instructions in writing signed by the Issuer.
Appears in 1 contract
Samples: Escrow Agreement (Alphatech Inc)
Deposits in the Escrow Account. 3.1 Upon receipt, the Issuer shall promptly deposit all monies 3.1. All amounts received from investors to prospective purchasers of the Units shall be deposited in the Escrow Agent. All of these deposited proceeds (the "Deposited Proceeds") Account, which amounts shall be in the form of checks or money orderswire transfers representing the payment of money. All checks or money orders deposited into Wire transfers to the Escrow Account shall be made payable to "Lorelei Corp. and Fleet Bank, as Escrow Agent." Any check or money order payable other than to the Escrow Agent as required hereby shall be returned to the prospective purchaser, or if the Escrow Agent has insufficient information to do so, then to the Issuer (together with any Subscription Information, as defined below, or other documents delivered therewith) by noon of the next business day following receipt of such check by the Escrow Agent, and such check shall be deemed not to have been delivered to the Escrow Agent sent in Canadian dollars pursuant to the terms following instructions: Bank: Royal Bank of this AgreementCanada, Toronto (XXXXXXX0) Under direct SWIFT advice to JPMorgan Chase Bank, NA XXXXXX0X For the account of: JPMorgan Chase Bank, NA (CHASGB2L) Account Number: 095912194132 For Further Credit To: JPM as EA for Vuzix Corp Account Number: 00000000
3.2. The Deposited Proceeds and interest or dividends thereon, if any, shall be held for the sole benefit of the purchasers of the securities.
3.2 The Deposited Proceeds shall be invested in either
(a) an obligation that constitutes a "deposit" as that term is defined in Section (3)(1) of the Federal Deposit Insurance Act;
(b) securities of any open-end investment company registered under the Investment Company Act of 1940 that holds itself out as a money market fund meeting the conditions of paragraphs (c)(2), (c) (3), and (c)(4) of Rule 2a-7 under the Investment Company Act; or
(c) securities that are direct obligations of, or obligations guaranteed as to principal or interest by, the United States.
3.3 Simultaneously with each deposit into the Escrow Account, the Issuer Offering Agent making such deposit (or the Issuer, if such deposit is made by the Issuer) shall inform the Escrow Agent by confirmation slip or other in writing of the name and address of the prospective purchaserpurchaser(s), the number of Securities Units subscribed for by such purchaserpurchaser(s), and the aggregate dollar amount of such subscription (collectively, the "“Subscription Information"”).
3.4 The Escrow Agent shall not be required to accept for deposit into the Escrow Account checks which are not accompanied by the appropriate Subscription Information3.3. Checks and money orders representing payments by prospective purchasers shall not be deemed deposited in the Escrow Account until the Escrow Agent has received in writing the Subscription Information required with respect to such payments.
3.5 The Escrow Agent shall not be required to accept any amounts representing payments by prospective purchasers, whether by check or money order, purchasers except during the Escrow Agent's ’s regular banking hours. Any check, money order or cash not received prior which are 9:00 a.m. to 1:00 P.M. shall be deposited the following business day5:00 p.m. Eastern Time.
3.6 Interest or dividends earned on the Deposited Proceeds, if any, shall be held 3.4. Amounts deposited in the Escrow Account until that have cleared the Deposited Proceeds are released in accordance with the provisions of Section 4 of banking system and have been collected by the Escrow Agreement. If Agent, together with any investment income or proceeds received by the Deposited Proceeds Escrow Agent from the investment thereof from time to time pursuant to Section 3.7 below, are released herein referred to a purchaser of as the securities, the purchaser shall receive interest or dividends earned, if any, on such Deposited Proceeds up to the date of release. If the Deposited Proceeds held “Fund.” Amounts deposited in the Escrow Account that have not cleared the banking system are released herein referred to the Company, any interest or dividends earned on such funds up to the date of release may be released to the Companyas “uncollected amounts”.
3.7 The Issuer shall deposit the Securities directly into the Escrow Account promptly upon issuance (the "Deposited Securities")3.5. The identity of the purchaser of the Securities shall be included on the Common Stock and Warrant certificates.
3.8 The Deposited Securities shall be held for the sole benefit of the purchasers. No transfer or other disposition of Securities held in the Escrow Account or any interest related to such Securities shall be permitted other than by will or the laws of descent and distribution, or pursuant to a qualified domestic relations order as defined by the Internal Revenue Code of 1986, as amended, or Title I of the Employee Retirement Income Security Act, or the rules thereunder.
3.9 The Escrow Agent shall refund any portion of the Deposited Proceeds Fund prior to disbursement of the Deposited Proceeds Fund in accordance with Section 4 hereof upon the instructions in writing signed by both the IssuerIssuer and Canaccord.
3.6. If the Escrow Agent receives a deposit into the Escrow Account from an Offering Agent or any purchaser, on any business day prior to the later of the Termination Date or the last day of the Collection Period (consisting of the number of business days set forth on the Information Sheet), the Escrow Agent shall, upon the receipt of a direction (the “Investment Direction”) of Canaccord and only upon such direction, invest the deposit in such investments as Canaccord may direct until the Escrow Agent disburses the Fund in accordance with Section 4 hereof. If the Escrow Agent receives a deposit into the Escrow Account from an Offering Agent or any purchaser together with an Investment Direction prior to 12:00 p.m. Eastern Time on any business day prior to the later of the Termination Date or the last day of the Collection Period, the Escrow Agent shall invest such amounts as so directed on the same day, and if it receives the deposit and Investment Direction after 12:00 p.m. Eastern Time it may, but is not obligated to, invest the deposit as so directed on the same day; provided, however, that the Escrow Agent shall invest the deposit as so directed no later than the next business day. The Escrow Agent shall have no responsibility to the purchaser, the Issuer or any Offering Agent for any loss upon any such investment (which losses, if incurred, shall be debited against the Escrow Account). The Escrow Agent shall have no responsibility or liability to any purchaser, the Issuer or the Offering Agents for the investment performance or for any failure of any investments.
3.7. All Canadian dollar deposits will be held in a non interest bearing account with the Escrow Agent’s London Branch.
Appears in 1 contract
Samples: Escrow Agreement (Vuzix Corp)
Deposits in the Escrow Account. 3.1 Upon receipt, the Issuer shall promptly deliver to the Escrow Agent, and the Escrow Agent shall deposit into the Escrow Account, all monies received from investors to the Escrow Agentpurchasers of Shares. All of these deposited proceeds (the "Deposited Proceeds") shall be in the form of checks or money orders. All checks or money orders deposited into the Escrow Account shall be made payable to "Lorelei Corp. and Fleet Bank, as Escrow Agent." Any check or money order payable other than to the Escrow Agent as required hereby shall be returned to the prospective purchaserpurchasers of Shares, or if the Escrow Agent has insufficient information to do so, then to the Issuer (together with any Subscription Information, as defined below, or other documents delivered therewith) by noon of the next within five (5) business day days following receipt of such check or money order by the Escrow Agent, and such check or money order shall be deemed not to have been delivered to the Escrow Agent pursuant to the terms of this Agreement. The Deposited Proceeds and interest or dividends thereon, if any, shall be held for the sole benefit of the purchasers of the securitiesShares.
3.2 The State Administrators shall have the authority to inspect the Escrow Account without obtaining any further permission from the Issuer and/or the Escrow Agent. Unless and until all of the State Administrators order the release of the Deposited Proceeds to the Issuer, such Deposited Proceeds shall not be, nor shall such Deposited Proceeds be considered to be, assets of the Issuer.
3.3 The Deposited Proceeds shall be invested in either:
(a) an obligation that constitutes a "deposit" as that term is defined in Section (3)(1) of the Federal Deposit Insurance Act;
(b) securities of any open-end investment company registered under the Investment Company Act of 1940 that holds itself out as a money market fund meeting the conditions of paragraphs (c)(2), (cc)(3) (3), and (c)(4) of Rule 2a-7 under the Investment Company Act; or
(c) securities that are direct obligations of, or obligations guaranteed as to principal or interest by, the United States.
3.3 3.4 Simultaneously with each delivery of monies to the Escrow Agent for deposit into the Escrow Account, the Issuer shall inform the Escrow Agent by confirmation slip or other writing of the name and address of the prospective purchaserpurchaser of Shares, the number of Securities Shares subscribed for by such prospective purchaser, and the aggregate dollar amount of such subscription (collectively, the "Subscription Information").
3.4 3.5 The Escrow Agent shall not be required to accept for deposit into the Escrow Account checks which are not accompanied by the appropriate Subscription Information. Checks and money orders representing payments by prospective purchasers of Shares shall not be deemed deposited in the Escrow Account until the Escrow Agent has received in writing the Subscription Information required with respect to such payments.
3.5 3.6 The Escrow Agent shall not be required to accept any amounts representing payments by prospective purchaserspurchasers of Shares, whether by check or money order, except during the Escrow Agent's regular banking business hours. Any check, money order or cash not received prior to 1:00 P.M. shall be deposited the following business day.
3.6 Interest or dividends earned on the Deposited Proceeds, if any, shall be held in the Escrow Account until the Deposited Proceeds are released in accordance with the provisions of Section 4 of the Escrow Agreement. If the Deposited Proceeds are released to a purchaser of the securities, the purchaser shall receive interest or dividends earned, if any, on such Deposited Proceeds up to the date of release. If the Deposited Proceeds held in the Escrow Account are released to the Company, any interest or dividends earned on such funds up to the date of release may be released to the Company.
3.7 The Issuer shall deposit the Securities certificate(s) representing the Shares sold (the "Deposited Securities") directly into the Escrow Account promptly upon issuance (the "Deposited Securities"). The identity of issuance, which certificates or other documents evidencing such Shares shall identify the purchaser of the Securities shall be included on the Common Stock and Warrant certificatesShares.
3.8 The Deposited Securities shall be held for the sole benefit of the purchasers. No transfer or other disposition of Deposited Securities held in the Escrow Account or any interest related to such Deposited Securities shall be permitted other than by will or the laws of descent and distribution, or pursuant to a qualified domestic relations order as defined by the Internal Revenue Code of 1986, as amended, or Title I of the Employee Retirement Income Security Act, or the rules thereunder.
3.9 The During the Escrow Agent Period, the Issuer is not entitled to any funds received into the Escrow Account and no amounts deposited in the Escrow Account shall refund any portion become the property of the Deposited Proceeds prior Issuer or any other entity, or be subject to disbursement the debts of the Deposited Proceeds in accordance with Section 4 hereof upon instructions in writing signed by the IssuerIssuer or any other entity.
Appears in 1 contract
Samples: Escrow Agreement (Accelacorp 1 Inc)
Deposits in the Escrow Account. 3.1 Upon receipt, the Issuer shall promptly deposit all monies received from investors to the Escrow Agent. All of these deposited proceeds (the "Deposited Proceeds") shall be in the form of checks or money orders. All checks or money orders deposited into the Escrow Account shall be made payable to "Lorelei Banner Holding Corp. and Fleet BankCitibank, as Escrow Agent." N.A.". Any check or money order payable other than to the Escrow Agent as required hereby shall be returned to the prospective purchaser, or if the Escrow Agent has insufficient information to do so, then to the Issuer (together with any Subscription Information, as defined below, or other documents delivered therewith) by noon of the next business day following receipt of such check by the Escrow Agent, and such check shall be deemed not to have been delivered to the Escrow Agent pursuant to the terms of this Agreement. The Deposited Proceeds and interest or dividends thereon, if any, shall be held for the sole benefit of the purchasers of the securitiesSecurities.
3.2 The Deposited Proceeds shall be invested in either
(a) an obligation that constitutes a "deposit" as that term is defined in Section (3)(1) of the Federal Deposit Insurance Act;
(b) securities of any open-end investment company registered under the Investment Company Act of 1940 that holds itself out as a money market fund meeting the conditions of paragraphs (c)(2), (c) (3), and (c)(4) of Rule 2a-7 under the Investment Company Act; or
(c) securities that are direct obligations of, or obligations guaranteed as to principal or interest by, the United States.
3.3 Simultaneously with each deposit into the Escrow Account, the Issuer shall inform the Escrow Agent by confirmation slip or other writing of the name and address of the prospective purchaser, the number of Securities subscribed for by such purchaser, and the aggregate dollar amount of such subscription (collectively, the "Subscription Information").
3.4 The Escrow Agent shall not be required to accept for deposit into the Escrow Account checks which are not accompanied by the appropriate Subscription Information. Checks and money orders representing payments by prospective purchasers shall not be deemed deposited in the Escrow Account until the Escrow Agent has received in writing the Subscription Information required with respect to such payments.
3.5 The Escrow Agent shall not be required to accept any amounts representing payments by prospective purchasers, whether by check or money order, except during the Escrow Agent's regular banking hours. Any check, money order or cash not received prior to 1:00 P.M. shall be deposited the following business day.
3.6 Interest or dividends earned on the Deposited Proceeds, if any, shall be held in the Escrow Account until the Deposited Proceeds are released in accordance with the provisions of Section 4 of the Escrow Agreement. If the Deposited Proceeds are released to a purchaser of the securitiesSecurities, the purchaser shall receive interest or dividends earned, if any, on such Deposited Proceeds up to the date of release. If the Deposited Proceeds held in the Escrow Account are released to the Company, any interest or dividends earned on such funds up to the date of release may be released to the Company.
3.7 The Issuer shall deposit the Securities directly into the Escrow Account promptly upon issuance (the "Deposited Securities"). The identity of the purchaser of the Securities shall be included on the Common Stock and Warrant certificates.
3.8 The Deposited Securities shall be held for the sole benefit of the purchasers. No transfer or other disposition of Securities held in the Escrow Account or any interest related to such Securities shall be permitted other than by will or the laws of descent and distribution, or pursuant to a qualified domestic relations order as defined by the Internal Revenue Code of 1986, as amended, or Title I of the Employee Retirement Income Security Act, or the rules thereunder.
3.9 The Escrow Agent shall refund any portion of the Deposited Proceeds prior to disbursement of the Deposited Proceeds in accordance with Section 4 hereof upon instructions in writing signed by the Issuer.
Appears in 1 contract
Deposits in the Escrow Account. 3.1 2.1 Upon receipt, the Issuer Company shall promptly deposit all monies received from investors to with the Escrow Agent. All of these deposited proceeds (the "Deposited Proceeds") shall be in the form of checks or money orders. All checks or money orders deposited into the Escrow Account shall be made payable to "Lorelei Corp. Global Enterprises (Nevada), Inc. and Fleet BankThe Bank of New York, as Escrow Agent." Any check or money order payable other than to the Escrow Agent as required hereby shall be returned to the prospective purchaser, or if the Escrow Agent has insufficient information to do so, then to the Issuer Company (together with any Subscription Information, as defined below, or other documents delivered therewith) by noon of the next business day following receipt of such the check by the Escrow Agent, and such the check shall be deemed not to have been delivered to the Escrow Agent pursuant to the terms of this Agreement. The Deposited Proceeds and interest or dividends thereon, if any, shall be held for the sole benefit of the purchasers of the securitiesSecurities.
3.2 2.2 The Deposited Proceeds shall be invested in either:
(aA) an An obligation that constitutes a "deposit," as that term is defined in Section (3)(1) of the Federal Deposit Insurance Act;
(bB) securities Securities of any open-end investment company registered under the Investment Company Act of 1940 that holds itself out as a money market fund meeting the conditions of paragraphs (c)(2), (c) (3), and (c)(4) of Rule 2a-7 under the Investment Company Act; or
(cC) securities Securities that are direct obligations of, or obligations guaranteed as to principal or interest by, the United States.
3.3 2.3 Simultaneously with each deposit into the Escrow Account, the Issuer Company shall inform the Escrow Agent by confirmation slip or other writing of the name and address of the prospective purchaser, the number of Securities subscribed for by such purchaser, purchaser and the aggregate dollar amount of such subscription (collectively, the "Subscription Information").
3.4 2.4 The Escrow Agent shall not be required to accept for deposit into the Escrow Account checks which that are not accompanied by the appropriate Subscription Information. Checks and money orders representing payments by prospective purchasers shall not be deemed deposited in the Escrow Account until the Escrow Agent has received in writing the Subscription Information required with respect to such these payments.
3.5 2.5 The Escrow Agent shall not be required to accept any amounts representing payments by prospective purchasers, whether by check or money order, except during the Escrow Agent's regular banking hours. Any check, money order or cash not received prior to 1:00 P.M. 3:00 p.m. shall be deposited the following business day.
3.6 2.6 Interest or dividends earned on the Deposited Proceeds, if any, shall be held in the Escrow Account until the Deposited Proceeds are released in accordance with the provisions of Section 4 of the Escrow this Agreement. If the Deposited Proceeds are released to a purchaser of the securitiesSecurities, the purchaser shall receive interest or dividends earned, if any, on such the Deposited Proceeds up to the date of release. If the Deposited Proceeds held in the Escrow Account are released to the Company, any interest or dividends earned on such the funds up to the date of release may be released to the Company.
3.7 2.7 The Issuer Company shall deposit the Securities directly into the Escrow Account promptly upon issuance (the "Deposited Securities"). The identity of the purchaser of the Securities shall be included indicated on the Common Stock and Warrant common stock certificates.
3.8 2.8 The Deposited Securities shall be held for the sole benefit of the purchasers. No transfer or other disposition of Securities held in the Escrow Account or any interest related to such the Securities shall be permitted other than by will or the laws of descent and distribution, or pursuant to a qualified domestic relations order as defined by the Internal Revenue Code of 1986, as amended, 1986 or Title I of the Employee Retirement Income Security Act, or the rules thereunder.
3.9 2.9 The Escrow Agent shall refund any portion of the Deposited Proceeds prior to disbursement of the Deposited Proceeds in accordance with Section 4 hereof upon instructions in writing signed by the IssuerCompany.
Appears in 1 contract
Samples: Escrow Agreement (Global Enterprises (Nevada), Inc.)
Deposits in the Escrow Account. 3.1 2.1 Upon receipt, the Issuer Company shall promptly deposit all monies funds received from investors with the Escrow Agent. Upon the Escrow Agent's receipt of such funds, they shall be credited to the Escrow AgentAccount. All of these deposited proceeds (the "Deposited Proceeds") shall be in the form of checks checks, drafts or money ordersorders payable to the Escrow Agent. All checks or money orders deposited into the Escrow Account shall be made payable to "Lorelei Corp. and Fleet BankThe Bank of New York, as Escrow Agent." Any check check, draft or money order payable other than to the Escrow Agent as required hereby shall be returned to the prospective purchaser, or if the Escrow Agent has insufficient information to do so, then to the Issuer (together with any Subscription Information, as defined below, or other documents delivered therewith) purchaser by noon of the next business day following receipt of such the check by the Escrow Agent, and such check the check, draft or money order shall be deemed not to have been delivered to the Escrow Agent pursuant to the terms of this Agreement. The Deposited Proceeds and interest or dividends thereon, if any, shall be held for the sole benefit of the purchasers of the securitiesSecurities.
3.2 2.2 Promptly after receiving subscription funds as described in Section 2.1, the Escrow Agent shall deposit the same into the Escrow Account and shall cause to be processed all Deposited Proceeds for collection through the banking system.
2.3 The Deposited Proceeds shall be invested in either:
(aA) an An obligation that constitutes a "deposit," as that term is defined in Section (3)(1) of the Federal Deposit Insurance Act;
(bB) securities Securities of any open-end investment company registered under the Investment Company Act of 1940 that holds itself out as a money market fund meeting the conditions of paragraphs (c)(2), (c) (3), and (c)(4) of Rule 2a-7 under the Investment Company Act; or
(cC) securities Securities that are direct obligations of, or obligations guaranteed as to principal or interest by, the United States.
3.3 2.4 Simultaneously with each deposit into the Escrow Account, the Issuer Company shall inform the Escrow Agent by confirmation slip or other writing of the name and address of the prospective purchaser, the number of Securities subscribed for by such purchaser, purchaser and the aggregate dollar amount of such subscription (collectively, the "Subscription Information").
3.4 2.5 The Escrow Agent shall not be required to accept for deposit into the Escrow Account checks which checks, drafts or money orders that are not accompanied by the appropriate Subscription Information. Checks Checks, drafts and money orders representing payments by prospective purchasers shall not be deemed deposited in the Escrow Account until the Escrow Agent has received in writing the Subscription Information required with respect to such these payments.
3.5 2.6 The Escrow Agent shall not be required to accept any amounts representing payments by prospective purchasers, whether by check check, draft or money order, except during the Escrow Agent's regular banking hours. Any check, draft or money order or cash not received prior to 1:00 P.M. 3:00 p.m. shall be deposited the following business day.
3.6 2.7 Interest or dividends earned on the Deposited Proceeds, if any, shall be held in the Escrow Account until the Deposited Proceeds are released in accordance with the provisions of Section 4 of the Escrow this Agreement. If the Deposited Proceeds are released to a purchaser of the securitiesSecurities, the purchaser shall receive interest or dividends earned, if any, on such the Deposited Proceeds up to the date of release. If the Deposited Proceeds held in the Escrow Account are released to the Company, any interest or dividends earned on such the funds up to the date of release may be released to the Company.
3.7 2.8 The Issuer Company shall deposit the Securities directly into the Escrow Account promptly upon issuance (the "Deposited Securities"). The identity of the purchaser of the Securities shall be included indicated on the Common Stock and Warrant common stock certificates.
3.8 2.9 The Deposited Securities shall be held for the sole benefit of the purchasers. No transfer or other disposition of Securities held in the Escrow Account or any interest related to such the Securities shall be permitted other than by will or the laws of descent and distribution, or pursuant to a qualified domestic relations order as defined by the Internal Revenue Code of 1986, as amended, 1986 or Title I of the Employee Retirement Income Security Act, or the rules thereunder.
3.9 2.10 The Escrow Agent shall refund any portion of the Deposited Proceeds prior to disbursement of the Deposited Proceeds in accordance with Section 4 hereof upon instructions in writing signed by the IssuerCompany.
Appears in 1 contract
Samples: Escrow Agreement (Global Enterprises (Nevada), Inc.)
Deposits in the Escrow Account. 3.1 3.1. Upon receipt, the Issuer shall promptly deposit all monies received from investors to the Escrow Agent. All of these deposited proceeds (the "Deposited Proceeds") shall be in the form of checks or money orders. All checks or money orders deposited into the Escrow Account shall be made payable to "Lorelei Pacific Basin Development, Corp. and Fleet BankAmerican Securities Transfer Company, as Escrow Agent." Any check or money order payable other than to the Escrow Agent as required hereby shall be returned to the prospective purchaser, or if the Escrow Agent has insufficient information to do so, then to the Issuer (together with any Subscription subscription Information, as defined below, or other documents delivered therewithherewith) by noon of the next business day following receipt of such check by the Escrow Agent, and such check shall be deemed not to have been delivered to the Escrow Agent pursuant to the terms of this Agreementagreement. The Deposited Proceeds and interest or dividends thereon, if any, shall be held for the sole benefit of the purchasers of the securities.
3.2 3.2. The Deposited deposited Proceeds shall be invested in either;
(a) an obligation that constitutes a "deposit" as that term is defined in Section (3)(1) of the Federal Deposit Insurance Act;
(b) securities of any open-end investment company registered under the Investment Company Act of 1940 that holds itself out as a money market fund meeting the conditions of paragraphs (c)(2), (c) (3c)(3), and (c)(4) of Rule 2a-7 under the Investment Company Act; or
(c) securities that are direct obligations of, or obligations guaranteed as to principal or interest by, the United States.
3.3 3.3. Simultaneously with each deposit into the Escrow Account, the Issuer shall inform the Escrow Agent by confirmation slip or other writing of the name and address of the prospective purchaser, the number of Securities subscribed for by such purchaser, and the aggregate dollar amount of such subscription (collectively, the "Subscription Information").
3.4 The Escrow Agent shall not be required to accept for deposit into the Escrow Account checks which are not accompanied by the appropriate Subscription Information. Checks and money orders representing payments by prospective purchasers shall not be deemed deposited in the Escrow Account until the Escrow Agent has received in writing the Subscription Information required with respect to such payments.
3.5 The Escrow Agent shall not be required to accept any amounts representing payments by prospective purchasers, whether by check or money order, except during the Escrow Agent's regular banking hours. Any check, money order or cash not received prior to 1:00 P.M. shall be deposited the following business day.
3.6 Interest or dividends earned on the Deposited Proceeds, if any, shall be held in the Escrow Account until the Deposited Proceeds are released in accordance with the provisions of Section 4 of the Escrow Agreement. If the Deposited Proceeds are released to a purchaser of the securities, the purchaser shall receive interest or dividends earned, if any, on such Deposited Proceeds up to the date of release. If the Deposited Proceeds held in the Escrow Account are released to the Company, any interest or dividends earned on such funds up to the date of release may be released to the Company.
3.7 The Issuer shall deposit the Securities directly into the Escrow Account promptly upon issuance (the "Deposited Securities"). The identity of the purchaser of the Securities shall be included on the Common Stock and Warrant certificates.
3.8 The Deposited Securities shall be held for the sole benefit of the purchasers. No transfer or other disposition of Securities held in the Escrow Account or any interest related to such Securities shall be permitted other than by will or the laws of descent and distribution, or pursuant to a qualified domestic relations order as defined by the Internal Revenue Code of 1986, as amended, or Title I of the Employee Retirement Income Security Act, or the rules thereunder.
3.9 The Escrow Agent shall refund any portion of the Deposited Proceeds prior to disbursement of the Deposited Proceeds in accordance with Section 4 hereof upon instructions in writing signed by the Issuer.
Appears in 1 contract
Samples: Escrow Agreement (Pacific Basin Development Corp /Fi)
Deposits in the Escrow Account. 3.1 Upon receipt, the Issuer shall promptly deposit all monies received from investors to the Escrow Agent. All of these deposited proceeds (the "Deposited Proceeds") shall be in the form of checks or money orders. All checks or money orders deposited into the Escrow Account shall be made payable to "Lorelei Corp. Corporation and Fleet Chase Manhattan Bank, as Escrow Agent." Any check or money order payable other than to the Escrow Agent as required hereby shall be returned to the prospective purchaser, or if the Escrow Agent has insufficient information to do so, then to the Issuer (together with any Subscription Information, as defined below, or other documents delivered therewith) by noon of the next business day following receipt of such check by the Escrow Agent, and such check shall be deemed not to have been delivered to the Escrow Agent pursuant to the terms of this Agreement. The Deposited Proceeds and interest or dividends thereon, if any, shall be held for the sole benefit of the purchasers of the securities.
3.2 The Deposited Proceeds shall be invested in either
(a) an obligation that constitutes a "deposit" as that term is defined in Section (3)(1) of the Federal Deposit Insurance Act;
(b) securities of any open-end investment company registered under the Investment Company Act of 1940 that holds itself out as a money market fund meeting the conditions of paragraphs (c)(2), (c) (3), and (c)(4) of Rule 2a-7 under the Investment Company Act; or
(c) securities that are direct obligations of, or obligations guaranteed as to principal or interest by, the United States.
3.3 Simultaneously with each deposit into the Escrow Account, the Issuer shall inform the Escrow Agent by confirmation slip or other writing of the name and address of the prospective purchaser, the number of Securities subscribed for by such purchaser, and the aggregate dollar amount of such subscription (collectively, the "Subscription Information").
3.4 The Escrow Agent shall not be required to accept for deposit into the Escrow Account checks which are not accompanied by the appropriate Subscription Information. Checks and money orders representing payments by prospective purchasers shall not be deemed deposited in the Escrow Account until the Escrow Agent has received in writing the Subscription Information required with respect to such payments.
3.5 The Escrow Agent shall not be required to accept any amounts representing payments by prospective purchasers, whether by check or money order, except during the Escrow Agent's regular banking hours. Any check, money order or cash not received prior to 1:00 P.M. shall be deposited the following business day.
3.6 Interest or dividends earned on the Deposited Proceeds, if any, shall be held in the Escrow Account until the Deposited Proceeds are released in accordance with the provisions of Section 4 of the Escrow Agreement. If the Deposited Proceeds are released to a purchaser of the securities, the purchaser shall receive interest or dividends earned, if any, on such Deposited Proceeds up to the date of release. If the Deposited Proceeds held in the Escrow Account are released to the Company, any interest or dividends earned on such funds up to the date of release may be released to the Company.
3.7 The Issuer shall deposit the Securities directly into the Escrow Account promptly upon issuance (the "Deposited Securities"). The identity of the purchaser of the Securities shall be included on the Common Stock and Warrant certificates.
3.8 The Deposited Securities shall be held for the sole benefit of the purchasers. No transfer or other disposition of Securities held in the Escrow Account or any interest related to such Securities shall be permitted other than by will or the laws of descent and distribution, or pursuant to a qualified domestic relations order as defined by the Internal Revenue Code of 1986, as amended, or Title I of the Employee Retirement Income Security Act, or the rules thereunder.
3.9 The Escrow Agent shall refund any portion of the Deposited Proceeds prior to disbursement of the Deposited Proceeds in accordance with Section 4 hereof upon instructions in writing signed by the Issuer.
Appears in 1 contract
Samples: Escrow Agreement (Lorelei Corp)
Deposits in the Escrow Account. 3.1 Upon receipt, the Issuer shall promptly deposit all monies received from investors to the Escrow Agent. All of these deposited proceeds (the "Deposited Proceeds") shall be in the form of checks or money orders. All checks or money orders deposited into the Escrow Account shall be made payable to "Lorelei The Arielle Corp. and Fleet BankAtlantic Liberty Savings, as Escrow Agent." Any check or money order payable other than to the Escrow Agent as required hereby shall be returned to the prospective purchaser, or if the Escrow Agent has insufficient information to do so, then to the Issuer (together with any Subscription Information, as defined below, or other documents delivered therewith) by noon of the next business day following receipt of such check by the Escrow Agent, and such check shall be deemed not to have been delivered to the Escrow Agent pursuant to the terms of this Agreement. The Deposited Proceeds and interest or dividends thereon, if any, shall be held for the sole benefit of the purchasers of the securities.
3.2 The Deposited Proceeds shall be invested in either
either (a) an obligation that constitutes a "deposit" as that term is defined in Section (3)(1) of the Federal Deposit Insurance Act;
; (b) securities of any open-end investment company registered under the Investment Company Act of 1940 that holds itself out as a money market fund meeting the conditions of paragraphs (c)(2), (c) (3), and (c)(4) of Rule 2a-7 under the Investment Company Act; or
(c) securities that are direct obligations of, or obligations guaranteed as to principal or interest by, the United States.
3.3 Simultaneously with each deposit into the Escrow Account, the Issuer shall inform the Escrow Agent by confirmation slip or other writing of the name and address of the prospective purchaser, the number of Securities subscribed for by such purchaser, and the aggregate dollar amount of such subscription (collectively, the "Subscription Information").
3.4 The Escrow Agent shall not be required to accept for deposit into the Escrow Account checks which are not accompanied by the appropriate Subscription Information. Checks and money orders representing payments by prospective purchasers shall not be deemed deposited in the Escrow Account until the Escrow Agent has received in writing the Subscription Information required with respect to such payments.
3.5 The Escrow Agent shall not be required to accept any amounts representing payments by prospective purchasers, whether by check or money order, except during the Escrow Agent's regular banking hours. Any check, money order or cash not received prior to 1:00 P.M. shall be deposited the following business day.
3.6 Interest or dividends earned on the Deposited Proceeds, if any, shall be held in the Escrow Account until the Deposited Proceeds are released in accordance with the provisions of Section 4 of the Escrow Agreement. If the Deposited Proceeds are released to a purchaser of the securities, the purchaser shall receive interest or dividends earned, if any, on such Deposited Proceeds up to the date of release. If the Deposited Proceeds held in the Escrow Account are released to the Company, any interest or dividends earned on such funds up to the date of release may be released to the Company.
3.7 The Issuer shall deposit the Securities directly into the Escrow Account promptly upon issuance (the "Deposited Securities"). The identity of the purchaser of the Securities shall be included on the Common Stock and Warrant certificates.
3.8 The Deposited Securities shall be held for the sole benefit of the purchasers. No transfer or other disposition of Securities held in the Escrow Account or any interest related to such Securities shall be permitted other than by will or the laws of descent and distribution, or pursuant to a qualified domestic relations order as defined by the Internal Revenue Code of 1986, as amended, or Title I of the Employee Retirement Income Security Act, or the rules thereunder.
3.9 The Escrow Agent shall refund any portion of the Deposited Proceeds prior to disbursement of the Deposited Proceeds in accordance with Section 4 hereof upon instructions in writing signed by the Issuer.
Appears in 1 contract
Samples: Escrow Agreement (Arielle Corp)
