Common use of Escrow of Purchase Price Clause in Contracts

Escrow of Purchase Price. 3.6.1 Simultaneously with the execution and delivery of a counterpart to this Agreement by the Purchaser, such Purchaser shall promptly cause a wire transfer of immediately available funds (U.S. dollars) in an amount representing such Purchaser’s “Aggregate Purchase Price”, as set forth on such Purchaser’s signature page, to be paid to the non-interest bearing escrow account of Lxxxxxxxxx Xxxxxxx PC, the Placement Agent’s counsel (“Placement Agent’s Counsel”), set forth on Appendix I hereto (the aggregate amounts being held in escrow are referred to herein as the “Escrow Amount”). Placement Agent’s Counsel shall hold the Escrow Amount in escrow until (i) Placement Agent’s Counsel receives written instructions from the Company and the Placement Agent authorizing the release of the Escrow Amount; (ii) Placement Agent’s Counsel receives written instructions from the Company and/or the Purchaser that the Agreement has been terminated in accordance with Section 21 in which case Placement Agent’s Counsel shall return to the Purchaser the portion of the Escrow Amount such Purchaser delivered to the Placement Agent’s Counsel; or (iii) ninety (90) days after the date of this Agreement in which case Placement Agent’s Counsel shall return to such Purchaser the portion of the Escrow Amount such Purchaser delivered to the Placement Agent’s Counsel. The Company hereby authorizes the Placement Agent’s Counsel to release from the Escrow Amount, at the Initial Closing and the Second Closing, without further action or deed (other than receipt of the written instructions from the Company and the Placement Agent authorizing the release of the Escrow Amount), the (i) the cash commission (the “Placement Fee”) to be paid to the Placement Agent pursuant to the terms of the agreement between the Company and the Placement Agent; and (ii) the Escrow Amount less the Placement Fee to the Company.

Escrow of Purchase Price. 3.6.1 3.1. Simultaneously with the execution and delivery of a counterpart to this Agreement by the Purchaseran Investor, such Purchaser Investor shall (i) promptly cause a wire transfer of immediately available funds (U.S. dollars) in an amount representing such PurchaserInvestor’s “Aggregate Purchase Price”, as set forth on such PurchaserInvestor’s signature pagepage and opposite such Investor’s name on Schedule I affixed hereto, to be paid to the non-interest bearing escrow account of Lxxxxxxxxx Xxxxxxxxxx Xxxxxxx PC, the Placement Agent’s Agents’ counsel (“Placement Agent’s Agents Counsel”), set forth on Appendix I Schedule II affixed hereto (the aggregate amounts being held in escrow are referred to herein as the “Escrow Amount”); and (ii) deliver to the Placement Agents and the Company a duly executed counterpart to the Registration Rights Agreement. Placement Agent’s Agents Counsel shall hold the Escrow Amount in escrow until (i) Placement Agent’s Agents Counsel receives written instructions from the Company and the Placement Agent Agents authorizing the release of the Escrow AmountAmount in accordance with Section 4; or (ii) Placement Agent’s Agents Counsel receives written instructions from the Company and/or the Purchaser Requisite Holders (or a specific terminating Investor pursuant to Section 7.3(a)(iv)) that the Agreement has been terminated in accordance with Section 21 7.3 in which case Placement Agent’s Agents Counsel shall return to each Investor (or, in the Purchaser case of a termination of this Agreement by an Investor solely with respect to itself pursuant to Section 7.3(a)(iv), such terminating Investor), the portion of the Escrow Amount each such Purchaser Investor delivered to the Placement Agent’s Counsel; or (iii) ninety (90) days after the date of this Agreement in which case Placement Agent’s Counsel shall return to such Purchaser the portion of the Escrow Amount such Purchaser delivered to the Placement Agent’s Agents Counsel. The Company hereby authorizes the Placement Agent’s Agents Counsel to release from the Escrow Amount, at the Initial Closing and the Second Closing(as defined in Section 4), without further action or deed (other than receipt of the written instructions from the Company and the Placement Agent Agents authorizing the release of the Escrow Amount), the (i) the cash commission Cash Placement Agents Fee (the “Placement Fee”as defined in Section 5.21) to be paid to the Placement Agent pursuant Agents; (ii) Placement Agents Counsel Fees (as defined in Section 10.5) to the terms of the agreement between the Company and the Placement AgentAgents Counsel; and (iiiii) the Net Escrow Amount less the Placement Fee to the Company.

Escrow of Purchase Price. 3.6.1 3.1. Simultaneously with the execution and delivery of a counterpart to this Agreement by the Purchaseran Investor, such Purchaser Investor shall (i) promptly cause a wire transfer of immediately available funds (U.S. dollars) in an amount representing such PurchaserInvestor’s “Aggregate Purchase Price”, as set forth on such PurchaserInvestor’s signature pagepage hereto, to be paid to the non-interest bearing escrow account of Lxxxxxxxxx Xxxxxxx PC, the Placement Agent’s counsel The Bank of New York (“Placement Escrow Agent’s Counsel”), set forth on Appendix Schedule I affixed hereto (the aggregate amounts being held in escrow are referred to herein as the “Escrow Amount”); and (ii) deliver to the Placement Agents and the Company a duly executed counterpart to the Registration Rights Agreement. Placement Agent’s Counsel The Escrow Agent shall hold the Escrow Amount in escrow until (i) Placement Agent’s Counsel the Escrow Agent receives written instructions from the Company and the Placement Agent Agents authorizing the release of the Escrow AmountAmount in accordance with Section 4; or (ii) Placement Agent’s Counsel the Escrow Agent receives written instructions from the Company and/or the Purchaser Requisite Holders (or a specific terminating Investor pursuant to Section 7.3(a)(iv)) that the Agreement has been terminated in accordance with Section 21 7.3 in which case Placement Agent’s Counsel the Escrow Agent shall return to each Investor (or, in the Purchaser case of a termination of this Agreement by an Investor solely with respect to itself pursuant to Section 7.3(a)(iv), such terminating Investor), the portion of the Escrow Amount each such Purchaser Investor delivered to the Placement Escrow Agent’s Counsel; or (iii) ninety (90) days after the date of this Agreement in which case Placement Agent’s Counsel shall return to such Purchaser the portion of the Escrow Amount such Purchaser delivered to the Placement Agent’s Counsel. The Company and each Investor hereby authorizes the Placement Agent’s Counsel Escrow Agent to release from the Escrow Amount, at the Initial Closing and the Second Closing(as defined in Section 4), without further action or deed (other than receipt of the written instructions from the Company and the Placement Agent Agents authorizing the release of the Escrow Amount), the (i) the cash commission Cash Placement Agents Fee (the “Placement Fee”as defined in Section 5.21) to be paid to the Placement Agent pursuant Agents; (ii) Placement Agents’ Counsel Fees (as defined in Section 10.5) to the terms of the agreement between the Company and the Placement AgentAgents’ Counsel; and (iiiii) the Net Escrow Amount less the Placement Fee to the Company.

Escrow of Purchase Price. 3.6.1 3.1. Simultaneously with the execution and delivery of a counterpart to this Agreement by the Purchaseran Investor, such Purchaser Investor shall (i) promptly cause a wire transfer of immediately available funds (U.S. dollars) in an amount representing such PurchaserInvestor’s “Aggregate Purchase Price”, as set forth on such PurchaserInvestor’s signature pagepage and opposite such Investor’s name on Schedule I affixed hereto, to be paid to the non-interest bearing escrow account of Lxxxxxxxxx Xxxxxxx PC, the Placement Agent’s counsel (“Placement Agent’s Agent Counsel”), set forth on Appendix I Schedule II affixed hereto (the aggregate amounts being held in escrow are referred to herein as the “Escrow Amount”)) and (ii) deliver to the Placement Agent and the Company a duly executed counterpart to the Registration Rights Agreement. Placement Agent’s Agent Counsel shall hold the Escrow Amount in escrow until (i) Placement Agent’s Agent Counsel receives written instructions from the Company and the Placement Agent Requisite Holders authorizing the release of the Escrow Amount; Amount in accordance with Section 4, or (ii) Placement AgentAgent Counsel’s Counsel receives receipt of written instructions from the Company and/or the Purchaser Requisite Holders (or a specific terminating Investor pursuant to Section 7.3(a)(iv)) that the Agreement has been terminated in accordance with Section 21 7.3 in which case Placement Agent’s Agent Counsel shall return to each Investor (or, in the Purchaser case of a termination of this Agreement by an Investor solely with respect to itself pursuant to Section 7.3(a)(iv), such terminating Investor), the portion of the Escrow Amount each such Purchaser Investor delivered to the Placement Agent’s Counsel; or (iii) ninety (90) days after the date of this Agreement in which case Placement Agent’s Counsel shall return to such Purchaser the portion of the Escrow Amount such Purchaser delivered to the Placement Agent’s Agent Counsel. The Company hereby authorizes the Placement Agent’s Agent Counsel to release from the Escrow Amount, at the Initial Closing and the Second Closing(as defined in Section 4), without further action or deed (other than receipt of the written instructions from the Company and the Placement Agent Requisite Holders authorizing the release of the Escrow Amount), the (i) the cash commission Cash Placement Agent Fee (the “Placement Fee”as defined in Section 5.20) to be paid to the Placement Agent pursuant to Agent, the terms of the agreement between the Company and the Placement Agent; and (ii) Placement Agent Counsel Fees (as defined in Section 10.5) to Placement Agent Counsel, and (iii) the Net Escrow Amount less the Placement Fee to the Company.

Escrow of Purchase Price. 3.6.1 (a) Simultaneously with the execution and delivery of a counterpart to this Agreement by the a Purchaser, such Purchaser shall promptly cause a wire transfer of immediately available funds (U.S. dollars) in an amount representing such Purchaser’s “Aggregate Purchase Price”Subscription Amount, as set forth on such Purchaser’s signature page, to be paid to the non-interest bearing escrow account of Lxxxxxxxxx Xxxxxxxxxx Xxxxxxx PC, the Placement Agent’s counsel (“Placement Agent’s Agent Counsel”), set forth on Appendix Schedule I affixed hereto (the aggregate amounts being held in escrow are referred to herein as the “Escrow Amount”). Placement Agent’s Agent Counsel shall hold the Escrow Amount in escrow until (i) Placement Agent’s Agent Counsel receives written instructions from the Company and the Placement Agent authorizing the release of the Escrow Amount; Amount in accordance with Section 2.2, or (ii) Placement AgentAgent Counsel’s Counsel receives receipt of written instructions from the Company and/or the Purchaser Placement Agent that the Agreement has been terminated in accordance with Section 21 6.18 (in which case Placement Agent’s Agent Counsel shall return to the each terminating Purchaser the portion of the Escrow Amount each such terminating Purchaser delivered to the Placement Agent’s Counsel; or (iii) ninety (90) days after the date of this Agreement in which case Placement Agent’s Counsel shall return to such Purchaser the portion of the Escrow Amount such Purchaser delivered to the Placement Agent’s Agent Counsel. The Company hereby authorizes the Placement Agent’s Agent Counsel to release from the Escrow Amount, at the Initial Closing and the Second Closing, without further action or deed (other than receipt of the written instructions from the Company and the Placement Agent authorizing the release of the Escrow Amount), the (i) the cash commission Cash Placement Agent Fee (the “Placement Fee”as defined in Section 3.1(u)) to be paid to the Placement Agent pursuant to the terms of the agreement between the Company and the Placement Agent; , and (ii) the Net Escrow Amount less the Placement Fee to the Company.