Security/Escrow Deposit Clause Samples
A Security Escrow Deposit clause requires one party to place a specified sum of money or assets into an escrow account as a form of security for fulfilling contractual obligations. Typically, the deposit is held by a neutral third party (the escrow agent) and is only released when certain conditions, such as completion of work or delivery of goods, are met. This arrangement protects the interests of both parties by ensuring that funds are available to cover potential breaches or defaults, thereby reducing risk and promoting trust in the transaction.
Security/Escrow Deposit. At the Closing, notwithstanding any other provision of this Agreement to the contrary, an amount equal to the positive difference, if any, between (i) Fifty Million and No/100 Dollars ($50,000,000.00) and (ii) the Note Amount (such positive difference, if any, being hereinafter called the “Security Escrow Deposit”), shall be placed into a segregated Escrow Account by Buyer pursuant to Section 3.2. The Security Escrow Deposit, together with interest or other amounts earned thereon from and after the Closing Date, is referred to herein as the “Security Escrow Fund.” Upon the first anniversary of the Closing Date, Sellers and Buyer shall promptly (but in any event within five (5) Business Days of such first anniversary) provide joint written instructions to the Escrow Agent to disburse to Sellers any Security Escrow Fund remaining in the Escrow Account on such date in excess of any amounts subject to claims by Buyer for indemnification pursuant to Section 12.3 made prior to such date and not fully resolved as of such date (and, at such time as such a claim by Buyer for indemnification pursuant to Section 12.3 has been resolved, Sellers and Buyer shall promptly provide joint written instructions to the Escrow Agent to disburse to Sellers the portion of the Security Escrow Fund reserved for such claim and not payable to Buyer pursuant to Section 12.5(c)).
Security/Escrow Deposit. Concurrent with the execution of this Sublease, QRS and MBP have entered into an escrow agreement (the “Escrow Agreement”) with W▇▇▇▇ Fargo Bank in Los Angeles, California (the “Escrow Holder”), a copy of which is attached to this Sublease as Exhibit B. All fees charged by Escrow Holder in connection with the QRS Escrow Account (as defined below) shall be borne by QRS.