Purchase Price Escrow Agreement. At the Initial Closing, the Sellers shall execute and deliver to the Buyers and the Buyers shall execute and deliver to the Sellers, the Purchase Price Escrow Agreement and each shall cooperate to cause the Escrow Agent to execute and deliver the Purchase Price Escrow Agreement.
Purchase Price Escrow Agreement. ATI, ATCW and Buyer shall have entered into the Purchase Price Escrow Agreement, and such agreement shall be in full force and effect.
Purchase Price Escrow Agreement. On or before the Closing Date, Seller and those Persons listed on Schedule 6.6, subheading A(1-7) shall by mutual agreement execute the escrow agreement in substantially the form attached hereto as Exhibit 4.17 (the "Purchase Price Escrow Agreement") (or with such changes as are approved in writing by Purchaser), to effectuate the payment of the Purchase Price as described in Sections 1.2 and 9.2. Seller shall furnish Purchaser with an original of the fully executed Purchase Price Escrow Agreement.
Purchase Price Escrow Agreement. 10 2.1 Sale and Purchase of the Offered Shares...................................... 10 2.2
Purchase Price Escrow Agreement. Executed Purchase Price Escrow Agreement in the form attached hereto as Exhibit C;
Purchase Price Escrow Agreement. Upon the execution and delivery of this Agreement by both Buyer and Seller, Buyer will deposit into an interest-bearing escrow account maintained by Escrow Agent, with a bank or financial institution satisfactory to Buyer and Seller (the "Escrow Account"), an xxxxxxx money deposit in the amount of One Million and 00/100 Dollars ($1,000,000) (the "Down Payment"). This Agreement shall not be effective unless and until the date that the Down Payment has been received by Escrow Agent in immediately available funds (the "Execution Date"). Upon collection of the Down Payment, the Execution Date shall be promptly acknowledged in writing by both parties. The Down Payment shall constitute a deposit to be applied, subject to the provisions of this Agreement, toward the payment of the Purchase Price. The Down Payment shall be held and invested by Escrow Agent in accordance with the provisions of the escrow agreement to be entered into among Seller, Buyer and Escrow Agent simultaneously with the execution and delivery of this Agreement, the form of which escrow agreement is attached hereto as Exhibit 2.2 (the "Escrow Agreement"). All interest earned on the Down Payment shall be paid to the party entitled to receive the Down Payment pursuant to the terms of this Agreement. Provided that all contingencies contained in this Agreement have been satisfied or otherwise waived and Seller has performed all of its obligations under this Agreement, at the Closing, Buyer shall pay, or cause Escrow Agent to pay, in immediately available federal funds, to each Seller its allocable share (pursuant to Section 2.3) of an amount (the "Closing Payment") equal to (i) the Purchase Price (ii) minus the Down Payment and accrued interest and (iii) plus or minus any adjustments permitted pursuant to Sections 6.3, 7.3 or any other adjustment expressly provided for hereunder. Notwithstanding anything herein to the contrary, all of the following shall be wire transferred in immediately available federal funds to the Indenture Trustee on or before the Closing Date in satisfaction of its first priority liens on and security interest in the ACBA Property and the CPPI Property: (i) the Closing Payment on the Closing Date and (ii) any post-closing adjustment payable to Seller in accordance with this Agreement; provided that on the Closing Date the Indenture Trustee shall, pursuant to an escrow agreement in form and substance satisfactory to Indenture Trustee, Buyer and Seller, establish an escrow ac...
Purchase Price Escrow Agreement. The parties previously negotiated and agreed upon the terms and conditions of that certain Purchase Price Escrow Agreement, which is to be executed by the parties at Closing. Subject to both parties' approval of the specific provisions as drafted, the parties acknowledge and conceptually agree that the Purchase Price Escrow Agreement will be modified to permit the Purchase Price Escrow Amount (as defined in the Purchase Price Escrow Agreement) to be comprised of cash from sales proceeds, letter(s) of credit, or any combination thereof, in the precise amounts to be determined by Sellers; provided that the total principal amount of the Purchase Price Escrow Amount shall equal $3,458,250.00.
Purchase Price Escrow Agreement. Attached to this Agreement as Exhibit 1.3 is the form of Purchase Price Escrow Agreement among Everest, ANI and an escrow agent (the "Purchase Price Escrow Agreement"), which provides for the deposit by Everest on the date of the signing of this Agreement of $250,000, and an additional deposit of $100,000 by Everest if the sale of the Shares has not been consummated within sixty (60) days of the date of this Agreement, and additional $100,000 deposits by Everest each thirty (30) days thereafter that the sale of the Shares has not been consummated. The amounts deposited by Everest pursuant to this Section 1.3 shall be referred to as the "Escrowed Funds". Except as otherwise provided in the Purchase Price Escrow Agreement, at the Closing, the Escrowed Funds, together with all accrued interest thereon, shall be delivered to ANI and applied to the cash portion of the Purchase Price payable as provided in Section 1.2 of this Agreement.
Purchase Price Escrow Agreement. Executed Purchase Price Escrow Agreement;
Purchase Price Escrow Agreement. Section 1.3 of the Agreement is hereby amended to read in its entirety as follows:
