Common use of Earnxxx Xxxey Deposit Clause in Contracts

Earnxxx Xxxey Deposit. Within three (3) business days after the date this Agreement is executed by both Seller and Purchaser, Purchaser shall deliver to the offices of Republic Title of Texas, Inc., to the attention of Leslxx Xxxxxxx, 0026 Xxxxxx Xxxxxx, 10th Floor, Dallas, Texas 75200-0000, xxlephone number: (214) 000-0000, xxlecopy number: (214) 000-0000 (xxe "Title Company"), as agent for First American Title Insurance Company, a deposit of Ten Thousand and No/l00 Dollars ($10,000.00) in cash (the "Earnxxx Xxxey Deposit"). In the event Purchaser does not deposit the Earnxxx Xxxey Deposit with the Title Company on or prior to the date designated in the preceding sentence, this Agreement shall automatically terminate and the parties hereto shall have no further rights, duties or obligations one to the other hereunder. In the event Purchaser does not terminate this Agreement prior to the expiration of the Review Period (defined in SECTION 8.1.) then the Earnxxx Xxxey Deposit shall be nonrefundable to Purchaser except in the event of the default of Seller under the terms hereof. The Title Company shall hold the Earnxxx Xxxey Deposit as escrow agent and shall invest the Earnxxx Xxxey Deposit in such interest bearing investments as Purchaser shall reasonably designate from time to time which mature no later than the earlier of (a) the date on which the Closing hereunder is scheduled (at the time such investment is made) to be held or (b) the date (if it is then determinable) on which the Earnxxx Xxxey Deposit will be required to be delivered to either Purchaser or Seller pursuant to the provisions of this Agreement. All such interest earned thereon shall be deemed to constitute a portion of the Earnxxx Xxxey Deposit and shall be added thereto. At Closing, or upon the occurrence of a default under this Agreement, the Title Company shall deliver the Earnxxx Xxxey Deposit to the party entitled to it in accordance with the other terms of this Agreement.

Earnxxx Xxxey Deposit. Within Buyer shall, within three (3) business days after the date mutual execution of this Agreement is executed by both Seller and PurchaserAgreement, Purchaser shall deliver to the offices of deposit with Republic Title of TexasCompany, Inc., to the attention of Leslxx Xxxxxxx, 0026 Xxxxxx Attn: Mel Xxxxxx, 10th Floor000 Xxxxxxxx Xxxxx, DallasXxxxx 000, Texas 75200-0000Xxxxxx, xxlephone number: Xxxxx 00000 (214) 000-0000, xxlecopy number: (214) 000-0000 (xxe "Title Xitle Company"), as agent for First American Title Insurance Company, a an earnxxx xxxey deposit in the amount of Ten Thousand and No/l00 Dollars TWO HUNDRED FIFTY THOUSAND AND NO/100 DOLLARS ($10,000.00250,000.00) in cash (the "Earnxxx Xxxey First Deposit"). In On or before July 31, 1999, Buyer shall deposit an additional TWO HUNDRED FIFTY THOUSAND AND NO/100 DOLLARS ($250,000.00) (the event Purchaser does not deposit the Earnxxx Xxxey Deposit "Second Deposit") with the Title Company on Company. On or prior to before August 31, 1999, Buyer shall deposit an additional TWO HUNDRED FIFTY THOUSAND AND NO/100 DOLLARS ($250,000.00) with the date designated in Title Company, which together with the preceding sentence, this Agreement shall automatically terminate First Deposit and the parties hereto shall have no further rights, duties or obligations one to the other hereunder. In the event Purchaser does not terminate this Agreement prior to the expiration of the Review Period (defined in SECTION 8.1.) then the Earnxxx Xxxey Second Deposit shall be nonrefundable referred to Purchaser except herein as the "Earnxxx Xxxey." The aggregate Earnxxx Xxxey shall consist of $750,000 (or so much thereof as shall be deposited by Buyer from time to time and retained in escrow by the event Title Company), to be handled and disbursed as provided in this Agreement. The Earnxxx Xxxey will be paid either by wire transfer, certified or bank cashier's check or other mutually acceptable transfer of immediately available funds to the default of Seller under Title Company. The Earnxxx Xxxey shall be held in escrow by the Title Company pursuant to the terms hereof. The All sums comprising the Earnxxx Xxxey held by the Title Company shall hold be held in an interest-bearing account at a federally insured depository institution. The Earnxxx Xxxey, plus interest accrued on the Earnxxx Xxxey Deposit as escrow agent and escrowed amount, shall invest be applied to the Earnxxx Xxxey Deposit in such interest bearing investments as Purchaser shall reasonably designate from time to time which mature no later than the earlier of (a) the date on which Purchase Price at the Closing hereunder is scheduled (at as hereinafter defined) or otherwise in accordance with the time such investment is made) to be held or (b) the date (if it is then determinable) on which the Earnxxx Xxxey Deposit will be required to be delivered to either Purchaser or Seller pursuant to the term and provisions of this Agreement. All such In order to defray interest earned thereon charges in connection with the Seller's financing of construction costs, and provided Seller shall not be deemed to constitute a portion of the Earnxxx Xxxey Deposit and shall be added thereto. At Closing, or upon the occurrence of a in default under this Agreement, the Seller shall have the right to cause the disbursal of $700,000 (the "Construction Security") from the Title Company to Seller's construction lender for application to Seller's construction loan, for Seller's account. Such disbursal shall deliver be made within three (3) days after Seller shall have notified Buyer and the Title Company that the aggregate costs incurred in connection with Seller's design and construction of the Seller's Improvements (as defined in Exhibit "C") shall exceed the sum of ONE MILLION FOUR HUNDRED THOUSAND AND NO/100 DOLLARS ($1,400,000.00), provided that disbursal of the Construction Security shall be made no earlier than ninety (90) days after the Effective Date. Seller's notice shall be accompanied by the written confirmation by Seller's construction lender in such form as Buyer may reasonably require that the outstanding principal balance of the construction loan from which Seller is funding the costs of the Seller's Improvements exceeds $1,400,000.00. The balance of the Earnxxx Xxxey Deposit to deposit remaining after disbursal of the party entitled to it in accordance with Construction Security as provided herein shall be the other terms of this AgreementEarnxxx Xxxey thereafter.

Earnxxx Xxxey Deposit. Within three (3) business days after the date A. The Earnxxx Xxxey Deposit under this Agreement is executed by both Seller and Purchasershall be as follows: within three days of the Acceptance Date, Purchaser shall deliver to Title Company the offices sum of Republic Title of Texas, Inc., to the attention of Leslxx Xxxxxxx, 0026 Xxxxxx Xxxxxx, 10th Floor, Dallas, Texas 75200Two Hundred Seventy-0000, xxlephone number: (214) 000-0000, xxlecopy number: (214) 000-0000 (xxe "Title Company"), as agent for First American Title Insurance Company, a deposit of Ten Five Thousand and No/l00 Dollars no/ 100 dollars ($10,000.00275,000.00) in cash immediately available funds, which is to be held by the Title Company for the benefit of Purchaser and Sellers in accordance with the terms, and conditions of this Agreement (the "Earnxxx Xxxey Deposit"). In the event Purchaser does not The Title Company shall deposit the Earnxxx Xxxey Deposit with in an interest-bearing account at a federally insured national bank. From time to time as directed by Purchaser, the Title Company shall pay any interest earned on or prior the Earnxxx Xxxey Deposit to the date designated in the preceding sentencePurchaser. The Earnxxx Xxxey Deposit shall be refunded to Purchaser, together with any interest thereon, if Purchaser terminates this Agreement shall automatically terminate and during the parties hereto shall have no further rights, duties or obligations one to Inspection Period in accordance with the other hereunderterms of Section 9 hereof. In the event If Purchaser does not terminate this Agreement prior during the Inspection Period pursuant to Section 9, the expiration Earnxxx Xxxey Deposit will become non-refundable and the parties will proceed to Closing. If this Agreement is not earlier terminated in accordance with the terms and conditions of the Review Period (defined in SECTION 8.1.) then this Agreement, the Earnxxx Xxxey Deposit shall be nonrefundable to Purchaser except credited against the Purchase Price at Closing. Notwithstanding the foregoing, if this Agreement terminates in the event of the default of Seller under the terms hereof. The Title Company shall hold accordance with Sections 14, 15 or 16B, the Earnxxx Xxxey Deposit as escrow agent shall be refunded to Purchaser, together with any interest thereon. B. In addition, within three days of the Acceptance Date, the Purchaser shall pay to Sellers the sum of One Hundred and shall invest no/100 dollars ($100.00) (the "Non-Refundable Earnxxx 6 Money Deposit") in consideration for this Agreement and the Inspection Period. Notwithstanding anything in this Agreement to the contrary, the Non-Refundable Earnxxx Xxxey Deposit in such interest bearing investments as Purchaser shall reasonably designate from time to time which mature no later than the earlier of (a) the date on which the Closing hereunder is scheduled (at the time such investment is made) to be held or (b) the date (if it is then determinable) on which the Earnxxx Xxxey Deposit will be required to be delivered to either Purchaser or Seller pursuant to the provisions of this Agreement. All such interest earned thereon shall be deemed non-refundable to constitute a portion of the Earnxxx Xxxey Deposit and shall be added thereto. At Closing, or upon the occurrence of a default under this Agreement, the Title Company shall deliver the Earnxxx Xxxey Deposit to the party entitled to it Purchaser in accordance with the other terms of this Agreementany event.

Earnxxx Xxxey Deposit. Within three (3) business days after execution of this Contract, by Buyer and Seller, the date this Agreement is executed by both Seller and Purchaser, Purchaser Buyer shall deliver to deposit with the offices of Republic Title of Texas, Inc., to the attention of Leslxx Xxxxxxx, 0026 Xxxxxx Xxxxxx, 10th Floor, Dallas, Texas 75200-0000, xxlephone number: Company (214) 000-0000, xxlecopy number: (214) 000-0000 (xxe "Title Company"hereinafter defined), as agent for First American Title Insurance Company, a an earnxxx xxxey deposit in cash an amount of Ten Thousand and No/l00 Dollars FIFTY THOUSAND DOLLARS ($10,000.0050,000) in cash (the "Earnxxx Xxxey Deposit") with Commonwealth Land Title Insurance Company, 1700 Xxxxxxx Xxxxxx, Xxxxx 0000, Xxxxx Xxxx Xxxxxx, Xxxxxx, Xxxxx 00000, Xxtention: Judy Xxxxxxx ("Xitle Company"). In The Title Company shall hold and dispose of the event Purchaser does Earnxxx Xxxey Deposit in strict compliance with this Contract. Buyer shall direct the Earnxxx Xxxey Deposit to be invested in an interest bearing account in a financial institution insured by the Federal Deposit Insurance Corporation chosen by Buyer, with such account having a maturity date not later than the Closing Date (hereinafter defined). All interest earned on the Earnxxx Xxxey Deposit shall be Buyer's property prior to a default by Buyer. All interest earned after the date of a default by Buyer shall be for Seller's account. Buyer and Seller agree that prior to Buyer's deposit of the Earnxxx Xxxey Deposit with the Title Company on or prior to the date designated in the preceding sentenceCompany, this Agreement shall automatically terminate and the parties hereto Seller shall have no further rightsobligation or liability under this Contract, duties or obligations one and that Buyer's obligation to deposit the other hereunderEarnxxx Xxxey Deposit is an express condition precedent to Seller's obligation and liabilities under this Contract. In the event Purchaser does not terminate this Agreement prior to the expiration of the Review Period (defined in SECTION 8.1.) then that the Earnxxx Xxxey Deposit shall be nonrefundable to Purchaser except in is not received by the event of the default of Seller under the terms hereof. The Title Company shall hold the Earnxxx Xxxey Deposit as escrow agent and shall invest the Earnxxx Xxxey Deposit in such interest bearing investments as Purchaser shall reasonably designate within three (3) business days from time to time which mature no later than the earlier of (a) the date on which the Closing hereunder is scheduled (at the time such investment is made) to be held or (b) the date (if it is then determinable) on which the Earnxxx Xxxey Deposit will be required to be delivered to either Purchaser or Seller pursuant to the provisions of Buyer's and Seller's execution of this Agreement. All such interest earned thereon Contract whichever is later, this Contract shall be deemed to constitute a portion of the Earnxxx Xxxey Deposit null and shall be added thereto. At Closing, or upon the occurrence of a default under this Agreement, the Title Company shall deliver the Earnxxx Xxxey Deposit void with neither party having any further obligation to the party entitled to it in accordance with the other terms of this Agreementother.

Earnxxx Xxxey Deposit. Within three (3) business days after On the date this Agreement is executed by both Seller and Purchaser, hereof the Purchaser shall deliver to the offices of Republic Title of Texas, Inc., to the attention of Leslxx Xxxxxxx, 0026 Xxxxxx Xxxxxx, 10th Floor, Dallas, Texas 75200-0000, xxlephone number: (214) 000-0000, xxlecopy number: (214) 000-0000 (xxe "Title Company"), as agent for First American Title Insurance Company, a deposit of Ten One Hundred Fifty Thousand and No/l00 Dollars ($10,000.00150,000) in cash (the "Earnxxx Xxxey") with the Company by payment in the form of a check or by wire transfer of immediately available funds to the Company, and the Company agrees to retain and use such Earnxxx Xxxey Deposit"pursuant to this Section 5.12. If the Merger contemplated hereby is not consummated and this Agreement is terminated in accordance with the terms and conditions hereof solely by reason of (i) a material breach by the Purchaser or Acquisition Sub hereunder, (ii) the failure of the Purchaser or Acquisition Sub to satisfy the condition precedent to the Purchaser's obligation to close hereunder as set forth in either the first sentence of Section 6.1(h) or the third sentence of Section 6.1(n), then in such instances the Company shall be entitled to retain the Earnxxx Xxxey, together with any interest or income earned thereon, as and for full liquidated damages with respect to the transactions contemplated hereby and not as a penalty. In If the event Purchaser does Merger contemplated hereby is not deposit consummated for any reason other than as described above, then the Company shall promptly after the termination of this Agreement refund the Earnxxx Xxxey Deposit with the Title Company on or prior to the date designated Purchaser, in cash, together with interest thereon for the preceding sentence, this Agreement shall automatically terminate and the parties hereto shall have no further rights, duties or obligations one number of days it had such Earnxxx Xxxey calculated at a per annum rate equal to the other hereunderprime rate as announced by the Wall Street Journal. In If the event Purchaser does not terminate this Agreement prior to the expiration of the Review Period (defined in SECTION 8.1.) Merger contemplated hereby is consummated, then the Earnxxx Xxxey Deposit (plus any interest or income earned thereon as calculated above less the Aggregate Preferred Redemption Consideration) shall be nonrefundable to Purchaser except in forwarded by the event Company on behalf of the default of Seller under Purchaser to the terms hereof. The Title Company shall hold the Earnxxx Xxxey Deposit as escrow agent and shall invest the Earnxxx Xxxey Deposit in such interest bearing investments as Purchaser shall reasonably designate from time to time which mature no later than the earlier of (a) the date Exchange Agent on which the Closing hereunder is scheduled (at the time such investment is made) to be held or (b) the date (if it is then determinable) on which the Earnxxx Xxxey Deposit will be required to be delivered to either Purchaser or Seller pursuant to the provisions of this Agreement. All such interest earned thereon shall be deemed to constitute a portion Date as part of the Earnxxx Xxxey Deposit and shall be added thereto. At Closing, or upon the occurrence of a default under this Agreement, the Title Company shall deliver the Earnxxx Xxxey Deposit to the party entitled to it in accordance with the other terms of this AgreementAggregate Merger Consideration.