Purchase Price; Deposit. (a) The purchase price for the Property is AND 00/100 DOLLARS ($ ) (the “Purchase Price”), payable as follows:
(i) TEN PERCENT (10%) of the Purchase Price (which is equal to $ ) (the “Initial Deposit”, and together with the Additional Deposit (as hereinafter defined), if any and to the extent delivered by Purchaser, collectively, the “Deposit”) shall, within five (5) business days after the Effective Date, be deposited by Purchaser with the Title Company (as hereinafter defined), as escrow agent (in such capacity, the “Escrow Agent”) by wire transfer of immediately available funds. Failure by Purchaser to timely deliver the Deposit in accordance with this Section 2(a)(i) shall constitute a material default by Purchaser hereunder and Seller shall be entitled to terminate this Agreement by written notice to Purchaser. The Deposit shall be refundable to Purchaser only to the extent expressly set forth in this Agreement. The Deposit shall be held in a non-interest-bearing, federally-insured account by Escrow Agent in accordance with this Agreement pending the consummation of the Settlement (as defined below). At Settlement, the Deposit shall be paid to Seller on account of the Purchase Price and credited to Purchaser. The giving of the Deposit hereunder shall not be considered to be xxxxxxx money.
(ii) Subject to the prorations and adjustments set forth in this Agreement, the balance of the Purchase Price shall be paid to Seller at Settlement by wire transfer of immediately available federal funds.
(b) If there is a dispute between Seller and Purchaser regarding whether the Deposit shall be returned to Purchaser or delivered to Seller, Escrow Agent shall have no obligation to either Seller or Purchaser with respect to the Deposit except to interplead (invoke a concursus of) the Deposit into an appropriate court of competent jurisdiction. Escrow Agent may act upon any instrument or other writing believed by Escrow Agent in good faith to be genuine and to be signed and presented by the proper person.
Purchase Price; Deposit. (a) The purchase price for the Property is ________________ AND 00 /100 DOLLARS ($__ ) (the “Purchase Price”), payable as follows:
(i) Ten percent (10%) of the Purchase Price (which is equal to $ ) (together with any accrued interest thereon, the “Initial Deposit” and together with the Additional Deposit (as hereinafter defined), collectively the “Deposit”) shall, within two (2) business days after the Effective Date, be deposited by Purchaser with the Title Company (as hereinafter defined, also referred to herein as the “Escrow Agent”) by wire transfer of immediately available funds. Failure by Purchaser to timely deliver the Deposit in accordance with this Section 2(a)(i) shall constitute a material default by Purchaser hereunder and Seller shall be entitled to terminate this Agreement by written notice to Purchaser. The Deposit shall be refundable to Purchaser only to the extent expressly set forth in this Agreement. The Deposit shall be held in a non-interest-bearing, federally-insured account by Escrow Agent in accordance with this Agreement pending the consummation of Settlement. At Settlement, the Deposit shall be paid to Seller on account of the Purchase Price and credited to Purchaser.
(ii) Subject to the prorations and adjustments set forth in this Agreement, the balance of the Purchase Price shall be paid to Seller at Settlement by wire transfer of immediately available federal funds.
Purchase Price; Deposit. The purchase price (the “Purchase Price”) for the Property, subject to adjustments as provided in this Agreement, shall be FIFTY MILLION TWO HUNDRED FIFTY THOUSAND DOLLARS and 00/100 Dollars ($50,250,000.00), and shall be paid as follows:
(a) SEVEN HUNDRED FIFTY THOUSAND and 00/100 Dollars ($750,000.00) (the “Initial Deposit”) to be paid within two (2) business days after the Effective Date in immediately available funds and delivered to Land Services USA, Inc., 0 Xxxxx Xxxxxx Xxxxxx, Xxxxx 000, Xxxx Xxxxxxx, XX 00000, Attention: Xxxxxx Xxxxxxxxxx, Phone: (000) 000-0000, Facsimile: (000) 000-0000; Email: xxxxxxxxxxx@xxxxxxxx.xxx (“Escrow Holder” or “Title Company”). Notwithstanding the foregoing, Buyer shall have the right to select a different Title Company during the Inspection Period.
(b) If Buyer has not terminated this Agreement as provided herein, an additional deposit in the amount of SEVEN HUNDRED FIFTY THOUSAND and 00/100 Dollars ($750,000.00) (together with the Initial Deposit, the “Deposit”) shall be within one (1) business day after the expiration of the Inspection Period in immediately available funds and delivered to Escrow Holder.
(c) The Deposit shall be held by Escrow Holder in one or more interest bearing federally‑insured money market accounts acceptable to both Seller and Buyer, or in short‑term United States Government obligations having a maturity date which is not later than the Closing Date (as hereinafter defined). As used in this Agreement, “Deposit” shall mean and include the Deposit as defined in Subsection 2(b) above and any interest earned thereon. If requested by Escrow Holder, Buyer shall execute and deliver a Form W-9 to Escrow Holder. Failure by Buyer to deliver the Deposit as provided above shall render this Agreement voidable at the option of the Seller.
Purchase Price; Deposit. The Purchase Price for the Property shall be payable as follows:
Purchase Price; Deposit. Upon the execution of this Agreement, Purchaser shall immediately deposit with Tamtron the sum of $2,200,000 by wire transfer of immediately available funds (the “Deposit Escrow Funds”). Tamtron shall deposit the Deposit Escrow Funds in a segregated account of Tamtron and the Deposit Escrow Funds (together with all accrued investment income thereon if Tamtron, in its sole discretion, deposits the Deposit Escrow Funds in an interest bearing account) shall be distributed as follows:
(a) if the Closing shall occur, the Deposit Escrow Funds and all accrued investment income thereon shall be applied towards the Purchase Price payable by Purchaser to Tamtron under Section 3.3 hereof;
(b) if this Agreement is validly terminated (i) by Tamtron pursuant to Section 4.4(d) or (ii) by Tamtron or Purchaser pursuant to Section 4.4(a) if the Closing shall not have occurred by the date set forth therein due to a material breach of any representation, warranty, covenant or agreement contained in this Agreement by Purchaser, the Deposit Escrow Funds, together with all accrued investment income thereon, shall in each case be released to Tamtron;
(c) if this Agreement is validly terminated (i) by Purchaser pursuant to Section 4.4(c), (ii) by Purchaser or Tamtron pursuant to Sections 4.4(e) or 4.4(f) or (iii) by Tamtron or Purchaser pursuant to Section 4.4(a) (except as set forth in Section 3.2(b) hereof), the Deposit Escrow Funds, together with all accrued investment income thereon, shall in each case be returned to Purchaser; or
(d) if this Agreement is validly terminated by Purchaser and Tamtron pursuant to Section 4.4(b), the Deposit Escrow Funds shall be returned to Purchaser and all accrued investment income thereon shall be shared equally by Purchaser and Tamtron.
Purchase Price; Deposit. Upon the execution of this Agreement, Purchaser ---------------------- shall immediately deposit with the Escrow Agent under the Purchase Price Deposit Escrow Agreement the sum of Ten Million Five Hundred Thousand Dollars ($10,500,000) by wire transfer of immediately available funds. Upon the terms and subject to the conditions of the Purchase Price Deposit Escrow Agreement, the Purchase Price Deposit Escrowed Fund shall be distributed as follows:
(a) if the Closing shall occur, the Purchase Price Deposit Escrowed Fund shall be applied towards the Purchase Price payable by Purchaser to Sellers pursuant to Section 3.3 hereof; -----------
(b) if this Agreement is terminated by Sellers pursuant to Section ------- 4.4(f), the Purchase Price Deposit Escrowed Fund shall be delivered to Sellers; ----- or
(c) if this Agreement is terminated other than pursuant to Section ------- 4.4(f), the Purchase Price Deposit Escrow Fund shall be delivered to Purchaser. ------
Purchase Price; Deposit. The Purchase Price shall be payable as follows:
Purchase Price; Deposit. (i) Purchaser shall, within two (2) Business Days of the execution of this Agreement, deposit with the Escrow Agent the sum of $10,750,000 by wire transfer of immediately available funds and (ii) Purchaser shall, within two (2) Business Days of the entry of the Bidding Procedures Order by the Bankruptcy Court, deposit with the Escrow Agent the sum of $10,750,000 by wire transfer of immediately available funds (the funds due and payable pursuant to clause (i) and (ii), collectively, the "Deposit Escrow Funds"). The Deposit Escrow Funds (together with all accrued investment income thereon) shall be distributed by the Escrow Agent as follows:
(a) if the Closing shall occur, the Deposit Escrow Funds together with all accrued investment income thereon shall be applied towards the Purchase Price payable by Purchaser to Sellers at the Closing;
(b) if this Agreement is validly terminated by Sellers pursuant to Section 4.4(d), the Deposit Escrow Funds, together with all accrued investment income thereon, shall be released to Sellers; or
(c) if this Agreement is validly terminated (i) by Sellers or Purchaser pursuant to Section 4.4(a), Sections 4.4(e), Section 4.4(f)(i) or Section 4.4(j), (ii) by Sellers and Purchaser pursuant to Section 4.4(b), or (iii) by Purchaser pursuant to Section 4.4(c), Section 4.4(f)(ii), Section 4.4(g), Section 4.4(h) or Section 4.4(i), the Deposit Escrow Funds, together with all accrued investment income thereon, shall in each case be returned to Purchaser.
Purchase Price; Deposit. (a) The purchase price for the sale and conveyance of the Properties to Buyer shall be Three Hundred Fifty Four Million Dollars ($354,000,000) (the “Purchase Price”), subject to adjustment in accordance with the provisions of Section 3.2:
(i) Three Hundred Twenty Four Million Dollars ($324,000,000), payable via direct bank deposit or wire transfer of immediately available United States dollars (the “Cash Consideration”); and
(ii) a number of shares of Parent Common Stock equal to the Maximum Number of Shares (such shares being referred to herein as the “Parent Consideration Shares”); provided, however, that in the event that Parent does not receive New York Stock Exchange listing approval with respect to such shares prior to the Closing, Buyer may, in lieu of issuing the Parent Consideration Shares, increase the Cash Consideration by Thirty Million Dollars ($30,000,000).
(b) Contemporaneously with the execution of this Agreement, Buyer, Seller and Escrow Agent shall enter into the escrow agreement attached hereto as Exhibit D (“Escrow Agreement”) pursuant to which Buyer will, on the same day as such execution, deposit with the Escrow Agent via wire transfer of immediately available United States dollars, a cash deposit (together with all interest earned thereon, the “Performance Deposit”) in an amount equal to Eighteen Million Dollars ($18,000,000). If the Closing occurs, the Performance Deposit shall be applied toward the Purchase Price at the Closing, as set forth in Article IX. If this Agreement is terminated prior to the Closing, then the Performance Deposit shall be returned to Buyer, or retained by Seller, in accordance with Section 13.2.
Purchase Price; Deposit. (a) Within one (1) Business Day of the Auction, Purchasers shall have deposited into escrow an aggregate xxxxxxx money deposit (the “Purchase Price Deposit”) in the amount of $11,633,390 as security for the performance of the Purchasers’ obligations under this Agreement. The Purchase Price Deposit together with any interest thereon shall be applied against the Purchase Price at Closing in accordance with the Deposit Escrow Agreement. Except as set forth in Section 2.10(b), if this Agreement shall be terminated pursuant to Section 8.1, the Purchase Price Deposit, together with any interest earned thereon, shall be delivered to the Purchasers no later than one Business Day after such termination.
(b) If this Agreement is terminated by Sellers pursuant to Section 8.1(d) or Section 8.1(k), the Purchase Price Deposit, and all interest thereon, shall be delivered to the Sellers in accordance with the terms of the Deposit Escrow Agreement.
