Escrow Period. The Escrow Period shall begin with the commencement of the Offering and shall terminate in whole or in part upon the earlier to occur of the following: a. The date upon which the Maximum Amount of securities required to be sold are sold in bona fide transactions that are fully paid for, with cleared funds, which is defined to occur when Escrow Agent has received gross proceeds of at least Minimum Amount of the Offering that have cleared in the Escrow Account and the Issuer has triggered a partial or full closing on those funds. Even after a partial close, for min/max and continuous offerings, Escrow shall remain open in order to clear investor funds, and to perform other tasks prior to the issuer selling securities to any investor; or b. [ , 2017] (six month from the Offering being qualified by the SEC); provided, however, the Issuer and JumpStart may extend such date for an additional six months at its sole discretion upon written notice to the Escrow Agent; or c. The date upon which a determination is made by Issuer and JumpStart to terminate the Offering prior to closing; or d. Escrow Agent’s exercise of the termination rights specified in Section 9. During the Escrow Period, the Parties agree that (i) the Escrow Account and escrowed funds will be held for the benefit of the Subscribers, and that (ii) Issuer is not entitled to any funds received into escrow, and that no amounts deposited into the Escrow Account shall become the property of Issuer or any other entity, or be subject to any debts, liens or encumbrances of any kind of Issuer or any other entity, until the sale of such Securities to such Subscribers in bona fide transactions that are fully paid for, in accordance with rules and regulations applicable to the offering and as specified in the offering documents. Even after a sale of Securities to Subscribers, the Issuer or JumpStart may elect to continue to leave funds in the Escrow Account in order to protect investors as needed. In addition, Issuer and Escrow Agent acknowledge that the total funds raised cannot exceed the Maximum Amount permitted by the Offering Memorandum. Issuer represents that no funds have yet been raised for Duke Robotics, Inc. in the Offering and that all funds to be raised for Duke Robotics, Inc. in the Offering will be deposited in the Escrow Account established by Escrow Agent.
Appears in 3 contracts
Samples: Escrow Services Agreement, Escrow Services Agreement (Duke Robotics, Inc.), Escrow Services Agreement (Duke Robotics, Inc.)
Escrow Period. The Escrow Period shall begin with the commencement of the Offering and shall terminate in whole or in part upon the earlier to occur of the following:
a. The date upon which the Maximum Amount minimum number of securities required to be sold are sold (the “Minimum”) in bona fide transactions that are fully paid for, for with cleared funds, which is defined to occur when Escrow Agent has received gross proceeds of at least Minimum Amount of the Offering that have cleared in the Escrow Account and the Issuer issuer has triggered a partial or full closing on those funds. Even after a partial close, for min/max ax and continuous offerings, Escrow shall remain open in order to clear investor funds, funds and to perform other tasks prior to the issuer selling securities to any investor; or
b. [ , 2017[●] (six month from if the Offering being qualified by the SEC); provided, however, the Issuer and JumpStart may extend such date for an additional six months at its sole discretion upon written notice to the Escrow AgentMinimum has not been reached; or
c. The date upon which a determination is made by Issuer and JumpStart and/or their authorized representatives, including any lead broker or placement agent, to terminate the Offering prior to closing; or.
d. Escrow Agent’s exercise of the termination rights specified in Section 9. During the Escrow Period, the Parties parties agree that (i) the Escrow Account and escrowed funds will be held for the benefit of the Subscribers, and that (ii) Issuer is not entitled to any funds received into escrow, and that no amounts deposited into the Escrow Account shall become the property of Issuer or any other entity, or be subject to any debts, liens or encumbrances of any kind of Issuer or any other entity, until the contingency has been satisfied by the sale of the Minimum of such Securities to such Subscribers investors in bona fide transactions that are fully paid for, in accordance with rules and regulations applicable to the offering Regulation D and as specified in the offering documents. Even after a sale of Securities securities to Subscribersinvestors, the Issuer or JumpStart may elect to continue to leave funds in the Escrow Account in order to protect investors as needed. In addition, Issuer and Escrow Agent acknowledge that the total funds raised cannot exceed the Maximum Amount of the Offering permitted by the Offering Memorandum. Issuer represents that no funds have yet been raised for Duke Robotics, Inc. in the Offering [●] and that all funds to be raised for Duke Robotics, Inc. in the Offering [●] will be deposited in the Escrow Account established by Escrow Agent.
Appears in 2 contracts
Samples: Escrow Services Agreement (Gab Al Inc), Escrow Services Agreement (Thinking Green)
Escrow Period. The Escrow Period shall begin with on the commencement of the Offering Commencement Date and shall terminate in whole or in part upon the earlier to occur of the following:
a. The date upon which subscription amounts for the Maximum Amount of securities required to be sold are sold in bona fide transactions that are fully paid for, with cleared funds, which is defined to occur when Escrow Agent has received gross proceeds of at least Minimum Amount of the Offering that required to be sold have been deposited and cleared in the Escrow Account. The Escrow Account and the Issuer has triggered a partial or full closing on those funds. Even after a partial close, for min/max and continuous offerings, Escrow shall remain open in order pending receipt of Securities to clear investor funds, and to perform other tasks prior to meet the issuer selling securities to any investorMaximum Amount of the Offering; or
b. [ The end of the [●] day following the Commencement Date, 2017as may be extended for up to [●] (six month [●]) days pursuant to written notice from Issuer and Broker (the Offering being qualified by the SEC“Minimum Termination Date”); provided, however, the Issuer and JumpStart may extend such date for an additional six months at its sole discretion upon written notice to the Escrow Agent; or
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c. The date upon which a determination is made by Issuer and JumpStart and/or its authorized representatives to terminate the Offering prior to closing; or
d. Escrow Agent’s exercise of the termination rights specified in Section 9. During the Escrow Period, the Parties parties agree that (i) the Escrow Account and escrowed funds will be held for the benefit of the Subscribers, and that (ii) the Issuer is not entitled to any funds received into escrow, and that no amounts deposited into the Escrow Account shall become the property of Issuer or any other entity, or be subject to any debts, liens or encumbrances of any kind of Issuer or any other entity, until the sale Issuer has triggered closing of such Securities to such Subscribers in bona fide transactions that are fully paid for, in accordance with rules and regulations applicable to the offering and as specified in the offering documentsfunds. Even after a the sale of Securities securities to Subscribersinvestors, the Issuer or JumpStart may elect to continue to leave funds in the Escrow Account in order to protect investors as needed. In addition, Issuer and Escrow Agent the parties acknowledge that the total funds raised cannot exceed the Maximum Amount of the Offering permitted by the Offering Memorandumoffering materials. Issuer represents that no funds have yet been raised for Duke Robotics, Inc. in the Offering Issuer and that all funds to be raised for Duke Robotics, Inc. in the Offering will be deposited in the Escrow Account established by Escrow AgentPrime Trust at the Bank.
Appears in 2 contracts
Samples: Escrow Services Agreement (LocatorX, Inc.), Escrow Services Agreement (LocatorX, Inc.)
Escrow Period. The escrow period (“Escrow Period Period”) shall begin with the commencement of the Offering and shall terminate in whole or in part upon the earlier to occur of the following:
a. The date upon which the Maximum Amount of securities required to be sold are sold the Offering is received, in bona fide transactions that are fully paid for, for with cleared funds, which is defined to occur when Escrow Agent has received gross proceeds of at least Minimum the Maximum Amount of the Offering that have cleared in the Escrow Account and the Issuer has triggered and Broker have instructed a partial or full closing on those funds. Even after a partial close, for min/max and continuous offerings, Escrow shall remain open in order to clear investor funds, and to perform other tasks prior to the issuer selling securities to any investor.; or
b. [ , 2017] (six month The date that is twelve months from the date that the Offering being is qualified by the SEC); providedU.S. Securities and Exchange Commission, however, if the Issuer and JumpStart may extend such date for an additional six months at its sole discretion upon written notice to Maximum Amount of the Escrow AgentOffering has not been reached; or
c. The date upon which a determination is made by Issuer and JumpStart and/or their authorized representatives to terminate the Offering prior to closingOffering; or
d. Escrow Agent’s exercise of the termination rights specified in Section 98. During the Escrow Period, the Parties parties agree that (i) the Escrow Account and escrowed funds will be held for the benefit of the Subscribers, and that (ii) neither Issuer is not nor the Broker are entitled to any funds received into escrowthe Escrow Account, and that no amounts deposited into the Escrow Account shall become the property of Issuer Issuer, Broker or any other entity, or be subject to any debts, liens or encumbrances of any kind of Issuer or any other entity, until the contingency has been satisfied by the sale of such the Securities to such Subscribers investors in bona fide transactions that are fully paid for, in accordance with rules and regulations applicable to the offering and as specified in the offering documents. Even after a sale of Securities to Subscribers, the Issuer or JumpStart may elect to continue to leave funds in the Escrow Account in order to protect investors as needed. In addition, Issuer and Escrow Agent acknowledge that the total funds raised cannot exceed the Maximum Amount permitted by the Offering Memorandum. Issuer represents that no funds have yet been raised for Duke Robotics, Inc. in the Offering and that all funds to be raised for Duke Robotics, Inc. in the Offering will be deposited in the Escrow Account established by Escrow Agentcleared.
Appears in 2 contracts
Samples: Escrow Services Agreement (Knightscope, Inc.), Escrow Services Agreement (Knightscope, Inc.)
Escrow Period. The Escrow Period shall begin with the commencement of the Offering and shall terminate in whole or in part upon the earlier to occur of the following:
a. The date upon which the Maximum Amount minimum number of securities required to be sold are sold (the “Minimum”) in bona fide transactions that are fully paid for, for with cleared funds, which is defined to occur when Escrow Agent has received gross proceeds of at least Minimum Amount of the Offering that have cleared in the Escrow Account and the Issuer issuer has triggered a partial or full closing on those funds. Even after a partial close, for min/max ax and continuous offerings, Escrow shall remain open in order to clear investor funds, funds and to perform other tasks prior to the issuer selling securities to any investor; or
b. [ November 1, 2017] (six month from 2018 if the Offering being qualified by the SEC); provided, however, the Issuer and JumpStart may extend such date for an additional six months at its sole discretion upon written notice to the Escrow AgentMinimum has not been reached; or
c. The date upon which a determination is made by Issuer and JumpStart and/or their authorized representatives, including any lead broker or placement agent, to terminate the Offering prior to closing; or.
d. Escrow Agent’s exercise of the termination rights specified in Section 9. During the Escrow Period, the Parties parties agree that (i) the Escrow Account and escrowed funds will be held for the benefit of the Subscribers, and that (ii) Issuer is not entitled to any funds received into escrow, and that no amounts deposited into the Escrow Account shall become the property of Issuer or any other entity, or be subject to any debts, liens or encumbrances of any kind of Issuer or any other entity, until the contingency has been satisfied by the sale of the Minimum of such Securities to such Subscribers investors in bona fide transactions that are fully paid for, in accordance with rules and regulations applicable to the offering Regulation D and as specified in the offering documents. Even after a sale of Securities securities to Subscribersinvestors, the Issuer or JumpStart may elect to continue to leave funds in the Escrow Account in order to protect investors as needed. In addition, Issuer and Escrow Agent acknowledge that the total funds raised cannot exceed the Maximum Amount of the Offering permitted by the Offering Memorandum. Issuer represents that no funds have yet been raised for Duke Robotics, Inc. in the Offering offering and that all funds to be raised for Duke Robotics, Inc. in the Offering offering will be deposited in the Escrow Account established by Escrow Agent.
Appears in 2 contracts
Samples: Escrow Services Agreement (Planet Alpha Corp.), Escrow Services Agreement (Planet Alpha Corp.)
Escrow Period. The Escrow Period shall begin with the commencement of the Offering and shall terminate in whole or in part upon the earlier to occur of the following:
a. The date upon which the Maximum Amount minimum number of securities required to be sold are sold (the “Minimum”) in bona fide transactions that are fully paid for, for with cleared funds, which is defined to occur when Escrow Agent has received gross proceeds of at least Minimum Amount of the Offering that have cleared in the Escrow Account and the Issuer issuer has triggered a partial or full closing on those funds. Even after a partial close, for min/max and continuous offerings, Escrow shall remain open in order to clear investor funds, funds and to perform other tasks prior to the issuer selling securities to any investor; or
b. [ , 2017[●] (six month from if the Offering being qualified by the SEC); provided, however, the Issuer and JumpStart may extend such date for an additional six months at its sole discretion upon written notice to the Escrow AgentMinimum has not been reached; or
c. The date upon which a determination is made by Issuer and JumpStart and/or their authorized representatives, including any lead broker or placement agent, to terminate the Offering prior to closing; or.
d. Escrow Agent’s exercise of the termination rights specified in Section 9. During the Escrow Period, the Parties parties agree that (i) the Escrow Account and escrowed funds will be held for the benefit of the Subscribers, and that (ii) Issuer is not entitled to any funds received into escrow, and that no amounts deposited into the Escrow Account shall become the property of Issuer or any other entity, or be subject to any debts, liens or encumbrances of any kind of Issuer or any other entity, until the contingency has been satisfied by the sale of the Minimum of such Securities to such Subscribers investors in bona fide transactions that are fully paid for, in accordance with rules and regulations applicable to the offering Regulation D and as specified in the offering documents. Even after a sale of Securities securities to Subscribersinvestors, the Issuer or JumpStart may elect to continue to leave funds in the Escrow Account in order to protect investors as needed. In addition, Issuer and Escrow Agent acknowledge that the total funds raised cannot exceed the Maximum Amount of the Offering permitted by the Offering Memorandum. Issuer represents that no funds have yet been raised for Duke Robotics, Inc. in the Offering [●] and that all funds to be raised for Duke Robotics, Inc. in the Offering [●] will be deposited in the Escrow Account established by Escrow Agent.
Appears in 1 contract
Samples: Escrow Services Agreement (American Gas & Technology LP)
Escrow Period. The Escrow Period shall begin with the commencement of the Offering and shall terminate in whole or in part upon the earlier to occur of the following:
a. The date upon which the Maximum Amount minimum number of securities required to be sold are sold (the “Minimum”) in bona fide transactions that are fully paid for, with cleared funds, which is defined to occur when Escrow Agent has received gross proceeds of at least Minimum Amount of the Offering that have cleared in the Escrow Account and the Issuer issuer has triggered a partial or full closing on those funds. Even after a partial close, for min/max and continuous offerings, Escrow shall remain open in order to clear investor funds, and to perform other tasks prior to the issuer selling securities to any investor; or
b. [ September 28, 2017] (six month from 2016 if the Offering being qualified by the SEC); provided, however, the Issuer and JumpStart may extend such date for an additional six months at its sole discretion upon written notice to the Escrow AgentMinimum has not been reached; or
c. The date upon which a determination is made by Issuer and JumpStart and/or their authorized representatives, including any lead broker or placement agent, to terminate the Offering prior to closing; or
d. Escrow Agent’s exercise of the termination rights specified in Section 914. During the Escrow Period, the Parties parties agree that (i) the Escrow Account and escrowed funds will be held for the benefit of the Subscribers, and that (ii) Issuer is not entitled to any funds received into escrow, and that no amounts deposited into the Escrow Account shall become the property of Issuer or any other entity, or be subject to any debts, liens or encumbrances of any kind of Issuer or any other entity, until the contingency has been satisfied by the sale of the Minimum of such Securities to such Subscribers investors in bona fide transactions that are fully paid for, in accordance with rules and regulations applicable to the offering Regulation D and as specified in the offering documents. Even after a sale of Securities securities to Subscribersinvestors, the Issuer or JumpStart may elect to continue to leave funds in the Escrow Account in order to protect investors as needed. In addition, Issuer and Escrow Agent acknowledge that the total funds raised cannot exceed the Maximum Amount of the Offering permitted by the Offering Memorandum. Issuer represents that no funds have yet been raised for Duke Robotics, Inc. in the Offering Dxxxx Motors Electric Car Company and that all funds to be raised for Duke Robotics, Inc. in the Offering Dxxxx Motors Electric Car Company will be deposited in the Escrow Account established by Escrow Agent.
Appears in 1 contract
Escrow Period. The Escrow Period shall begin with the commencement of the Offering and shall terminate in whole or in part upon the earlier to occur of the following:
a. The date upon which the Maximum Amount minimum number of securities required to be sold are sold in bona fide transactions that are fully paid for, for with cleared funds, which is defined to occur when Escrow Agent has received gross proceeds of at least Minimum Amount of the Offering that have cleared in the Escrow Account and the Issuer issuer has triggered a partial or full closing on those funds. Even after a partial close, for min/max and continuous offerings, Escrow shall remain open in order to clear investor funds, funds and to perform other tasks prior to the issuer Issuer selling securities to any investor; or
b. [ [●], 2017] (six month one year from the Offering being qualified date that Post Qualification Amendment No. [●] is Qualified by the SEC); provided, however, the Issuer United States Securities and JumpStart may extend such date for an additional six months at its sole discretion upon written notice to the Escrow AgentExchange Commission; or
c. The date upon which a determination is made by Issuer and JumpStart and/or their authorized representatives, including any lead broker or placement agent, to terminate the Offering prior to closing; or.
d. Escrow Agent’s exercise of the termination rights specified in Section 9. During the Escrow Period, the Parties parties agree that (i) the Escrow Account and escrowed funds will be held for the benefit of the Subscribers, and that (ii) Issuer is not entitled to any funds received into escrow, and that no amounts deposited into the Escrow Account shall become the property of Issuer or any other entity, or be subject to any debts, liens or encumbrances of any kind of Issuer or any other entity, until the contingency has been satisfied by the sale of such Securities the Minimum Amount of the Offering to such Subscribers investors in bona fide transactions that are fully paid for, in accordance with rules and regulations applicable to the offering and as specified in the offering Offering documents. Even after a sale of Securities securities to Subscribersinvestors, the Issuer or JumpStart may elect to continue to leave funds in the Escrow Account in order to protect investors as needed. In addition, Issuer and Escrow Agent acknowledge that the total funds raised cannot exceed the Maximum Amount of the Offering permitted by the Offering Memorandumdocuments. Issuer represents that no funds have yet been raised for Duke Robotics, Inc. in the Offering and that all funds to be raised for Duke Robotics, Inc. in the Offering will be deposited in the Escrow Account established by Escrow Agent.
Appears in 1 contract
Escrow Period. The Escrow Period shall begin with the commencement of the Offering and shall terminate in whole or in part upon the earlier to occur of the following:
a. 1. The date upon which the Maximum Amount minimum number of securities required to be sold are sold (the “Minimum”) in bona fide transactions that are fully paid for, with cleared funds, which is defined to occur when Escrow Agent has received gross proceeds of at least Minimum Amount of the Offering that have cleared in the Escrow Account and the Issuer has triggered a partial or full closing on those funds. Even after a partial close, of for min/max and continuous offerings, the Escrow Account shall remain open in order to perform investor AML, to clear investor funds, and to perform other tasks prior to the issuer selling securities to any investor; or
b. [ , 2017] (six month from 2. One hundred eighty days after the Offering being qualified by is qualified, if the SEC); provided, however, the Issuer and JumpStart may extend such date for an additional six months at its sole discretion upon written notice to the Escrow AgentMinimum has not been reached; or
c. 3. The date upon which a determination is made by Issuer and JumpStart and/or their authorized representatives, including any lead broker or placement agent, to terminate the Offering prior to closing; or
d. Escrow Agent’s exercise of the termination rights specified in Section 9. During the Escrow Period, the Parties parties agree that (i) the Escrow Account and escrowed funds will be held for the benefit of the Subscribers, and that (ii) Issuer is not entitled to any funds received into escrow, and that no amounts deposited into the Escrow Account shall become the property of Issuer or any other entity, or be subject to any debts, liens or encumbrances of any kind of Issuer or any other entity, until the contingency has been satisfied by the sale of the Minimum of such Securities to such Subscribers investors in bona fide transactions that are fully paid for, in accordance with rules and regulations applicable to the offering and as specified in the offering documentsdocuments and all such funds have cleared the banking system in accordance with Section 3 of this Agreement. Even after a sale of Securities securities to Subscribersinvestors, the Issuer or JumpStart may elect to continue to leave funds in the Escrow Account in order to protect investors as needed. In addition, Issuer and Escrow Agent acknowledge that the total funds raised cannot exceed the Maximum Amount of the Offering permitted by the Offering Memorandumoffering materials. Issuer represents that no funds have yet been raised for Duke Robotics, Inc. in the Offering and that all funds to be raised for Duke Robotics, Inc. in the Offering will be deposited in the Escrow Account established by Escrow Agent.
Appears in 1 contract
Escrow Period. The Issuer shall notify Escrow Period shall begin Agent with the date of the commencement of the Offering (the “Effective Date”). The escrow period shall begin on the Effective Date and shall terminate in whole or in part upon the earlier to occur of the following:following (“Escrow Period”): 2-10-17 PTG Escrow Services Agreement (Title II and IV)
a. A. The date upon which the Maximum Amount of securities Minimum Offering required to be sold for each class of securities are sold in bona fide transactions that are fully paid for, with cleared funds, which is defined to occur when Escrow Agent has received gross proceeds of at least Minimum Amount of the Offering that have cleared in the Escrow Account and the Issuer issuer has triggered a partial or full closing on those funds. Even after a partial close, of for min/max and continuous offerings, Escrow shall remain open in order to perform investor AML, to clear investor funds, and to perform other tasks prior to the issuer Issuer selling securities to any investor; or
b. [ , 2017] (six month B. 12 months from the Offering being qualified by SEC qualification date if the SEC); provided, however, the Issuer and JumpStart may extend such date for an additional six months at its sole discretion upon written notice to the Escrow AgentMinimum has not been reached; or,
c. C. The date upon which a determination is made by Issuer and JumpStart to terminate the Offering prior to closing; or
d. Escrow Agent’s exercise of the termination rights specified in Section 9. During the Escrow Period, the Parties agree that (i) the Escrow Account and escrowed funds Escrow Funds will be held for the benefit of the Subscribers, and that (ii) the Issuer is not entitled to any funds received into escrow, and that no amounts deposited into the Escrow Account shall become the property of Issuer or any other entity, or be subject to any debts, liens or encumbrances of any kind of Issuer or any other entity, until the contingency has been satisfied by the sale of such Securities the Minimum Offering to such Subscribers investors in bona fide transactions that are fully paid for, in accordance with rules Title IV of JOBS Act and regulations applicable to Regulation A under the offering Securities Act, and as specified in the offering documents. Even after a sale of Securities securities to Subscribersinvestors, the Issuer or JumpStart may elect to continue to leave funds in the Escrow Account in order to protect investors as needed. In addition, Issuer and Escrow Agent acknowledge that the total funds raised cannot exceed the Maximum Amount Offering permitted by the Form 1-A Offering MemorandumStatement. Issuer represents that no funds have yet been raised for Duke Robotics, Inc. in the Offering Building Bits Properties I and that all funds to be raised for Duke Robotics, Inc. in the Offering Building Bits Properties I will be deposited in the Escrow Account established by Escrow Agent.
Appears in 1 contract
Samples: Escrow Services Agreement (Building Bits Properties I, LLC)
Escrow Period. The Escrow Period shall begin with the commencement of the Offering and shall terminate in whole or in part upon the earlier to occur of the following:
a. The date upon which the Maximum Amount minimum number of securities required to be sold are sold (the “Minimum”) in bona fide transactions that are fully paid for, with cleared funds, which is defined to occur when Escrow Agent has received gross proceeds of at least Minimum Amount of the Offering that have cleared in the Escrow Account and the Issuer issuer has triggered a partial or full closing on those funds. Even after a partial close, for min/max and continuous offerings, Escrow shall remain open in order to clear investor funds, and to perform other tasks prior to the issuer selling securities to any investor; or
b. [ December 31, 2017] (six month from 2018 if the Offering being qualified by the SEC); provided, however, the Issuer and JumpStart may extend such date for an additional six months at its sole discretion upon written notice to the Escrow AgentMinimum has not been reached; or
c. The date upon which a determination is made by Issuer and JumpStart and/or their authorized representatives, including any lead broker or placement agent, to terminate the Offering prior to closing; or
d. Escrow Agent’s exercise of the termination rights specified in Section 914. During the Escrow Period, the Parties parties agree that (i) the Escrow Account and escrowed funds will be held for the benefit of the Subscribers, and that (ii) Issuer is not entitled to any funds received into escrow, and that no amounts deposited into the Escrow Account shall become the property of Issuer or any other entity, or be subject to any debts, liens or encumbrances of any kind of Issuer or any other entity, until the contingency has been satisfied by the sale of the Minimum of such Securities to such Subscribers investors in bona fide transactions that are fully paid for, in accordance with rules and regulations applicable to the offering Regulation D and as specified in the offering documents. Even after a sale of Securities securities to Subscribersinvestors, the Issuer or JumpStart may elect to continue to leave funds in the Escrow Account in order to protect investors as needed. In addition, Issuer and Escrow Agent acknowledge that the total funds raised cannot exceed the Maximum Amount of the Offering permitted by the Offering Memorandum. Issuer represents that no funds have yet been raised for Duke Robotics, Inc. in the Offering Sondors Electric Car Reg A and that all funds to be raised for Duke Robotics, Inc. in the Offering Sondors Electric Car Reg A will be deposited in the Escrow Account established by Escrow Agent.
Appears in 1 contract
Samples: Escrow Services Agreement (Sondors Electric Car Co)
Escrow Period. The Escrow Period shall begin with the commencement of the Offering and shall terminate in whole or in part upon the earlier to occur of the following:
a. : The date upon which the Maximum Amount minimum number of securities required to be sold are sold (the “Minimum”) in bona fide transactions that are fully paid for, with cleared funds, which is defined to occur when Escrow Agent has received gross proceeds of at least Minimum Amount of the Offering that have cleared in the Escrow Account and the Issuer issuer has triggered a partial or full closing on those funds. Even after a partial close, of for min/max and continuous offerings, Escrow shall remain open in order to perform investor AML, to clear investor funds, and to perform other tasks prior to the issuer selling securities to any investor; or
b. [ or June 1, 2017] (six month from 2017 if the Offering being qualified by the SEC)Minimum has not been reached; provided, however, the Issuer and JumpStart may extend such date for an additional six months at its sole discretion upon written notice to the Escrow Agent; or
c. or The date upon which a determination is made by Issuer and JumpStart and/or their authorized representatives, including any lead broker or placement agent, to terminate the Offering prior to closing; or
d. Escrow Agent’s exercise of the termination rights specified in Section 9. During the Escrow Period, the Parties parties agree that (i) the Escrow Account and escrowed funds will be held for the benefit of the Subscribers, and that (ii) Issuer is not entitled to any funds received into escrow, and that no amounts deposited into the Escrow Account shall become the property of Issuer or any other entity, or be subject to any debts, liens or encumbrances of any kind of Issuer or any other entity, until the contingency has been satisfied by the sale of the Minimum of such Securities to such Subscribers investors in bona fide transactions that are fully paid for, in accordance with rules and regulations applicable to the offering Regulation D and as specified in the offering documents. Even after a sale of Securities securities to Subscribersinvestors, the Issuer or JumpStart may elect to continue to leave funds in the Escrow Account in order to protect investors as needed. In addition, Issuer and Escrow Agent acknowledge that the total funds raised cannot exceed the Maximum Amount of the Offering permitted by the Offering Memorandum. Issuer represents that no funds have yet been raised for Duke Robotics, Inc. in the Offering Raven Fund 1 and that all funds to be raised for Duke Robotics, Inc. in the Offering Raven Fund 1 will be deposited in the Escrow Account established by Escrow Agent.
Appears in 1 contract
Escrow Period. The Escrow Period shall begin with the commencement of the Offering and shall terminate in whole or in part upon the earlier to occur of the following:
a. The date upon which the Maximum Amount minimum number of securities required to be sold are sold (the “Minimum”) in bona fide transactions that are fully paid for, with cleared funds, which is defined to occur when Escrow Agent has received gross proceeds of at least Minimum Amount of the Offering that have cleared in the Escrow Account and the Issuer issuer has triggered a partial or full closing on those funds. Even after a partial close, for min/max and continuous offerings, Escrow shall remain open in order to clear investor funds, and to perform other tasks prior to the issuer selling securities to any investor; or
b. [ August 10, 2017] (six month from 2018 if the Offering being qualified by the SEC); provided, however, the Issuer and JumpStart may extend such date for an additional six months at its sole discretion upon written notice to the Escrow AgentMinimum has not been reached; or
c. The date upon which a determination is made by Issuer and JumpStart and/or their authorized representatives, including any lead broker or placement agent, to terminate the Offering prior to closing; or
d. Escrow Agent’s exercise of the termination rights specified in Section 914. During the Escrow Period, the Parties parties agree that (i) the Escrow Account and escrowed funds will be held for the benefit of the Subscribers, and that (ii) Issuer is not entitled to any funds received into escrow, and that no amounts deposited into the Escrow Account shall become the property of Issuer or any other entity, or be subject to any debts, liens or encumbrances of any kind of Issuer or any other entity, until the contingency has been satisfied by the sale of the Minimum of such Securities to such Subscribers investors in bona fide transactions that are fully paid for, in accordance with rules and regulations applicable to the offering Regulation D and as specified in the offering documents. Even after a sale of Securities securities to Subscribersinvestors, the Issuer or JumpStart may elect to continue to leave funds in the Escrow Account in order to protect investors as needed. In addition, Issuer and Escrow Agent acknowledge that the total funds raised cannot exceed the Maximum Amount of the Offering permitted by the Offering Memorandum. Issuer represents that no funds have yet been raised for Duke Robotics, Inc. in the Offering Sagoon Reg A and that all funds to be raised for Duke Robotics, Inc. in the Offering Sagoon Reg A will be deposited in the Escrow Account established by Escrow Agent.
Appears in 1 contract
Escrow Period. The Escrow Period shall begin with on the commencement of the Offering Commencement Date and shall terminate in whole or in part upon the earlier to occur of the following:
a. The date upon which subscription amounts for the Maximum Amount of securities required to be sold are sold in bona fide transactions that are fully paid for, with cleared funds, which is defined to occur when Escrow Agent has received gross proceeds of at least Minimum Amount of the Offering that required to be sold have been deposited and cleared in the Escrow Account. The Escrow Account and the Issuer has triggered a partial or full closing on those funds. Even after a partial close, for min/max and continuous offerings, Escrow shall remain open in order pending receipt of Securities to clear investor funds, and to perform other tasks prior to meet the issuer selling securities to any investorMaximum Amount of the Offering; or
b. [ The end of the [TBC] day following the Commencement Date, 2017as may be extended for up to [TBC] (six month days pursuant to written notice from the Offering being qualified by the SEC); provided, however, the Issuer and JumpStart may extend such date for an additional six months at its sole discretion upon written notice to Broker (the Escrow Agent“Minimum Termination Date”); or
c. The date upon which a determination is made by Issuer and JumpStart and/or its authorized representatives to terminate the Offering prior to closing; or
d. Escrow Agent’s exercise of the termination rights specified in Section 9. During the Escrow Period, the Parties parties agree that (i) the Escrow Account and escrowed funds will be held for the benefit of the Subscribers, and that (ii) the Issuer is not entitled to any funds received into escrow, and that no amounts deposited into the Escrow Account shall become the property of Issuer or any other entity, or be subject to any debts, liens or encumbrances of any kind of Issuer or any other entity, until the sale Issuer has triggered closing of such Securities to such Subscribers in bona fide transactions that are fully paid for, in accordance with rules and regulations applicable to the offering and as specified in the offering documentsfunds. Even after a the sale of Securities securities to Subscribersinvestors, the Issuer or JumpStart may elect to continue to leave funds in the Escrow Account in order to protect investors as needed. In addition, Issuer and Escrow Agent the parties acknowledge that the total funds raised cannot exceed the Maximum Amount of the Offering permitted by the Offering Memorandumoffering materials. Issuer represents that no funds have yet been raised for Duke Robotics, Inc. in the Issuer pursuant to the Offering and that all funds to be raised for Duke Robotics, Inc. in the Offering will be deposited in the Escrow Account established by Escrow AgentPrime Trust at the Bank.
Appears in 1 contract
Samples: Escrow Services Agreement (Glucose Biosensor Systems (Greater China) Holdings, Inc.)
Escrow Period. The Escrow Period shall begin with the commencement of the Offering and shall terminate in whole or in part upon the earlier to occur of the following:
a. The date upon which the Maximum Amount minimum number of securities required to be sold are sold (the "Minimum") in bona fide transactions that are fully paid for, with cleared funds, which is defined to occur when Escrow Agent has received gross proceeds of at least Minimum Amount of the Offering that have cleared in the Escrow Account and the Issuer issuer has triggered a partial or full closing on those funds. Even after a partial close, for min/max and continuous offerings, Escrow shall remain open in order to clear investor funds, and to perform other tasks prior to the issuer selling securities to any investor; or
or b. [ September 28, 2017] (six month from 2016 if the Offering being qualified by the SEC)Minimum has not been reached; provided, however, the Issuer and JumpStart may extend such date for an additional six months at its sole discretion upon written notice to the Escrow Agent; or
or c. The date upon which a determination is made by Issuer and JumpStart and/or their authorized representatives, including any lead broker or placement agent, to terminate the Offering prior to closing; or
or d. Escrow Agent’s 's exercise of the termination rights specified in Section 914. During the Escrow Period, the Parties parties agree that (i) the Escrow Account and escrowed funds will be held for the benefit of the Subscribers, and that (ii) Issuer is not entitled to any funds received into escrow, and that no amounts deposited into the Escrow Account shall become the property of Issuer or any other entity, or be subject to any debts, liens or encumbrances of any kind of Issuer or any other entity, until the contingency has been satisfied by the sale of the Minimum of such Securities to such Subscribers investors in bona fide transactions that are fully paid for, in accordance with rules and regulations applicable to the offering Regulation D and as specified in the offering documents. Even after a sale of Securities securities to Subscribersinvestors, the Issuer or JumpStart may elect to continue to leave funds in the Escrow Account in order to protect investors as needed. In addition, Issuer and Escrow Agent acknowledge that the total funds raised cannot exceed the Maximum Amount of the Offering permitted by the Offering Memorandum. Issuer represents that no funds have yet been raised for Duke Robotics, Inc. in the Offering Xxxxx Motors Electric Car Company and that all funds to be raised for Duke Robotics, Inc. in the Offering Xxxxx Motors Electric Car Company will be deposited in the Escrow Account established by Escrow Agent.
Appears in 1 contract
Escrow Period. The Escrow Period shall begin with the commencement of the Offering and shall terminate in whole or in part upon the earlier to occur of the following:
a. The date upon which the Maximum Amount minimum number of securities required to be sold are sold (the “Minimum”) in bona fide transactions that are fully paid for, with cleared funds, which is defined to occur when Escrow Agent has received gross proceeds of at least Minimum Amount of the Offering that have cleared in the Escrow Account and the Issuer issuer has triggered a partial or full closing on those funds. Even after a partial close, for min/max and continuous offerings, Escrow shall remain open in order to clear investor funds, and to perform other tasks prior to the issuer selling securities to any investor; or
b. [ June 29, 2017] (six month from 2019 if the Offering being qualified by the SEC); provided, however, the Issuer and JumpStart may extend such date for an additional six months at its sole discretion upon written notice to the Escrow AgentMinimum has not been reached; or
c. The date upon which a determination is made by Issuer and JumpStart and/or their authorized representatives, including any lead broker or placement agent, to terminate the Offering prior to closing; or
d. Escrow Agent’s exercise of the termination rights specified in Section 914. During the Escrow Period, the Parties parties agree that (i) the Escrow Account and escrowed funds will be held for the benefit of the Subscribers, and that (ii) Issuer is not entitled to any funds received into escrow, and that no amounts deposited into the Escrow Account shall become the property of Issuer or any other entity, or be subject to any debts, liens or encumbrances of any kind of Issuer or any other entity, until the contingency has been satisfied by the sale of the Minimum of such Securities to such Subscribers investors in bona fide transactions that are fully paid for, in accordance with rules and regulations applicable to the offering Regulation D and as specified in the offering documents. Even after a sale of Securities securities to Subscribersinvestors, the Issuer or JumpStart may elect to continue to leave funds in the Escrow Account in order to protect investors as needed. In addition, Issuer and Escrow Agent acknowledge that the total funds raised cannot exceed the Maximum Amount of the Offering permitted by the Offering Memorandum. Issuer represents that no funds have yet been raised for Duke Robotics, Inc. in the Offering XTI Aircraft and that all funds to be raised for Duke Robotics, Inc. in the Offering XTI Aircraft will be deposited in the Escrow Account established by Escrow Agent.
Appears in 1 contract
Escrow Period. The Escrow Period shall begin with the commencement of the Offering and shall terminate in whole or in part upon the earlier to occur of the following:
: a. The date upon which the Maximum Amount minimum number of securities required to be sold are sold (the "Minimum") in bona fide transactions that are fully paid for, with cleared funds, which is defined to occur when Escrow Agent has received gross proceeds of at least Minimum Amount of the Offering that have cleared in the Escrow Account and the Issuer issuer has triggered a partial or full closing on those funds. Even after a partial close, for min/max and continuous offerings, Escrow shall remain open in order to clear investor funds, and to perform other tasks prior to the issuer selling securities to any investor; or
or b. [ January 19, 2017] (six month from 2028 if the Offering being qualified by the SEC)Minimum has not been reached; provided, however, the Issuer and JumpStart may extend such date for an additional six months at its sole discretion upon written notice to the Escrow Agent; or
or c. The date upon which a determination is made by Issuer and JumpStart and/or their authorized representatives, including any lead broker or placement agent, to terminate the Offering prior to closing; or
or d. Escrow Agent’s 's exercise of the termination rights specified in Section 914. During the Escrow Period, the Parties parties agree that (i) the Escrow Account and escrowed funds will be held for the benefit of the Subscribers, and that (ii) Issuer is not entitled to any funds received into escrow, and that no amounts deposited into the Escrow Account shall become the property of Issuer or any other entity, or be subject to any debts, liens or encumbrances of any kind of Issuer or any other entity, until the contingency has been satisfied by the sale of the Minimum of such Securities to such Subscribers investors in bona fide transactions that are fully paid for, in accordance with rules and regulations applicable to the offering Regulation D and as specified in the offering documents. Even after a sale of Securities securities to Subscribersinvestors, the Issuer or JumpStart may elect to continue to leave funds in the Escrow Account in order to protect investors as needed. In addition, Issuer and Escrow Agent acknowledge that the total funds raised cannot exceed the Maximum Amount of the Offering permitted by the Offering Memorandum. Issuer represents that no funds have yet been raised for Duke Robotics, Inc. in the Offering MultiHousing Income REIT and that all funds to be raised for Duke Robotics, Inc. in the Offering Multi-Housing Income REIT will be deposited in the Escrow Account established by Escrow Agent.
Appears in 1 contract
Samples: Escrow Services Agreement (Multi-Housing Income REIT, Inc.)
Escrow Period. The Escrow Period shall begin with on the commencement of the Offering Commencement Date and shall terminate in whole or in part upon the earlier to occur of the following:
a. The date upon which subscription amounts for the Maximum Amount of securities required to be sold are sold in bona fide transactions that are fully paid for, with cleared funds, which is defined to occur when Escrow Agent has received gross proceeds of at least Minimum Amount of the Offering that required to be sold have been deposited and cleared in the Escrow Account. The Escrow Account and the Issuer has triggered a partial or full closing on those funds. Even after a partial close, for min/max and continuous offerings, Escrow shall remain open in order pending receipt of Securities to clear investor funds, and to perform other tasks prior to meet the issuer selling securities to any investorMaximum Amount of the Offering; or
b. [ The end of the 90th day following the Commencement Date, 2017] as may be extended for up to ninety (six month 90) days pursuant to written notice from the Offering being qualified by the SEC); provided, however, the Issuer and JumpStart may extend such date for an additional six months at its sole discretion upon written notice to Broker (the Escrow Agent“Minimum Termination Date”); or
c. The date upon which a determination is made by Issuer and JumpStart and/or its authorized representatives to terminate the Offering prior to closing; or
d. Escrow Agent’s exercise of the termination rights specified in Section 9. During the Escrow Period, the Parties parties agree that (i) the Escrow Account and escrowed funds will be held for the benefit of the Subscribers, and that (ii) the Issuer is not entitled to any funds received into escrow, and that no amounts deposited into the Escrow Account shall become the property of Issuer or any other entity, or be subject to any debts, liens or encumbrances of any kind of Issuer or any other entity, until the sale Issuer has triggered closing of such Securities to such Subscribers in bona fide transactions that are fully paid for, in accordance with rules and regulations applicable to the offering and as specified in the offering documentsfunds. Even after a the sale of Securities securities to Subscribersinvestors, the Issuer or JumpStart may elect to continue to leave funds in the Escrow Account in order to protect investors as needed. In addition, Issuer and Escrow Agent the parties acknowledge that the total funds raised cannot exceed the Maximum Amount of the Offering permitted by the Offering Memorandumoffering materials. Issuer represents that no funds have yet been raised for Duke Robotics, Inc. in the Offering Issuer and that all funds to be raised for Duke Robotics, Inc. in the Offering will be deposited in the Escrow Account established by Escrow AgentPrime Trust at the Bank.
Appears in 1 contract
Samples: Escrow Services Agreement (Hightimes Holding Corp.)
Escrow Period. The Escrow Period shall begin with the commencement of the Offering and shall terminate in whole or in part upon the earlier to occur of the following:
a. : The date upon which the Maximum Amount minimum number of securities required to be sold are sold (the “Minimum”) in bona fide transactions that are fully paid for, with cleared funds, which is defined to occur when Escrow Agent has received gross proceeds of at least Minimum Amount of the Offering that have cleared in the Escrow Account and the Issuer issuer has triggered a partial or full closing on those funds. Even after a partial close, of for min/max and continuous offerings, Escrow shall remain open in order to perform investor AML, to clear investor funds, and to perform other tasks prior to the issuer selling securities to any investor; or
b. [ or June 30, 2017] (six month from 2017 if the Offering being qualified by the SEC)Minimum has not been reached; provided, however, the Issuer and JumpStart may extend such date for an additional six months at its sole discretion upon written notice to the Escrow Agent; or
c. or The date upon which a determination is made by Issuer and JumpStart and/or their authorized representatives, including any lead broker or placement agent, to terminate the Offering prior to closing; or
d. Escrow Agent’s exercise of the termination rights specified in Section 9. During the Escrow Period, the Parties parties agree that (i) the Escrow Account and escrowed funds will be held for the benefit of the Subscribers, and that (ii) Issuer is not entitled to any funds received into escrow, and that no amounts deposited into the Escrow Account shall become the property of Issuer or any other entity, or be subject to any debts, liens or encumbrances of any kind of Issuer or any other entity, until the contingency has been satisfied by the sale of the Minimum of such Securities to such Subscribers investors in bona fide transactions that are fully paid for, in accordance with rules and regulations applicable to the offering Regulation D and as specified in the offering documents. Even after a sale of Securities securities to Subscribersinvestors, the Issuer or JumpStart may elect to continue to leave funds in the Escrow Account in order to protect investors as needed. In addition, Issuer and Escrow Agent acknowledge that the total funds raised cannot exceed the Maximum Amount of the Offering permitted by the Offering Memorandum. Issuer represents that no funds have yet been raised for Duke RoboticsDatChat, Inc. in the Offering Reg A+ and that all funds to be raised for Duke RoboticsDatChat, Inc. in the Offering Reg A+ will be deposited in the Escrow Account established by Escrow Agent.
Appears in 1 contract
Escrow Period. The escrow period (“Escrow Period Period”) shall begin with the commencement of the Offering and shall terminate be held in whole or in part the Escrow Account for the benefit of Subscribers, upon the earlier to occur of the following:
a. The date upon which the Maximum Amount maximum number of securities required to be sold are sold in bona fide transactions that are fully paid for, for with cleared funds, which is defined to occur when the Escrow Agent has received gross proceeds of at least Minimum the Maximum Amount of the Offering that have cleared in the Escrow Account and the Issuer has triggered a partial or full closing on those funds. Even after a partial close, for min/max and continuous offerings, Escrow shall remain open in order to clear investor funds, funds and to perform other tasks prior to the issuer Issuer selling securities to any investor; or
b. [ , 2017] One (six month 1) year from the qualification of the Offering being qualified by the SEC); provided, however, the Issuer Securities and JumpStart may extend such date for an additional six months at its sole discretion upon written notice to the Escrow AgentExchange Commission; or
c. The date upon which a determination is made by Issuer and JumpStart and/or their authorized representatives, to terminate the Offering prior to closingOffering; or
d. Escrow Agent’s exercise of the termination rights specified in Section 98. During the Escrow Period, the Parties parties agree that (i) the Escrow Account and escrowed funds will be held for the benefit of the Subscribers, and that (ii) Issuer is not entitled to any funds received into escrowthe Escrow Account, and that no amounts deposited into the Escrow Account shall become the property of Issuer or any other entity, or be subject to any debts, liens or encumbrances of any kind of Issuer or any other entity, until the satisfactory sale of such Securities to such Subscribers investors in bona fide transactions that are fully paid for, in accordance with rules and regulations applicable to the offering and as specified in the offering documents. Even after a sale of Securities to Subscribers, the Issuer or JumpStart may elect to continue to leave funds in the Escrow Account in order to protect investors as needed. In addition, Issuer and Escrow Agent acknowledge that the total funds raised cannot exceed the Maximum Amount permitted by the Offering Memorandum. Issuer represents that no funds have yet been raised for Duke Robotics, Inc. in the Offering and that all funds to be raised for Duke Robotics, Inc. in the Offering will be deposited in the Escrow Account established by Escrow Agentcleared.
Appears in 1 contract
Samples: Escrow Services Agreement (To the Stars Academy of Arts & Science Inc.)
Escrow Period. The Escrow Period shall begin with the commencement of the Offering and shall terminate in whole or in part upon the earlier to occur of the following:
a. The date upon which the Maximum Amount of securities required to be sold are sold in bona fide transactions that are fully paid for, with cleared funds, which is defined to occur when Escrow Agent has received gross proceeds of at least Minimum Amount of the Offering that have cleared in the Escrow Account and the Issuer issuer has triggered a partial or full closing on those funds. Even after a partial close, for min/max and continuous offerings, Escrow shall remain open in order to clear investor funds, funds and to perform other tasks prior to the issuer selling securities to any investor; or
b. [ , 2017] (six month from the Offering being qualified by the SEC); provided, however, the Issuer and JumpStart may extend such date for an additional six months at its sole discretion upon written notice to the Escrow Agent; or
c. The date upon which a determination is made by Issuer and JumpStart and/or their authorized representatives, including any lead broker or placement agent, to terminate the Offering prior to closingOffering; or
d. c. Escrow Agent’s exercise of the termination rights specified in Section 9. During the Escrow Period, the Parties parties agree that (i) the Escrow Account and escrowed funds will be held for the benefit of the Subscribers, and that (ii) Issuer is not entitled to any funds received into escrow, and that no amounts deposited into the Escrow Account shall become the property of Issuer or any other entity, or be subject to any debts, liens or encumbrances of any kind of Issuer or any other entity, until the sale of such Securities to such Subscribers investors in bona fide transactions that are fully paid for, in accordance with rules and regulations applicable to the offering Regulation A and as specified in the offering Offering documents. Even after a sale of Securities securities to Subscribersinvestors, the Issuer or JumpStart may elect to continue to leave funds in the Escrow Account in order to protect investors as needed. In addition, Issuer and Escrow Agent acknowledge that the total funds raised cannot exceed the Maximum Amount of the Offering permitted by the Offering Memorandummaterials. Issuer represents that no funds have yet been raised for Duke Robotics, Inc. in the Offering and that all funds to be raised for Duke Robotics, Inc. in the Offering will be deposited in the Escrow Account established by Escrow Agent.
Appears in 1 contract
Samples: Escrow Services Agreement (Startengine Crowdfunding, Inc.)
Escrow Period. The Escrow Period shall begin with the commencement of the Offering and shall terminate in whole or in part upon the earlier to occur of the following:
a. The date upon which the Maximum Amount minimum number of securities required to be sold are sold (the “Minimum”) in bona fide transactions that are fully paid for, for with cleared funds, which is defined to occur when Escrow Agent has received gross proceeds of at least Minimum Amount of the Offering that have cleared in the Escrow Account and the Issuer issuer has triggered a partial or full closing on those funds. Even after a partial close, for min/max ax and continuous offerings, Escrow shall remain open in order to clear investor funds, funds and to perform other tasks prior to the issuer selling securities to any investor; or
b. [ December 31, 2017] (six month from 2018 if the Offering being qualified by the SEC); provided, however, the Issuer and JumpStart may extend such date for an additional six months at its sole discretion upon written notice to the Escrow AgentMinimum has not been reached; or
c. The date upon which a determination is made by Issuer and JumpStart and/or their authorized representatives, including any lead broker or placement agent, to terminate the Offering prior to closing; or.
d. Escrow Agent’s exercise of the termination rights specified in Section 9. During the Escrow Period, the Parties parties agree that (i) the Escrow Account and escrowed funds will be held for the benefit of the Subscribers, and that (ii) Issuer is not entitled to any funds received into escrow, and that no amounts deposited into the Escrow Account shall become the property of Issuer or any other entity, or be subject to any debts, liens or encumbrances of any kind of Issuer or any other entity, until the contingency has been satisfied by the sale of the Minimum of such Securities to such Subscribers investors in bona fide transactions that are fully paid for, in accordance with rules and regulations applicable to the offering Regulation D and as specified in the offering documents. Even after a sale of Securities securities to Subscribersinvestors, the Issuer or JumpStart may elect to continue to leave funds in the Escrow Account in order to protect investors as needed. In addition, Issuer and Escrow Agent acknowledge that the total funds raised cannot exceed the Maximum Amount of the Offering permitted by the Offering Memorandum. Issuer represents that no funds have yet been raised for Duke Robotics, Inc. in the Offering Bitzumi and that all funds to be raised for Duke Robotics, Inc. in the Offering Bitzumi will be deposited in the Escrow Account established by Escrow Agent.
Appears in 1 contract
Escrow Period. The Escrow Period shall begin with the commencement of the Offering and shall terminate in whole or in part upon the earlier to occur of the following:
a. The date upon which the Maximum Amount minimum number of securities required to be sold are sold (the “Minimum”) in bona fide transactions that are fully paid for, with cleared funds, which is defined to occur when Escrow Agent has received gross proceeds of at least Minimum Amount of the Offering that have cleared in the Escrow Account and the Issuer issuer has triggered a partial or full closing on those funds. Even after a partial close, for min/max and continuous offerings, Escrow shall remain open in order to clear investor funds, and to perform other tasks prior to the issuer selling securities to any investor; or
b. [ March 13, 2017] (six month from 2018 if the Offering being qualified by the SEC); provided, however, the Issuer and JumpStart may extend such date for an additional six months at its sole discretion upon written notice to the Escrow AgentMinimum has not been reached; or
c. The date upon which a determination is made by Issuer and JumpStart and/or their authorized representatives, including any lead broker or placement agent, to terminate the Offering prior to closing; or
d. Escrow Agent’s exercise of the termination rights specified in Section 9. During 14.During the Escrow Period, the Parties parties agree that (i) the Escrow Account and escrowed funds will be held for the benefit of the Subscribers, and that (ii) Issuer is not entitled to any funds received into escrow, and that no amounts deposited into the Escrow Account shall become the property of Issuer or any other entity, or be subject to any debts, liens or encumbrances of any kind of Issuer or any other entity, until the contingency has been satisfied by the sale of the Minimum of such Securities to such Subscribers investors in bona fide transactions that are fully paid for, in accordance with rules and regulations applicable to the offering Regulation D and as specified in the offering documents. Even after a sale of Securities securities to Subscribersinvestors, the Issuer or JumpStart may elect to continue to leave funds in the Escrow Account in order to protect investors as needed. In xxxxxx.Xx addition, Issuer and Escrow Agent acknowledge that the total funds raised cannot exceed the Maximum Amount of the Offering permitted by the Offering Memorandum. Issuer represents that no funds have yet been raised for Duke Robotics, Inc. in the Offering “issuer’s name” and that all funds to be raised for Duke Robotics, Inc. in the Offering “issuer’s name” will be deposited in the Escrow Account established by Escrow Agent.
Appears in 1 contract
Samples: Escrow Services Agreement
Escrow Period. The Escrow Period shall begin with the commencement of the Offering and shall terminate in whole or in part upon the earlier to occur of the following:
a. The date upon which the Maximum Amount of securities required to be sold Securities are sold in bona fide transactions that are fully paid for, with cleared funds, which is defined to occur when Escrow Agent has received gross proceeds of at least Minimum the Maximum Amount of the Offering that have cleared in the Escrow Account and the Issuer has triggered a partial or full closing on those funds. Even after a partial close, for min/max and continuous offerings, the Escrow Account shall remain open in order to clear investor funds, and to perform other tasks prior to the issuer selling securities to any investor; or
b. [ The first year anniversary of qualification date of the the Issuer’s Offering Statement on Form 1-A, 2017] (six month from the Offering being qualified if not extended by the SEC); provided, however, the Issuer and JumpStart may extend such date for an additional six months at its sole discretion upon written notice to the Escrow Agent90 days; or
c. The date upon which a determination is made by Issuer and JumpStart and/or their authorized representatives, including any lead broker or placement agent, to terminate the Offering prior to closing; or
d. Escrow Agent’s exercise of the termination rights specified in Section 914. During the Escrow Period, the Parties parties agree that (i) the Escrow Account and escrowed funds will be held for the benefit of the Subscribers, and that (ii) Issuer is not entitled to any funds received into escrow, and that no amounts deposited into the Escrow Account shall become the property of Issuer or any other entity, or be subject to any debts, liens or encumbrances of any kind of Issuer or any other entity, until the sale of such Securities to such Subscribers in bona fide transactions that are fully paid for, in accordance with rules and regulations applicable to the offering and as specified in the offering documents. Even after a sale of Securities securities to Subscribersinvestors, the Issuer or JumpStart may elect to continue to leave funds in the Escrow Account in order to protect investors as needed. In addition, Issuer and Escrow Agent acknowledge that the total funds raised cannot exceed the Maximum Amount of the Offering permitted by the Offering Memorandum. Issuer represents that no funds have yet been raised for Duke Robotics, PSI International Inc. in the Offering and that all funds to be raised for Duke Robotics, PSI International Inc. in the Offering will be deposited in the Escrow Account established by Escrow Agent.
Appears in 1 contract
Samples: Escrow Services Agreement (PSI International, Inc.)
Escrow Period. The Escrow Period shall begin with the commencement of the Offering and shall terminate in whole or in part upon the earlier to occur of the following:
a. The date upon which the Maximum Amount minimum number of securities required to be sold are sold in bona fide transactions that are fully paid for, for with cleared funds, which is defined to occur when Escrow Agent has received gross proceeds of at least Minimum Amount of the Offering that have cleared in the Escrow Account and the Issuer issuer has triggered a partial or full closing on those funds. Even after a partial close, for contingent (min/max max) and continuous offerings, Escrow shall remain open in order to clear investor funds, funds and to perform other tasks prior to the issuer selling securities to any investor; or
b. [ December 31, 2017] (six month from 2017 f the Minimum Amount of the Offering being qualified has not been reached by the SEC); provided, however, the Issuer and JumpStart may extend such date for an additional six months at its sole discretion upon written notice to the Escrow Agentspecified date; or
c. The date upon which a determination is made by Issuer and JumpStart and/or their authorized representatives, including any lead broker or placement agent, to terminate the Offering prior to closing; orOffering.
d. Escrow Agent’s exercise of the termination rights specified in Section 9. During the Escrow Period, the Parties parties agree that (i) the Escrow Account and escrowed funds will be held for the benefit of the Subscribers, and that (ii) Issuer is not entitled to any funds received into escrow, and that no amounts deposited into the Escrow Account shall become the property of Issuer or any other entity, or be subject to any debts, liens or encumbrances of any kind of Issuer or any other entity, until the contingency has been satisfied by the sale of such Securities the Minimum Amount of the Offering to such Subscribers investors in bona fide transactions that are fully paid for, in accordance with rules and regulations applicable to the offering Regulation A and as specified in the offering Offering documents. Even after a sale of Securities securities to Subscribersinvestors, the Issuer or JumpStart may elect to continue to leave funds in the Escrow Account in order to protect investors as needed. In addition, Issuer and Escrow Agent acknowledge that the total funds raised cannot exceed the Maximum Amount of the Offering permitted by the Offering Memorandummaterials. Issuer represents that no funds have yet been raised for Duke Robotics, Inc. in the Offering and that all funds to be raised for Duke Robotics, Inc. in the Offering will be deposited in the Escrow Account established by Escrow Agent.
Appears in 1 contract
Samples: Escrow Services Agreement (To the Stars Academy of Arts & Science Inc.)
Escrow Period. The Escrow Period shall begin with the commencement of the Offering and shall terminate in whole or in part upon the earlier to occur of the following:
a. : The date upon which the Maximum Amount minimum number of securities required to be sold are sold (the “Minimum”) in bona fide transactions that are fully paid for, with cleared funds, which is defined to occur when Escrow Agent has received gross proceeds of at least Minimum Amount of the Offering that have cleared in the Escrow Account and the Issuer issuer has triggered a partial or full closing on those funds. Even after a partial close, of for min/max and continuous offerings, Escrow shall remain open in order to perform investor AML, to clear investor funds, and to perform other tasks prior to the issuer selling securities to any investor; or
b. [ or June 30, 2017] (six month from 2017 if the Offering being qualified by the SEC)Minimum has not been reached; provided, however, the Issuer and JumpStart may extend such date for an additional six months at its sole discretion upon written notice to the Escrow Agent; or
c. or The date upon which a determination is made by Issuer and JumpStart and/or their authorized representatives, including any lead broker or placement agent, to terminate the Offering prior to closing; or
d. Escrow Agent’s exercise of the termination rights specified in Section 9. During the Escrow Period, the Parties parties agree that (i) the Escrow Account and escrowed funds will be held for the benefit of the Subscribers, and that (ii) Issuer is not entitled to any funds received into escrow, and that no amounts deposited into the Escrow Account shall become the property of Issuer or any other entity, or be subject to any debts, liens or encumbrances of any kind of Issuer or any other entity, until the contingency has been satisfied by the sale of the Minimum of such Securities to such Subscribers investors in bona fide transactions that are fully paid for, in accordance with rules and regulations applicable to the offering Regulation D and as specified in the offering documents. Even after a sale of Securities securities to Subscribersinvestors, the Issuer or JumpStart may elect to continue to leave funds in the Escrow Account in order to protect investors as needed. In addition, Issuer and Escrow Agent acknowledge that the total funds raised cannot exceed the Maximum Amount of the Offering permitted by the Offering Memorandum. Issuer represents that no funds have yet been raised for Duke Robotics, Inc. in the Offering HTCO Reg A and that all funds to be raised for Duke Robotics, Inc. in the Offering HTCO Reg A will be deposited in the Escrow Account established by Escrow Agent.
Appears in 1 contract
Escrow Period. The Escrow Period shall begin with the commencement of the Offering and shall terminate in whole or in part upon the earlier to occur of the following:
a. The date upon which the Maximum Amount maximum number of securities required to be sold are sold in bona fide transactions that are fully paid for, for with cleared funds, which is defined to occur when Escrow Agent has received gross proceeds of at least Minimum Amount the maximum amount of the Offering that have cleared in the Escrow Account and the Issuer issuer has triggered a partial or full closing on those funds. Even after a partial close, for min/max and continuous offerings, Escrow shall remain open in order to clear investor funds, funds and to perform other tasks prior to the issuer selling securities to any investor; or
b. [ , 2017] One (six month 1) year from the qualification of the Offering being qualified by the SEC); provided, however, the Issuer Securities and JumpStart may extend such date for an additional six months at its sole discretion upon written notice to the Escrow AgentExchange Commission; or
c. The date upon which a determination is made by Issuer and JumpStart and/or their authorized representatives, including any lead broker or placement agent, to terminate the Offering prior to closing; orOffering.
d. Escrow Agent’s exercise of the termination rights specified in Section 9. During the Escrow Period, the Parties parties agree that (i) the Escrow Account and escrowed funds will be held for the benefit of the Subscribers, and that (ii) Issuer is not entitled to any funds received into escrow, and that no amounts deposited into the Escrow Account shall become the property of Issuer or any other entity, or be subject to any debts, liens or encumbrances of any kind of Issuer or any other entity, until the contingency has been satisfied by the sale of such Securities the Minimum Amount of the Offering to such Subscribers investors in bona fide transactions that are fully paid for, in accordance with rules and regulations applicable to the offering Regulation A and as specified in the offering Offering documents. Even after a sale of Securities securities to Subscribersinvestors, the Issuer or JumpStart may elect to continue to leave funds in the Escrow Account in order to protect investors as needed. In addition, Issuer and Escrow Agent acknowledge that the total funds raised cannot exceed the Maximum Amount of the Offering permitted by the Offering Memorandummaterials. Issuer represents that no funds have yet been raised for Duke Robotics, Inc. in the Offering and that all funds to be raised for Duke Robotics, Inc. in the Offering will be deposited in the Escrow Account established by Escrow Agent.
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Samples: Escrow Services Agreement (To the Stars Academy of Arts & Science Inc.)
Escrow Period. The Escrow Period shall begin with the commencement of the Offering and shall terminate in whole or in part upon the earlier to occur of the following:
a. The date upon which the Maximum Amount minimum number of securities required to be sold are sold (the “Minimum”) in bona fide transactions that are fully paid for, with cleared funds, which is defined to occur when Escrow Agent has received gross proceeds of at least Minimum Amount of the Offering that have cleared in the Escrow Account and the Issuer issuer has triggered a partial or full closing on those funds. Even after a partial close, for min/max and continuous offerings, Escrow shall remain open in order to clear investor funds, and to perform other tasks prior to the issuer selling securities to any investor; or
b. [ December 31, 2017] (six month from 2018 if the Offering being qualified by the SEC); provided, however, the Issuer and JumpStart may extend such date for an additional six months at its sole discretion upon written notice to the Escrow AgentMinimum has not been reached; or
c. The date upon which a determination is made by Issuer and JumpStart and/or their authorized representatives, including any lead broker or placement agent, to terminate the Offering prior to closing; or
d. Escrow Agent’s exercise of the termination rights specified in Section 914. During the Escrow Period, the Parties parties agree that (i) the Escrow Account and escrowed funds will be held for the benefit of the Subscribers, and that (ii) Issuer is not entitled to any funds received into escrow, and that no amounts deposited into the Escrow Account shall become the property of Issuer or any other entity, or be subject to any debts, liens or encumbrances of any kind of Issuer or any other entity, until the contingency has been satisfied by the sale of the Minimum of such Securities to such Subscribers investors in bona fide transactions that are fully paid for, in accordance with rules and regulations applicable to the offering Regulation D and as specified in the offering documents. Even after a sale of Securities securities to Subscribersinvestors, the Issuer or JumpStart may elect to continue to leave funds in the Escrow Account in order to protect investors as needed. In addition, Issuer and Escrow Agent acknowledge that the total funds raised cannot exceed the Maximum Amount of the Offering permitted by the Offering Memorandum. Issuer represents that no funds have yet been raised for Duke RoboticsSondors, Inc. in the Offering Inc Reg A and that all funds to be raised for Duke RoboticsSondors, Inc. in the Offering Inc Reg A will be deposited in the Escrow Account established by Escrow Agent.
Appears in 1 contract
Escrow Period. The Escrow Period shall begin with the commencement of the Offering and shall terminate in whole or in part upon the earlier to occur of the following:
a. 1. The date upon which the Maximum Amount minimum number of securities required to be sold are sold (the "Minimum") in bona fide transactions that are fully paid for, with cleared funds, which is defined to occur when Escrow Agent has received gross proceeds of at least Minimum Amount of the Offering that have cleared in the Escrow Account and the Issuer issuer has triggered a partial or full closing on those funds. Even after a partial close, of for min/max and continuous offerings, Escrow shall remain open in order to perform investor AML, to clear investor funds, and to perform other tasks prior to the issuer selling securities to any investor; or
b. [ , 2017] (six month from 2. ESCROW_CLOSES_AT%% if the Offering being qualified by the SEC); provided, however, the Issuer and JumpStart may extend such date for an additional six months at its sole discretion upon written notice to the Escrow AgentMinimum has not been reached; or
c. 3. The date upon which a determination is made by Issuer and JumpStart and/or their authorized representatives, including any lead broker or placement agent, to terminate the Offering prior to closing; or
d. Escrow Agent’s exercise of the termination rights specified in Section 9. During the Escrow Period, the Parties parties agree that (i) the Escrow Account and escrowed funds will be held for the benefit of the Subscribers, and that (ii) Issuer is not entitled to any funds received into escrow, and that no amounts deposited into the Escrow Account shall become the property of Issuer or any other entity, or be subject to any debts, liens or encumbrances of any kind of Issuer or any other entity, until the contingency has been satisfied by the sale of the Minimum of such Securities to such Subscribers investors in bona fide transactions that are fully paid for, in accordance with rules and regulations applicable to the offering Regulation D and as specified in the offering documents. Even after a sale of Securities securities to Subscribersinvestors, the Issuer or JumpStart may elect to continue to leave funds in the Escrow Account in order to protect investors as needed. In addition, Issuer and Escrow Agent acknowledge that the total funds raised cannot exceed the Maximum Amount of the Offering permitted by the Offering Memorandum. Issuer represents that no funds have yet been raised for Duke Robotics, Inc. in the Offering %%OFFERING_NAME%% and that all funds to be raised for Duke Robotics, Inc. in the Offering %%OFFERING_NAME%% will be deposited in the Escrow Account established by Escrow Agent.
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Samples: Escrow Services Agreement (Secured Real Estate Income Fund II, LLC)