Common use of Purchase Price and Terms of Payment Clause in Contracts

Purchase Price and Terms of Payment. The aggregate purchase price for the Properties (“Purchase Price”) shall be Fifty Five Million and NO/100 Dollars ($55,000,000.00), allocated among the Properties as indicated on Exhibit “A-2”, and shall consist of and be payable as follows: (a) Within one (1) business day after the Effective Date, Purchaser shall deliver to Escrow Agent, in Good Funds, the sum of Two Hundred Seventy Five Thousand and NO/100 Dollars ($275,000.00) (together with all interest accrued thereon, the “Initial Deposit”). If this Agreement is not terminated pursuant to Section 2.3, within one (1) business day after the expiration of the Due Diligence Period, Purchaser shall deliver to Escrow Agent, in Good Funds, as an additional deposit, the sum of Two Hundred Seventy Five Thousand and NO/100 Dollars ($275,000.00) (together with all interest accrued thereon, the “Additional Deposit”; the Initial Deposit together with the Additional Deposit shall hereinafter individually and collectively be referred to as the “Deposit”). The Deposit shall be non-refundable to Purchaser, except (i) if a condition precedent to Purchaser’s obligations as set forth in Section 10.2 below is not satisfied or cured as of the Closing Date and such failure is not due to a default by Purchaser, or (ii) as specifically provided in Section 2.3, Section 4.3, Section 9.4, Section 10.3 or Section 11.2 below, and in any such event Purchaser’s right to such refund will survive any termination of this Agreement. The Deposit shall be applied to the Purchase Price on the Closing Date. (b) Not later than 1:00 p.m. (Eastern Time) on the Closing Date, Purchaser shall deposit with Escrow Agent, in Good Funds, the balance of the Purchase Price, reduced or increased by such amounts as are required to take into account any prorations, credits, costs or other adjustments which are required by this Agreement and which can be computed and determined as of the time for the required deposit hereunder. The amount to be paid under this Section 2.2(b) is referred to in this Agreement as the “Closing Payment.”

Purchase Price and Terms of Payment. (a) The aggregate total purchase price for of the Properties Property (the “Purchase Price”) shall be Fifty is Five Million and NO/100 One Hundred Thousand Dollars ($55,000,000.00$ 5,100,000), allocated among the Properties as indicated on Exhibit “A-2”, and shall consist of and be payable as follows:. (ab) Within one three (13) business day days after the Effective DateDate (described in § 12 (f) below), Purchaser shall deliver to Escrow Agent, in Good Funds, deposit the sum of Two Hundred Seventy Five Fifty Thousand and NO/100 Dollars ($275,000.00$ 50,000) by cashier's check (together with all interest accrued thereon, subject to deposit and clearance) or wire transfer of immediately available federal funds (the “Initial Deposit”). , with Xxxxx, Xxxx & Xxxxxxxxxxxxx, P.A., Attn.: Xxxxx X. Xxxx, Esq., 000 Xxxxx Xxxx Xxx, Xxxxx 000, Xxxx Xxxxx, Xxxxxxx 00000, [(000) 000-0000 • Fax (000) 000-0000 • Email: xxxxx@xxxxxx.xxx] (“Escrow Agent”). (c) If Purchaser does not terminate this Agreement is not terminated pursuant to Section 2.3, within one (1) business day after on or before the expiration of the Due Diligence Feasibility Period (described in § 3 (c) below), the Initial Deposit shall be nonrefundable to Purchaser except in the event of Seller’s default hereunder or as otherwise provided in this Agreement and, in addition, on or before the expiration of the Feasibility Period, Purchaser shall deliver to the Escrow Agent, in Good Funds, as an additional depositby cashier's check (subject to deposit and clearance) or wire transfer of immediately available federal funds, the additional sum of Two Hundred Seventy Five Fifty Thousand and NO/100 Dollars ($275,000.00$ 250,000) (together with all interest accrued thereon, the “Additional Deposit”; the ). The Initial Deposit together with and the Additional Deposit shall hereinafter individually and collectively be referred to as (together with interest thereon, if any) is herein the “Deposit”). The Escrow Agent shall hold the Deposit in an interest bearing federally-insured account and interest thereon shall be credited to the Purchaser and disbursed with the Deposit. Failure to timely make the Deposit shall be non-refundable a default under this Agreement. If Purchaser fails to Purchasertimely deposit the Additional Deposit, except (i) if a condition precedent Seller may, at its option, without limitation upon any other remedy available to Seller but subject to § 7 hereof, immediately terminate this Agreement by delivering written notice to Purchaser at any time prior to Purchaser’s obligations as set forth in Section 10.2 below is not satisfied or cured as actual deposit of the Closing Date Additional Deposit with the Escrow Agent. Purchase and such failure is not due to a default Sale Agreement Xxxxxxx Property Holding, LLC (February 2006) • Page 2 Enclaves Group, Inc. (d) The parties shall execute and deliver escrow instructions, if any, reasonably required by Purchaser, or (ii) as specifically provided the Escrow Agent which must in Section 2.3, Section 4.3, Section 9.4, Section 10.3 or Section 11.2 below, and all respects be in any such event Purchaser’s right to such refund will survive any termination compliance with the terms of this Agreement. The Escrow Agent shall acknowledge receipt of the Deposit in writing to the parties and agree to accept, hold, and return such Deposit and disburse any funds received hereunder, in accordance with the provisions of this Agreement. If the transaction contemplated herein should fail to close for any reason other than Purchaser’s default and failure to cure that default hereunder, the Deposit shall be applied returned to Purchaser. Notwithstanding any provision herein to the Purchase Price contrary, the Purchaser must provide written notice to Seller on or before the last day of the Feasibility Period affirmatively stating that it does not desire to proceed to Closing Date(the “Affirmative Notice”). If the Purchaser timely provides this written notice, this Agreement shall automatically terminate, the Deposit shall be refunded to the Purchaser, and neither party will thereafter have any further liability to the other (except for liabilities which expressly survive termination). If the Purchaser does not deliver an Affirmative Notice to Seller on or before the last day of the Feasibility Period, the Deposit shall become non-refundable to Purchaser for any reason other than a default by Seller or as expressly provided in § 4 or § 7 hereof. (be) Not later than 1:00 p.m. (Eastern Time) on At the Closing Date(described in § 5 (a) below), (i) the Deposit, including all accrued interest thereon, shall be applied toward the Purchase Price, and (ii) Purchaser shall deposit with Escrow Agent, in Good Funds, pay the balance of the Purchase PricePrice by delivery cashier’s check, reduced certified check, or increased by such amounts as are wire transferring the required sum in currently available funds to take into account any prorations, credits, costs or other adjustments which are required by this Agreement and which can be computed and determined as the party conducting settlement (the “Settlement Company”). Tender of the time for Purchase Price and instruments, certificates, and documents required respectively from Purchaser or Seller shall constitute tender of performance by the required deposit hereunder. The amount to be paid under this Section 2.2(b) is referred to in this Agreement as the “Closing Paymentapplicable party at Closing.”

Purchase Price and Terms of Payment. A. The aggregate purchase price for the Properties (“Purchase Price”) for the Property shall be Eleven Million Eight Hundred Fifty Five Million Thousand and NO/100 00/100 Dollars ($55,000,000.00), allocated among the Properties as indicated on Exhibit “A-2”, 11,850,000.00) and shall consist of and be payable as follows: (a) Within one (1) business day after paid on the Effective Date, Purchaser shall deliver to Escrow AgentClosing Date by Federal funds wire transfer, in Good Funds, the sum of Two United States dollars. B. One Hundred Seventy Five Thousand and NO/100 00/100 Dollars ($275,000.00100,000.00) (together with all interest accrued thereon, the “Initial Deposit”) shall be deposited by Purchaser in escrow with Landguard Title Services, LLC, a Florida limited liability company, as agent for Fidelity National Title Insurance Company, as escrow agent (the “Escrow Agent”). If this Agreement is not terminated pursuant to Section 2.3, within two (2) business days after the Effective Date. Within one (1) business day after the expiration of the Due Diligence PeriodReview Period (as defined below), unless this Contract has been sooner terminated, Purchaser shall deliver to deposit an additional One Hundred Thousand and 00/100 Dollars ($100,000.00) (the “Second Deposit”) with Escrow Agent, in Good Funds, as an additional deposit, where the sum of Two Hundred Seventy Five Thousand and NO/100 Dollars ($275,000.00) (together with all interest accrued thereon, the “Additional Deposit”; the Initial Deposit together with the Additional Deposit shall hereinafter individually and collectively be referred to as the “Deposit”). The Deposit shall be non-refundable except as provided for herein. As used in this Contract, “Deposit” shall refer collectively to Purchaserthe Initial Deposit and the Second Deposit, except (i) together with all interest earned thereon, if any. If the transaction contemplated by this Contract closes in accordance with the terms and conditions of this Contract, at Closing, as defined below, the Deposit shall be delivered by the Escrow Agent to Seller as payment toward the Purchase Price. If the transaction fails to close due to a default on the part of Seller or if a condition precedent to Purchaser’s obligations as set forth in Section 10.2 below this Contract for the benefit of Purchaser is not satisfied or cured as of removed, the Closing Date and such failure is not Deposit shall be delivered by the Escrow Agent to Purchaser. If the transaction fails to close due to a default by on the part of Purchaser, or (ii) as specifically provided in Section 2.3, Section 4.3, Section 9.4, Section 10.3 or Section 11.2 below, and in any such event Purchaser’s right to such refund will survive any termination of this Agreement. The the Deposit shall be applied delivered by the Escrow Agent to Seller as Seller’s sole and exclusive remedy, as more particularly provided for in Section 14 below. C. The remaining balance of the Purchase Price shall be payable in cash, or by wire transfer or other immediately available funds, to Seller on the Closing Date. (b) Not later than 1:00 p.m. (Eastern Time) on the Closing Date, Purchaser shall deposit with Escrow Agent, in Good Funds, the balance of the Purchase Price, reduced or increased by such amounts as are required to take into account any prorations, credits, costs or other adjustments which are required by this Agreement and which can be computed and determined as of the time for the required deposit hereunder. The amount to be paid under this Section 2.2(b) is referred to in this Agreement as the “Closing Payment.”

Purchase Price and Terms of Payment. (a) The aggregate total purchase price for of the Properties Property (the “Purchase Price”) shall be Fifty Five is Seven Million and NO/100 One Hundred Thousand Dollars ($55,000,000.007,100,000), allocated among the Properties as indicated on Exhibit “A-2”, and shall consist of and be payable as follows:. (ab) Within one ten (110) business day days after the Effective Date, Purchaser shall deliver to Escrow Agent, in Good Funds, deposit the sum of Two One Hundred Seventy Five Thousand and NO/100 Dollars ($275,000.00$ 100,000) (together with all interest accrued thereon, the “Initial Deposit”). If this Agreement is not terminated pursuant to Section 2.3, within one (1) business day after the expiration of the Due Diligence Period, Purchaser shall deliver to Escrow Agent, in Good Funds, as an additional deposit, the sum of Two Hundred Seventy Five Thousand and NO/100 Dollars ($275,000.00) (together with all interest accrued thereon, the “Additional Deposit”; the Initial Deposit together with the Additional Deposit shall hereinafter individually and collectively be referred to as the “Deposit”). The Deposit shall be non-refundable to Purchaser, except (i) if a condition precedent to with Purchaser’s obligations title company identified in § 4 below, which will act as set forth in Section 10.2 below is not satisfied or cured as escrow agent (the “Escrow Agent”). (c) At the end of the Closing Date and such failure is not due to a default by Purchaser, or (ii) as specifically provided Feasibility Study Period described in Section 2.3, Section 4.3, Section 9.4, Section 10.3 or Section 11.2 § 3 below, and subject to the automatic termination of this Agreement if Purchaser does not deliver an Affirmative Notice to Seller, the Deposit and any and all interest accrued thereon (collectively, the “Deposit”) with the Escrow Agent shall become nonrefundable, subject to the terms of this Agreement. (d) The parties shall execute and deliver escrow instructions reasonably satisfactory to the Escrow Agent and otherwise in any such event Purchaser’s right to such refund will survive any termination compliance with the terms of this Agreement. The Escrow Agent shall acknowledge receipt of the Deposit in writing to the parties and agree to accept, hold, and return such Deposit and disburse any funds received hereunder, in accordance with the provisions of this Agreement. If the transaction contemplated herein should fail to close for any reason other than Purchaser’s default and failure to cure that default hereunder, the Deposit shall be applied returned to Purchaser. Notwithstanding any provision herein to the contrary, should Purchaser not provide written notice to Seller on or before the last day of the Feasibility Period affirmatively stating that it desires to proceed to Closing (the “Affirmative Notice”), this Agreement shall automatically terminate, the Deposit shall be refunded to the Purchaser, and neither party will thereafter have any further liability to the other (except for liabilities which expressly survive termination). If the Purchaser does deliver an Affirmative Notice to Seller on or before the last day of the Feasibility Period, the Deposit shall become non-refundable to Purchaser for any reason other than a default by Seller or as expressly provided in §§ 4 or 7 hereof. Failure to make the Deposit shall be a default under this Agreement. The Escrow Agent shall hold the Deposit in an interest bearing federally-insured account and interest thereon shall be credited to the Purchaser and disbursed with the Deposit. Purchase Price on and Sale Agreement Grand Oaks Development, LLC (October 2005) • Page 5 > Enclaves Group, Inc. (e) At the Closing Date. (bdescribed in § 5 (a) Not later than 1:00 p.m. below), (Eastern Timei) on the Closing DateDeposit, including all accrued interest thereon, shall be applied toward the Purchase Price, and (ii) Purchaser shall deposit with Escrow Agent, in Good Funds, pay the balance of the Purchase PricePrice by cashier’s check, reduced certified check, or increased by such amounts as are required to take into account any prorations, credits, costs or other adjustments which are required by this Agreement and which can be computed and determined as of the time for wire transferring the required deposit hereunder. The amount sum in currently available funds to be paid under this Section 2.2(b) is referred to in this Agreement as the party conducting settlement (the “Closing PaymentSettlement Company”).”

Purchase Price and Terms of Payment. (a) The aggregate total purchase price for of the Properties Property (the “Purchase Price”) shall be Fifty Five is Two Million and NO/100 Dollars ($55,000,000.00$ 2,000,000), allocated among the Properties as indicated on Exhibit “A-2”, and shall consist of and be payable as follows:. (ab) Within one (1) business day after On the Effective DateDate (described in § 12 (f) below), Purchaser shall deliver to Escrow Agent, in Good Funds, deposit the sum of Two Hundred Seventy Twenty Five Thousand and NO/100 Dollars ($275,000.00$ 25,000) (together with all interest accrued thereon, the “Initial Deposit”). , with the Law Offices of Xxxx Xxxxxxxxx as Seller’s Attorney (referred to herein the “Escrow Agent”). (c) If Purchaser does not terminate this Agreement is not terminated pursuant to Section 2.3, within one (1) business day after on or before the expiration of the Due Diligence Feasibility Period (described in § 3 (c) below), the Initial Deposit shall be nonrefundable to Purchaser except in the event of Seller’s default hereunder or as otherwise provided in this Agreement and, in addition, on or before the expiration of the Feasibility Period, Purchaser shall deliver to the Escrow Agent, in Good Funds, as an additional depositby cashier's check (subject to deposit and clearance) or wire transfer of immediately available federal funds, the additional sum of Two Hundred Seventy Five Fifty Thousand and NO/100 Dollars ($275,000.00$ 50,000) (together with all interest accrued thereon, the “Additional Deposit”; the ). The Initial Deposit together with and the Additional Deposit shall hereinafter individually and collectively be referred to as (together with interest thereon, if any) is herein the “Deposit”). The Escrow Agent shall hold the Deposit in an non interest bearing Interest on Lawyer’s Account (“XXXX”) federally-insured account. Failure to timely make the Deposit shall be non-refundable a default under this Agreement. If Purchaser fails to Purchasertimely deposit the Additional Deposit, except (i) if a condition precedent Seller may, at its option, without limitation upon any other remedy available to Seller but subject to Section 7 hereof, immediately terminate this Agreement by delivering written notice to Purchaser at any time prior to Purchaser’s obligations as set forth in Section 10.2 below is not satisfied or cured as actual deposit of the Closing Date Additional Deposit with the Escrow Agent. (d) The parties shall execute and such failure is not due to a default deliver escrow instructions, if any, reasonably required by Purchaser, or (ii) as specifically provided the Escrow Agent which must in Section 2.3, Section 4.3, Section 9.4, Section 10.3 or Section 11.2 below, and all respects be in any such event Purchaser’s right to such refund will survive any termination compliance with the terms of this Agreement. The Escrow Agent shall acknowledge receipt of the Deposit in writing to the parties and agree to accept, hold, and return such Deposit and disburse any funds received hereunder, in accordance with the provisions of this Agreement. If the transaction contemplated herein should fail to close for any reason other than Purchaser’s default and failure to cure that default hereunder, the Deposit shall be returned to Purchaser. Notwithstanding any provision herein to the contrary, the Purchaser must provide written notice to Seller on or before the last day of the Feasibility Period affirmatively stating that it does not desire to proceed to Closing (the “Affirmative Notice”). If the Purchaser timely provides this written notice, this Agreement shall automatically terminate, the Deposit shall be refunded to the Purchaser, and neither party will thereafter have any further liability to the other (except for liabilities which expressly survive termination). If the Purchaser does not deliver an Affirmative Notice to Seller on or before the last day of the Feasibility Period, the Deposit shall become non-refundable to Purchaser for any reason other than a default by Seller or as expressly provided in § 4 or § 7 hereof. (e) At the Closing (described in § 5 (a) below), (i) the Deposit shall be applied to toward the Purchase Price on the Closing Date. Price, and (bii) Not later than 1:00 p.m. (Eastern Time) on the Closing Date, Purchaser shall deposit with Escrow Agent, in Good Funds, pay the balance of the Purchase PricePrice by cashier’s check, reduced certified check, or increased by such amounts as are required to take into account any prorations, credits, costs or other adjustments which are required by this Agreement and which can be computed and determined as of the time for wire transferring the required deposit hereundersum in currently available funds to the Seller. The amount to be paid under this Section 2.2(bPurchase and Sale Agreement Xxxxxxxxx Ave. Yonkers. (November 2005) is referred to in this Agreement as the “Closing Payment.”• Page 3 Enclaves Group, Inc.