Common use of Xxxxxxx Money Deposit Clause in Contracts

Xxxxxxx Money Deposit. Within three (3) business days after the Execution Date, and as a condition precedent to the effectiveness of this Agreement, Buyer shall deposit in escrow with the Title Company by wire transfer or other immediately available funds the sum of Three Hundred Thousand Dollars ($300,000) (the “Initial Deposit”). If Buyer has not terminated this Agreement on or before the expiration of the Due Diligence Period as permitted herein, Buyer shall, on the first business day following the expiration of the Due Diligence Period, deposit an additional Six Hundred Thousand Dollars ($600,000) (the “Additional Deposit”) in escrow with the Title Company by wire transfer or other immediately available funds. The Initial Deposit and the Additional Deposit, as and when made as required herein, shall be referred to collectively as the “Deposit.” The Deposit shall be applied against the Purchase Price on the Closing of this Transaction and shall otherwise be held and delivered by the Title Company in accordance with the provisions of Article 13. If Buyer fails timely to make the Initial Deposit as provided herein, Buyer shall be deemed to have elected to terminate this Agreement, and Seller and Buyer shall have no further liability hereunder except for obligations which by the express terms of this Agreement survive the termination of this Agreement. If Buyer fails to make the Additional Deposit as and when required herein, Seller may enforce Buyer’s obligation to make the Additional Deposit and xxx to collect the same from Buyer, notwithstanding Seller’s termination of this Agreement and receipt of the Initial Deposit pursuant to the following Section 11.1. Buyer acknowledges and agrees that if it has not terminated this Agreement as of the expiration of the Due Diligence Period, Buyer’s obligation to make the Additional Deposit shall expressly survive any later termination of this Agreement by Seller for Buyer’s default.

Xxxxxxx Money Deposit. Within three (3) On the business days after day following the Execution Datedate of the execution hereof by Purchaser and Seller, and as a condition precedent Purchaser shall deliver to the effectiveness of this AgreementEscrow Holder, Buyer shall deposit in escrow with the Title Company by wire transfer or other immediately available funds Good Funds, the sum of Three Hundred Two Fifty Thousand Dollars ($300,000250,000.00) (together with all interest accrued thereon the “Initial Deposit”). If Buyer has The Initial Deposit shall become non-refundable to Purchaser if Purchaser does not terminated terminate this Agreement on or before prior to the expiration of the Due Diligence Period as permitted hereinpursuant to the provisions of Section 4.4 hereof. Unless Purchaser has elected to terminate this Agreement in accordance with the provisions of Section 4.4 hereof, Buyer shall, on the first business day following prior to the expiration of the Due Diligence PeriodPeriod Purchaser shall deposit with Escrow Holder, deposit an in Good Funds, the additional Six sum of Five Hundred Thousand Dollars ($600,000500,000.00) (the “Additional Deposit”) in escrow with the Title Company by wire transfer or other immediately available funds). The Initial Deposit and the Additional Deposit, as and when made as required herein, shall be referred to collectively as the “Deposit.” The Xxxxxxx Money Deposit shall be applied against the Purchase Price on the Closing of this Transaction and shall otherwise be held and delivered by the Title Company Escrow Holder in accordance with the provisions of Article 13. If Buyer fails timely to make the Initial Deposit as provided herein, Buyer shall be deemed to have elected to terminate this Agreement, and Seller and Buyer shall have no further liability hereunder except for obligations which by the express terms of this Agreement survive the termination of this Agreement. If Buyer fails The Xxxxxxx Money Deposit shall be non-refundable to make the Additional Deposit as Purchaser (and when required herein, Seller may enforce Buyer’s obligation to make the Additional Deposit and xxx to collect the same from Buyer, notwithstanding Seller’s termination of this Agreement and receipt of the Initial Deposit shall constitute liquidated damages pursuant to the following Section 11.1. Buyer acknowledges and agrees that if it has not terminated this Agreement as of 9.1 hereof) upon the expiration of the Due Diligence PeriodPeriod (unless Purchaser has, Buyerprior thereto, delivered to Seller its Notice of Purchaser’s obligation to make the Additional Deposit shall expressly survive any later termination of this Agreement as provided in Section 4.4 hereof); provided, however that the Xxxxxxx Money Deposit shall be refundable to Purchaser in the event of (a) a material uncured default by Seller for Buyerof its obligations under this Agreement, (b) a failure of a condition precedent to Purchaser’s defaultobligations as set forth in this Agreement or (c) as otherwise specifically provided by this Agreement. The Xxxxxxx Money Deposit shall be applied to the Purchase Price on the Close of Escrow.

Xxxxxxx Money Deposit. Within three (3a) business days after On the Execution Effective Date, and as a condition precedent to the effectiveness of this Agreement, Buyer Purchaser shall deposit in escrow with the Title Company by wire transfer or other immediately available funds the sum of Three Hundred Thousand Dollars ($300,000) 150,000.00 (the “Initial Deposit”). If Buyer has The Initial Deposit shall be non-refundable upon the expiration of the Inspection Period. (b) Within one (1) business day following expiration of the Inspection Period (defined Section 2.03 below), Purchaser shall deposit with the Title Company an additional $150,000.00 (the “Additional Deposit”), provided Purchaser does not terminated elect to terminate this Agreement on or before the expiration of date that the Due Diligence Inspection Period as permitted herein, Buyer shall, on the first business day following the expiration of the Due Diligence Period, deposit an additional Six Hundred Thousand Dollars ($600,000) expires (the “Additional Initial Deposit”) in escrow with the Title Company by wire transfer or other immediately available funds. The Initial Deposit and , the Additional Deposit, as and when made as required hereinall interest accrued thereon (if any), collectively, the “Xxxxxxx Money Deposit”). In the event Purchaser fails to deliver the Additional Deposit to the Title Company in accordance with the foregoing, such failure will constitute a default by Purchaser hereunder, Seller shall be referred entitled to collectively retain the Initial Deposit, and all accrued interest thereon, as liquidated damages as set forth below in this Agreement and there will be no further obligation or liability on either of the “Depositparties hereto, except as specifically provided herein.” (c) The Xxxxxxx Money Deposit shall be held by the Title Company and shall be applied against the Purchase Price on at Closing or disbursed as provided herein; provided, however, at Purchaser’s direction and expense (if any), the Closing of this Transaction and Xxxxxxx Money Deposit shall otherwise be held and delivered placed in an interest-bearing account by the Title Company in accordance with the provisions of Article 13. If Buyer fails timely to make the Initial Deposit as provided herein, Buyer shall be deemed to have elected to terminate this Agreement, and Seller and Buyer shall have no further liability hereunder except for obligations which by the express terms of this Agreement survive the termination of this Agreement. If Buyer fails to make the Additional Deposit as and when required herein, Seller may enforce Buyer’s obligation to make the Additional Deposit and xxx to collect the same from Buyer, notwithstanding Seller’s termination of this Agreement and receipt of the Initial Deposit pursuant to the following Section 11.1. Buyer acknowledges and agrees that if it has not terminated this Agreement as of the expiration of the Due Diligence Period, Buyer’s obligation to make the Additional Deposit shall expressly survive any later termination of this Agreement by Seller for Buyer’s defaultCompany.

Xxxxxxx Money Deposit. Within three (3) business days after The Xxxxxxx Money Deposit under this Agreement shall be as follows: on the Execution Date, and as a condition precedent to the effectiveness Acceptance Date of this Agreement, Buyer Purchaser shall deposit in escrow with deliver to Xxxxx, Xxxxxxxxx & Xxxx, P.C. (the Title Company by wire transfer or other immediately available funds the sum of Three Hundred "Escrow Agent") Seventy-Five Thousand Dollars and no/100 ($300,00075,000) (Dollars in the “Initial Deposit”). If Buyer has not terminated this Agreement on or before the expiration form of the Due Diligence Period as permitted hereincash, Buyer shall, on the first business day following the expiration of the Due Diligence Period, deposit an additional Six Hundred Thousand Dollars ($600,000) (the “Additional Deposit”) in escrow with the Title Company by wire transfer or other immediately available funds, which is to be held by the Escrow Agent in accordance with the terms and conditions of the Escrow Agreement (together with any interest earned thereon, the "Initial Xxxxxxx Money Deposit"). The Initial Xxxxxxx Money Deposit shall be nonrefundable except (i) in the event of Seller's default as provided for in Section 23B; or (ii) in the event of the termination of this Agreement as provided for in Sections 7E, 16B or 16D; (iii) or if the conditions described in Section 11C have not been fulfilled, and Purchaser and Seller shall proceed to Closing on the 120th day after the Acceptance Date. The Initial Xxxxxxx Money Deposit and the Additional Xxxxxxx Money Deposit defined in Section 18A below, if any, are collectively referred to herein as the "Xxxxxxx Money Deposit." The Escrow Agent shall hold the Xxxxxxx Money Deposit in an interest-bearing account bearing passbook savings interest, as and when made as required herein, all accrued interest shall be referred delivered to collectively as the “Deposit.” The party entitled to the Xxxxxxx Money Deposit under the Escrow Agreement. If there is a Closing hereunder, the Xxxxxxx Money Deposit shall be applied credited against the Purchase Price on the Closing of this Transaction and shall otherwise be held and delivered by the Title Company in accordance with the provisions of Article 13. If Buyer fails timely to make the Initial Deposit as provided herein, Buyer shall be deemed to have elected to terminate this Agreement, and Seller and Buyer shall have no further liability hereunder except for obligations which by the express terms of this Agreement survive the termination of this Agreement. If Buyer fails to make the Additional Deposit as and when required herein, Seller may enforce Buyer’s obligation to make the Additional Deposit and xxx to collect the same from Buyer, notwithstanding Seller’s termination of this Agreement and receipt of the Initial Deposit pursuant to the following Section 11.1. Buyer acknowledges and agrees that if it has not terminated this Agreement as of the expiration of the Due Diligence Period, Buyer’s obligation to make the Additional Deposit shall expressly survive any later termination of this Agreement by Seller for Buyer’s defaultat Closing.

Xxxxxxx Money Deposit. Within three two (32) business days after following the Execution Effective Date, and as a condition precedent Purchaser shall deliver to the effectiveness of this AgreementEscrow Holder, Buyer shall deposit in escrow with the Title Company by wire transfer or other immediately available funds Good Funds, the sum of Three One Million Five Hundred Thousand Dollars ($300,0001,500,000) (together with all interest accrued thereon, and the Additional Deposit, if delivered, the “Initial Xxxxxxx Money Deposit”). If Buyer has not terminated The Xxxxxxx Money Deposit shall be fully refundable to Purchaser if Purchaser elects to terminate this Agreement for any reason on or before the expiration 30th day following the Effective Date (“Due Diligence Period”). If Purchaser has not elected to terminate this Agreement and cancel the Escrow prior to the later of (i) the end of the Due Diligence Period as permitted herein, Buyer shall, on and (ii) the first business day following the expiration end of the Limited Due Diligence Period, deposit an additional Six if any, then, within two (2) business days, Purchaser shall increase the Xxxxxxx Money Deposit to Two Million Five Hundred Thousand Dollars ($600,0002,500,000) (without regard to any interest earnings, provided that any interest earned thereon shall become part of the Xxxxxxx Money Deposit) by delivery to Escrow Holder of the additional sum of One Million Dollars ($1,000,000) (the “Additional Deposit”) in escrow with Good Funds. In the Title Company event of any failure by wire transfer or other immediately available funds. The Initial Deposit and Purchaser to timely deliver the Additional Deposit, as and when made as required hereinif Purchaser has not remedied such failure within one (1) business day following written notice of such failure from Seller to Purchaser, Seller shall be referred have the absolute right by written notice to collectively as Purchaser, given at any time prior to the “posting of the Additional Deposit.” The Deposit shall be applied against the Purchase Price on the Closing of this Transaction and shall otherwise be held and delivered by the Title Company in accordance with the provisions of Article 13. If Buyer fails timely to make the Initial Deposit as provided herein, Buyer shall be deemed to have elected to terminate this Agreement, and whereupon Seller and Buyer shall have no further liability hereunder except for obligations which by be entitled to receive the express terms of this Agreement survive the termination of this AgreementXxxxxxx Money Deposit. If Buyer fails to make the Additional Deposit as and when required herein, Seller may enforce Buyer’s obligation to make the Additional Deposit and xxx to collect the same from Buyer, notwithstanding Seller’s termination of this Agreement and receipt of the Initial Deposit pursuant to the following Section 11.1. Buyer acknowledges and agrees that if it has not terminated this Agreement as of the Upon expiration of the later of (i) the Due Diligence Period and (ii) the Limited Due Diligence Period, Buyer’s obligation to make if any, unless Purchaser has timely terminated this Agreement, the Additional Xxxxxxx Money Deposit shall expressly survive any later termination thereafter be non-refundable to Purchaser, except (a) in the event of a material default by Seller of its obligations under this Agreement by Seller for Buyerthat is not cured within any applicable cure period provided in this Agreement, (b) upon the failure of a condition precedent to Purchaser’s defaultobligations as set forth in this Agreement, or (c) as otherwise specifically provided in this Agreement. The Xxxxxxx Money Deposit shall be applied to the Purchaser Price on the Closing Date in the event Closing occurs.

Xxxxxxx Money Deposit. Within three (3) business days after following the Execution Effective Date, and as a condition precedent to the effectiveness of this Agreement, Buyer Purchaser shall deposit in escrow with the Title Company by wire transfer or other immediately available funds Escrow Agent (450 Xxxxx Xxxxxx Xxxxxx, Xxxxx 000, Xxxxxxx, Xxxxxxx 00000, Phone: 000-000-0000) the sum of Three Hundred Fifty Thousand Dollars ($300,00050,000.00) by wire transfer of immediately available funds (the “Initial Deposit”). If Buyer Purchaser has not terminated this Agreement on or before Agreement, then at the expiration conclusion of the Due Diligence Inspection Period as permitted herein(described in Article 3), Buyer shall, on the first business day following the expiration of the Due Diligence Period, Purchaser shall deposit an additional Six Hundred Fifty Thousand Dollars ($600,00050,000.00) with Escrow Agent (the “Additional Deposit”) in escrow with the Title Company by wire transfer or other immediately available funds). The Initial Deposit and the Additional Deposit, as and when made as required herein, Deposit shall be collectively referred to collectively as the “Deposit.” ”. The Escrow Agent shall invest the Deposit shall be applied against the Purchase Price on the Closing of this Transaction pursuant to Purchaser’s directions and shall otherwise be held and delivered by the Title Company in accordance with the provisions terms and conditions of Article 13ARTICLE 9. If Buyer fails timely to make All interest accruing and other income earned on such sum shall become a part of the Initial Deposit as provided herein, Buyer and shall be deemed to have elected to terminate this Agreement, and Seller and Buyer shall have no further liability hereunder except for obligations which by distributed as a part of the express Deposit in accordance with the terms of this Agreement survive the termination of this Agreement. If Buyer fails In any event, if Purchaser is entitled to make have Deposit returned to Purchaser pursuant to any provision of this Agreement, then One Hundred Dollars ($100.00) of the Additional Deposit shall nevertheless be paid to Seller as good and when required hereinsufficient consideration for entering into this Agreement. In addition, Seller may enforce Buyer’s obligation to make acknowledges that Purchaser, in evaluating the Additional Deposit Property and xxx to collect the same from Buyer, notwithstanding Seller’s termination of this Agreement and receipt performing its due diligence investigation of the Initial Deposit pursuant to the following Section 11.1. Buyer acknowledges Property, will devote internal resources and agrees incur expenses, and that if it has not terminated such efforts and expenses of Purchaser also constitute good, valuable and sufficient consideration for this Agreement as of the expiration of the Due Diligence Period, Buyer’s obligation to make the Additional Deposit shall expressly survive any later termination of this Agreement by Seller for Buyer’s defaultAgreement.

Xxxxxxx Money Deposit. Within Pursuant to Section 4.2 of the Contract, Purchaser has paid to Seller/Owner a cash payment of $1,600,000 as well as delivering a full recourse promissory note evidencing a debt of $6,400,000 (the "Note"). Pursuant to Section 8.3.2 hereof, the Note shall be returned to Purchaser at the First Amendment Closing. With respect to the cash payment of $1,600,000, the sum of $960,000 shall be returned to Purchaser on or before the First Amendment Closing, pursuant to Section 8.3.1 hereof. The remaining $640,000 shall continue to be held (as set forth herein) as an xxxxxxx money deposit toward the total consideration (and applied against the first installment of consideration due from Purchaser) for the three (3) business days after development sites at the Execution Date, and as a condition precedent Target Seller Resorts (the "Deposit"). Until further refined in the Second Amendment to the effectiveness of this Purchase and Development Agreement, Buyer the $640,000 total Deposit shall deposit in escrow with be deemed to be equitably allocated amongst the Title Company by wire transfer or other immediately available funds three Target Seller Resorts, based on the sum assumptive density of Three Hundred Thousand Dollars each project. ($300,000) (For example, if the “Initial Deposit”assumptive densities were 200 Xxxxx, 000 Units and 100 Units, the total Deposit would be prorated on the basis of the Unit count at each Target Seller Resort). If Buyer has not terminated this Agreement Seller agrees that on or before the expiration First Amendment Closing, it will either (i) deliver to Purchaser a clean, irrevocable Letter of Credit, in form and substance reasonably acceptable to Purchaser, and issued by a commercial lending institution reasonably acceptable to Purchaser or (ii) place the entire xxxxxxx money Deposit ($640,000) in an escrow account reasonably acceptable to Purchaser; the acceptability of which shall be based on the entity designated as the escrow agent as well as the terms of the Due Diligence Period as permitted herein, Buyer shall, on escrow agreement with that entity; or (iii) notify Purchaser of Seller's election to leave the first business day following Collateral in the expiration possession of the Due Diligence Period, deposit an additional Six Hundred Thousand Dollars ($600,000) (the “Additional Deposit”) in escrow with the Title Company by wire transfer or other immediately available funds. The Initial Deposit and the Additional DepositPurchaser, as and when made as required herein, shall be referred opposed to collectively as the “Deposit.” The Deposit shall be applied against the Purchase Price on the Closing of this Transaction and shall otherwise be held and delivered by the Title Company in accordance with the provisions of Article 13. If Buyer fails timely having it returned to make the Initial Deposit as Seller; provided herein, Buyer shall be deemed to have elected to terminate this Agreement, and Seller and Buyer shall have no further liability hereunder except for obligations which by the express terms of this Agreement survive the termination of this Agreement. If Buyer fails to make the Additional Deposit as and when required herein, that Seller may enforce Buyer’s obligation to make subsequently, at its option, reacquire the Additional Deposit and xxx to collect the same from Buyer, notwithstanding Seller’s termination of this Agreement and receipt Collateral upon return of the Initial Deposit pursuant or a Letter of Credit meeting the requirement of clause (i) above to the following Section 11.1. Buyer acknowledges and agrees that if it has not terminated this Agreement as of the expiration of the Due Diligence Period, Buyer’s obligation to make the Additional Deposit shall expressly survive any later termination of this Agreement by Seller for Buyer’s defaultPurchaser.

Xxxxxxx Money Deposit. Within three (3) business days after following the Execution Effective Date, and as a condition precedent Purchaser shall deliver to the effectiveness of this AgreementEscrow Holder, Buyer shall deposit in escrow with the Title Company by wire transfer or other immediately available funds Good Funds, the sum of Three Hundred Thousand One Million Dollars ($300,0001,000,000) (together with all interest accrued thereon, the “Initial Xxxxxxx Money Deposit”). If Buyer has not terminated The Xxxxxxx Money Deposit shall be fully refundable to Purchaser if Purchaser elects to terminate this Agreement for any reason on or before the expiration 14th day following the Effective Date (“General Review Period”). If Purchaser has not elected to terminate this Agreement and cancel the Escrow prior to the end of the General Review Period, then Purchaser shall increase the Xxxxxxx Money Deposit to Five Million Dollars ($5,000,000) (without regard to any interest earnings, provided that any interest earned thereon shall become part of the Xxxxxxx Money Deposit) by delivery to Escrow Holder of the additional sum of Four Million Dollars ($4,000,000) in Good Funds. The Xxxxxxx Money Deposit shall thereafter be refundable on or prior to the end of the Due Diligence Period (as permitted herein, Buyer shall, on defined in Section 4.3.1 of this Agreement) only as and to the first business day following the extent provided in Section 4.4 of this Agreement. Upon expiration of the Due Diligence Period, deposit an additional Six Hundred Thousand Dollars the Xxxxxxx Money Deposit shall thereafter be non-refundable to Purchaser, except ($600,000) (the “Additional Deposit”a) in escrow with the Title Company event of a material default by wire transfer Seller of its obligations under this Agreement that is not cured within any applicable cure period provided in this Agreement, (b) upon the failure of a condition precedent to Purchaser’s obligations as set forth in this Agreement, or other immediately available funds(c) as otherwise specifically provided in this Agreement. The Initial Deposit and the Additional Deposit, as and when made as required herein, shall be referred to collectively as the “Deposit.” The Xxxxxxx Money Deposit shall be applied against to the Purchase Purchaser Price on the Closing of this Transaction and shall otherwise be held and delivered by the Title Company in accordance with the provisions of Article 13. If Buyer fails timely to make the Initial Deposit as provided herein, Buyer shall be deemed to have elected to terminate this Agreement, and Seller and Buyer shall have no further liability hereunder except for obligations which by the express terms of this Agreement survive the termination of this Agreement. If Buyer fails to make the Additional Deposit as and when required herein, Seller may enforce Buyer’s obligation to make the Additional Deposit and xxx to collect the same from Buyer, notwithstanding Seller’s termination of this Agreement and receipt of the Initial Deposit pursuant to the following Section 11.1. Buyer acknowledges and agrees that if it has not terminated this Agreement as of the expiration of the Due Diligence Period, Buyer’s obligation to make the Additional Deposit shall expressly survive any later termination of this Agreement by Seller for Buyer’s defaultDate.

Xxxxxxx Money Deposit. Within three (3) business days after the Execution --------------------- Effective Date, and as a condition precedent Purchaser shall deliver the Xxxxxxx Money Deposit in cash to the effectiveness of this AgreementTitle Company, Buyer and the Xxxxxxx Money Deposit shall deposit in escrow with thereafter be held by the Title Company in escrow to be applied or disposed of by wire transfer or other immediately available funds it as is provided in this Contract. The Xxxxxxx Money Deposit shall be in the sum amount of Three Hundred Thousand Dollars FIFTY THOUSAND AND NO/100 DOLLARS ($300,000) (the “Initial Deposit”50,000.00). If Buyer has not terminated this Agreement on or before the expiration of the Due Diligence Period as permitted herein, Buyer shall, on the first business day Contract will remain in effect following the expiration of the Due Diligence PeriodInspection Period (as such term is hereinafter defined), deposit an additional Six Hundred Thousand Dollars then Purchaser shall increase the amount of the Xxxxxxx Money Deposit to ONE HUNDRED THOUSAND AND NO/100 DOLLARS ($600,000100,000.00) (on or prior to the “Additional Deposit”) in escrow with expiration of the Title Company by wire transfer or other immediately available fundsInspection Period. The Initial Xxxxxxx Money Deposit shall be invested in an interest-bearing account with a financial institution and in a manner reasonably acceptable to Seller and Purchaser; such account to be determined at or prior to the Additional time the Xxxxxxx Money Deposit is delivered. All interest earned shall become part of the Xxxxxxx Money Deposit to be applied or disposed of in the same manner as the Xxxxxxx Money Deposit, as provided in this Contract. If the purchase and when made as required hereinsale hereunder is consummated, shall be referred to collectively as then the “Deposit.” The Xxxxxxx Money Deposit shall be applied against to the cash portion of the Purchase Price on at the Closing Closing. In all other events, the Xxxxxxx Money Deposit shall be disposed of this Transaction and shall otherwise be held and delivered by the Title Company in accordance with the provisions of Article 13. If Buyer fails timely to make the Initial Deposit as provided hereinin this Contract. In the event that Purchaser fails to deliver the Xxxxxxx Money Deposit within the specified time, Buyer then this Contract shall be deemed to have elected to terminate this Agreement, automatically terminated and neither Seller and Buyer nor Purchaser shall have no further liability hereunder except for any rights or obligations which by the express terms of this Agreement survive the termination of this Agreement. If Buyer fails to make the Additional Deposit as and when required herein, Seller may enforce Buyer’s obligation to make the Additional Deposit and xxx to collect the same from Buyer, notwithstanding Seller’s termination of this Agreement and receipt of the Initial Deposit pursuant to the following Section 11.1. Buyer acknowledges and agrees that if it has not terminated this Agreement as of the expiration of the Due Diligence Period, Buyer’s obligation to make the Additional Deposit shall expressly survive any later termination of this Agreement by Seller for Buyer’s defaulthereunder.

Xxxxxxx Money Deposit. Within On or before three (3) business days after full execution of a written formal this Purchase and Sale Agreement (the Execution Date"Contract") between the parties hereto, and as a condition precedent Developer shall deposit with Transnation Title Agency, East LansingChicago Title Insurance Company or another agency mutually agreeable to the effectiveness of this Agreementparties, Buyer shall deposit in escrow with the ("Title Company by wire transfer or other immediately available funds Company") the sum of Three Fifty One Hundred Thousand and No/100 Dollars ($300,00050100,000.00) as an xxxxxxx money deposit (the “Initial Deposit”"Xxxxxxx Money"). If Buyer has not terminated this Agreement on or before The Xxxxxxx Money shall be held for the Developer's benefit pursuant to the terms and conditions set forth herein. until the expiration of the Due Diligence Inspection Period (as permitted herein, Buyer shall, on the first business day following the herein defined). Upon expiration of the Due Diligence Inspection Period, deposit an additional Six Hundred Thousand Dollars ($600,000) (the “Additional Deposit”) in escrow with the Title Company by wire transfer or other immediately available funds. The Initial Deposit and the Additional Deposit, as and when made as required herein, T h e Xxxxxxx Money shall be referred considered "at risk" (non-refundable to collectively Developer) as the “Deposit.” The Deposit shall be applied against the Purchase Price on the Closing of this Transaction set forth in paragraph 7 and 17 and shall otherwise be held applied at Closing toward the Purchase Price. In the event all Contingencies are satisfied and delivered by Developer elects to proceed with the Title Company transaction upon expiration of the Inspection Period and the transaction fails to close through no fault of the Owner, the full amount of any remaining Xxxxxxx Money shall be promptly disbursed to the Owner and neither party shall have any further obligation to the other in accordance with Paragraph 17. In the provisions event the Developer fails to comply with the Developer’s requirements set forth in Paragraph 7, and the closing does not occur for any reason regardless of Article 13. If Buyer fails timely to make fault, those portions of the Initial Deposit as provided herein, Buyer Xxxxxxx Money specified therein shall be deemed to have elected to terminate this Agreement, and Seller and Buyer shall have no further liability hereunder except for obligations which by the express terms of this Agreement survive the termination of this Agreement. If Buyer fails to make the Additional Deposit as and when required herein, Seller may enforce Buyer’s obligation to make the Additional Deposit and xxx to collect the same from Buyer, notwithstanding Seller’s termination of this Agreement and receipt of the Initial Deposit pursuant promptly disbursed to the following Section 11.1. Buyer acknowledges and agrees that if it has not terminated this Agreement as of the expiration of the Due Diligence Period, Buyer’s obligation to make the Additional Deposit shall expressly survive any later termination of this Agreement by Seller for Buyer’s default.Owner

Xxxxxxx Money Deposit. Within three (3) business days after the Execution Date, and as a condition precedent to the effectiveness Upon full execution of this Agreement, Buyer shall Purchaser agrees to deposit in escrow with the Title Company by wire transfer or other immediately available funds the sum of Three One Hundred Thousand Dollars ($300,000100,000.00) in cash with Escrow Agent as Purchaser’s Xxxxxxx Money Deposit (the “Initial Deposit”). If Buyer has not terminated Upon delivery of the Initial Deposit to Escrow Agent, (a) the Initial Deposit shall be non-refundable to Purchaser, unless Seller breaches this Agreement on beyond any applicable cure period or before a damage/condemnation event in Sections 14 or 15 shall have occurred and Purchaser timely elects to cancel this Agreement pursuant to the expiration of applicable section; and (b) the Due Diligence Period as permitted herein, Buyer shall, Initial Deposit shall be paid by Escrow Agent to Seller on the first business twenty second (22nd) day following the expiration of Effective Date, unless Purchaser sooner has given the Due Diligence PeriodPurchaser Title CN (as each such term is defined in Section 5.2 below) to Seller and Escrow Agent. In addition, Purchaser agrees to deposit an additional Six Four Hundred Thousand Dollars ($600,000400,000) in cash (the “Additional Second Deposit”) on the twenty second (22nd) day after the Effective Date, which shall be non-refundable to Purchaser, except in escrow with the Title Company event of Seller’s breach of its obligations under this Agreement beyond any applicable cure period or a damage/condemnation event in Sections 14 or 15 shall have occurred and Purchaser timely elects to cancel this Agreement pursuant to the applicable section; from this Second Deposit, Fifty Thousand Dollars ($50,000) shall be paid by wire transfer or other immediately available fundsEscrow Agent to Seller on the business day following that on which Purchaser makes the Second Deposit. The balance of the Second Deposit shall be placed in an interest bearing account of a federally insured depositary of a major money center bank, and the interest accruing thereon shall belong to the party entitled to the Initial Deposit and or the Additional Second Deposit, as and when made the case may be. If upon the 66th day following the Effective Date Purchaser fails to apply to HUD for the assumption of the PFC Encumbrance as required hereinset forth in Section 13.3(d), shall be referred to collectively as an additional One Hundred Thousand Dollars ($100,000) of the “Deposit.” The Second Deposit shall be applied against the Purchase Price on the Closing of this Transaction become non-refundable and shall otherwise immediately be held and delivered by the Title Company in accordance with the provisions of Article 13released to Seller. If Buyer fails timely Additionally, if prior to make the Initial Deposit as provided herein, Buyer shall be deemed to have elected to terminate Closing Purchaser cancels this Agreement, and Seller and Buyer shall have no further liability hereunder except Agreement for obligations which by the express terms any reason other than Seller’s breach of this Agreement survive beyond the termination of this Agreement. If Buyer fails applicable cure period or a condemnation or casualty event described in Sections 14 or 15, the Second Deposit balance shall be paid, along with accrued interest thereon, to make the Additional Deposit as and when required herein, Seller may enforce Buyer’s obligation without further instructions to make the Additional Deposit and xxx to collect the same from Buyer, notwithstanding Seller’s termination of this Agreement and receipt of the Initial Deposit pursuant to the following Section 11.1. Buyer acknowledges and agrees that if it has not terminated this Agreement as of the expiration of the Due Diligence Period, Buyer’s obligation to make the Additional Deposit shall expressly survive any later termination of this Agreement by Seller for Buyer’s defaultEscrow Agent.

Xxxxxxx Money Deposit. Within three Not later than the end of the first Business Day after the date hereof, the Buyer shall deposit $14,000,000 cash with the Escrow Agent (3the “Xxxxxxx Money Deposit”) business pursuant to the Escrow Agreement. If the Transactions contemplated hereby are consummated, (a) a portion of the Xxxxxxx Money Deposit equal to the Indemnification Escrow Amount shall be deposited into the Indemnification Escrow Account pursuant to Section 1.9 to secure any payments to be made by the Seller pursuant to Article VIII hereof, (b) a portion of the Xxxxxxx Money Deposit equal to the Closing Adjustment Escrow Amount shall be deposit in the Closing Adjustment Escrow Account pursuant to Section 1.9 to secure any payments to be made by the Seller pursuant to Section 1.7(b), and (c) the remainder of the Xxxxxxx Money Deposit shall be released to the Seller. If the Transactions contemplated by this Agreement shall not be consummated, then the Xxxxxxx Money Deposit shall be delivered to either the Buyer or the Seller as provided in Section 9.2. The Parties agree that for U.S. federal income Tax purposes, the Buyer shall be treated as the owner of the Xxxxxxx Money Deposit until either Closing occurs or this Agreement is terminated, and the Buyer shall pay all Taxes with respect to any earnings thereon (but shall receive a distribution of all such earnings on the earlier of (i) five (5) days after the Execution end of each calendar quarter, or (ii) the Closing Date, and as a condition precedent to the effectiveness of this Agreement, Buyer shall deposit in escrow with the Title Company by wire transfer or other immediately available funds the sum of Three Hundred Thousand Dollars ($300,000) (the “Initial Deposit”). If Buyer has not terminated Until either the Closing occurs or this Agreement on or before the expiration of the Due Diligence Period as permitted hereinis terminated, Buyer shall, any earnings on the first business day following the expiration of the Due Diligence Period, deposit an additional Six Hundred Thousand Dollars ($600,000) (the “Additional Deposit”) in escrow with the Title Company by wire transfer or other immediately available funds. The Initial Deposit and the Additional Deposit, as and when made as required herein, shall be referred to collectively as the “Deposit.” The Xxxxxxx Money Deposit shall be applied against the Purchase Price on property of the Closing of this Transaction and shall otherwise be held and delivered by the Title Company in accordance with the provisions of Article 13Buyer. If Buyer fails timely this Agreement is not terminated prior to make the Initial Deposit Closing, ownership of the Xxxxxxx Money shall be determined as provided herein, Buyer shall be deemed to have elected to terminate this in the Escrow Agreement, and Seller and Buyer shall have no further liability hereunder except for obligations which by the express terms of this Agreement survive the termination of this Agreement. If Buyer fails to make the Additional Deposit as and when required herein, Seller may enforce Buyer’s obligation to make the Additional Deposit and xxx to collect the same from Buyer, notwithstanding Seller’s termination of this Agreement and receipt of the Initial Deposit pursuant to the following Section 11.1. Buyer acknowledges and agrees that if it has not terminated this Agreement as of the expiration of the Due Diligence Period, Buyer’s obligation to make the Additional Deposit shall expressly survive any later termination of this Agreement by Seller for Buyer’s default.

Xxxxxxx Money Deposit. Within three two (32) business days after the Execution Date, full and final execution of this Agreement by all parties and as a condition precedent to the effectiveness formation of this Agreement, Buyer shall deposit in escrow with the Title Company by wire transfer or other immediately available funds Seller the sum of Three Hundred Thousand Dollars ($300,000) 350,000.00 (the “Initial Xxxxxxx Money Deposit”). If Buyer has not terminated this Agreement pursuant to Section 4.5 below and the transaction contemplated by this Agreement has not closed by October 15, 2011, through no fault of Seller, Buyer shall deposit with Seller on or before October 15, 2011, the expiration additional sum of the Due Diligence Period as permitted herein, Buyer shall, on the first business day following the expiration of the Due Diligence Period, deposit an additional Six Hundred Thousand Dollars ($600,000) 100,000 (the “First Additional Xxxxxxx Money Deposit”) in escrow for an aggregate Xxxxxxx Money Deposit of $450,000. If Buyer has not terminated this Agreement pursuant to Section 4.5 below and the transaction contemplated by this Agreement has not closed by November 15, 2011, through no fault of Seller, Buyer shall deposit with Seller on or before November 15, 2011, the Title Company by wire transfer or other immediately available fundsadditional sum of $100,000 (the “Second Additional Xxxxxxx Money Deposit”) for an aggregate Xxxxxxx Money Deposit of $550,000. The Initial First Additional Xxxxxxx Money Deposit and Second Additional Xxxxxxx Money Deposit shall be deemed to be a part of the Additional DepositXxxxxxx Money Deposit under this Agreement. Except as otherwise set forth herein, the Xxxxxxx Money Deposit shall be deemed non-refundable after the end of the Inspection Period, as and when made as required herein, shall be referred to collectively as the “Deposit.” hereinafter defined. The Xxxxxxx Money Deposit shall be applied against the Purchase Price on the Closing Date, as hereinafter defined. Xxxxxxx Abstract and Title Co. (the “Title Company”), whose mailing address is 0000 Xxxx Xxxxxx Xxxxxxxx, Edinburg, Texas 78539, Attention: Xx. Xxxxx Xxxxxxx, shall manage the closing of this Transaction transaction, and shall otherwise be held and delivered by the Title Company in accordance with the provisions of Article 13Commitment will be ordered through Xx. If Buyer fails timely to make the Initial Deposit as provided herein, Buyer shall be deemed to have elected to terminate this Agreement, and Seller and Buyer shall have no further liability hereunder except for obligations which by the express terms of this Agreement survive the termination of this Agreement. If Buyer fails to make the Additional Deposit as and when required herein, Seller may enforce Buyer’s obligation to make the Additional Deposit and xxx to collect the same from Buyer, notwithstanding Seller’s termination of this Agreement and receipt of the Initial Deposit pursuant to the following Section 11.1. Buyer acknowledges and agrees that if it has not terminated this Agreement as of the expiration of the Due Diligence Period, Buyer’s obligation to make the Additional Deposit shall expressly survive any later termination of this Agreement by Seller for Buyer’s defaultXxxxx Xxxxxxx.

Xxxxxxx Money Deposit. Seller acknowledges that as required under the Original Agreement, Xxxxx has deposited the sum of Thirty Thousand Dollars ($30,000.00) as an xxxxxxx money deposit (the “Xxxxxxx Money”) into escrow with Landmark Title Company, Attention: Xxxx Xxxxxx, 000 Xxxx 0000 Xxxxx, #000, Xxxx Xxxx Xxxx, Xxxx (the “Title Company”). The Xxxxxxx Money is or shall be deposited in an interest bearing account with all interest accruing to the benefit of Buyer. At the Third Closing, the Xxxxxxx Money shall be applied to the Purchase Price for Lots 1, 3 and 4. If Buyer elects to purchase Lots 1, 3 and 4 in separate closings, the Xxxxxxx Money shall be applied to the Purchase Price of the first lot purchased. Other than the Option Xxxxxxx Money or Additional Option Xxxxxxx Money, if applicable, Buyer shall not be required to deposit any additional xxxxxxx money in connection with its purchase of the Phase II Property. If for any reason the Closing does not occur, the Xxxxxxx Money shall be disbursed in accordance with the terms of this Agreement. Within three five (35) business days after the Execution Date, and as a condition precedent to the effectiveness full execution of this Agreement, Buyer Xxxxx shall deposit in escrow with deliver a fully executed copy of this Agreement to the Title Company by wire transfer or other immediately available funds the sum of Three Hundred Thousand Dollars Company. The Xxxxxxx Money together with any Additional Xxxxxxx Money ($300,000defined in Section 6(b) (the “Initial Deposit”). If below) shall be fully refundable to Buyer has not terminated if Buyer terminates this Agreement on or before the prior to expiration of the Due Diligence Period as permitted hereinor, Buyer shallif applicable, on the first business day following the expiration of the extended Due Diligence Period, deposit an additional Six Hundred Thousand Dollars ($600,000) (the “Additional Deposit”) in escrow with the Title Company by wire transfer or other immediately available funds. The Initial Deposit and the Additional Deposit, as and when made as required herein, shall be referred to collectively as the “Deposit.” The Deposit shall be applied against the Purchase Price on the Closing of this Transaction and shall otherwise be held and delivered by the Title Company in accordance with the provisions of Article 13. If Buyer fails timely to make the Initial Deposit as provided herein, Buyer shall be deemed to have elected to terminate this Agreement, and Seller and Buyer shall have no further liability hereunder except for obligations which by the express terms of this Agreement survive the termination of this Agreement. If Buyer fails to make the Additional Deposit as and when required herein, Seller may enforce Buyer’s obligation to make the Additional Deposit and xxx to collect the same from Buyer, notwithstanding Seller’s termination of this Agreement and receipt of the Initial Deposit pursuant to the following Section 11.1. Buyer acknowledges and agrees that if it has not terminated this Agreement as of the expiration of the Due Diligence Period, Buyer’s obligation to make the Additional Deposit shall expressly survive any later termination of this Agreement by Seller for Buyer’s default.

Xxxxxxx Money Deposit. Within three (3) business days one day from and after the Execution Date, and the parties hereto acknowledge that Flotation Investor, LLC (“Flotation Investor”) will deposit with Xxxxxx & Xxxxxxx, LLP, in its capacity as a condition precedent to the effectiveness of this Agreement, Buyer shall deposit in escrow with the Title Company by wire transfer or other immediately available funds agent (“Xxxxxxx Money Deposit Escrow Agent”) the sum of Three Hundred Thousand Two Million Dollars ($300,0002,000,000) (the “Initial DepositXxxxxxx Money Deposit Escrow Amount”). If Buyer has not terminated this ) pursuant to that certain Xxxxxxx Money Deposit Agreement on or before the expiration dated as of the Due Diligence Period as permitted herein, Buyer shall, on the first business day following the expiration of the Due Diligence Period, deposit an additional Six Hundred Thousand Dollars Execution Date ($600,000) (the “Additional DepositXxxxxxx Money Deposit Agreement”) as set forth in escrow with Exhibit B to this Fourth Amendment by and among Flotation Investor, the Title Company by wire transfer or other immediately available fundsSelling Stockholders and the Xxxxxxx Money Deposit Escrow Agent. The Initial parties agree that the Xxxxxxx Money Deposit and the Additional Deposit, as and when made as required herein, shall be referred to collectively as the “Deposit.” The Deposit Amount shall be applied against towards Purchaser’s obligation to pay the Purchase Price on the Closing Date, if and to the extent that the Closing occurs on or prior to December 31, 2010. The parties hereto acknowledge that Purchaser and Flotation Investor have entered into an arrangement with respect to Flotation Investor’s financing of this Transaction a portion of the Purchase Price at Closing. Each of Purchaser, Flotation Investor and shall otherwise be held the Selling Stockholders will use commercially reasonable efforts to effectuate the Closing on or before December 31, 2010. Anything in the Agreement to the contrary notwithstanding, in the event that the Closing does not occur on or prior to December 31, 2010 and delivered (i) the Agreement has not been terminated by Purchaser, pursuant to Sections 9.1(c), 9.1(d) or 9.1(e) hereof on or prior to such date, (ii) the Title Company in accordance Selling Stockholders have not terminated the Agreement for any reason either alone or mutually with Purchaser on or prior to such date, and (iii) all of the provisions conditions to Closing pursuant to Section 7.1 of Article 13. If Buyer fails timely the Agreement, other than Section 7.1(i) and 7.1(j), have been satisfied by such date (provided that such conditions requiring delivery to make Purchaser of documents or instruments by or on behalf of the Initial Deposit as provided herein, Buyer Selling Stockholders shall be deemed to have elected been satisfied upon delivery of such documents or instruments in escrow pending the Closing), then the entire Xxxxxxx Money Deposit shall be forfeited and paid immediately to terminate this Agreement, and Seller and Buyer shall have no further liability hereunder except for obligations which by the express Selling Stockholders in accordance with the terms of this Agreement survive the termination of this Agreement. If Buyer fails to make the Additional Escrow Money Deposit as and when required herein, Seller may enforce Buyer’s obligation to make the Additional Deposit and xxx to collect the same from Buyer, notwithstanding Seller’s termination of this Agreement and receipt shall no longer apply towards the Purchase Price, regardless of when the Initial Deposit pursuant to the following Section 11.1. Buyer acknowledges and agrees that Closing occurs, if it has not terminated this Agreement as of the expiration of the Due Diligence Period, Buyer’s obligation to make the Additional Deposit shall expressly survive any later termination of this Agreement by Seller for Buyer’s defaultat all.

Xxxxxxx Money Deposit. Within three (3) On the business days after day following the Execution Datedate of the execution hereof by Purchaser and Seller, and as a condition precedent Purchaser shall deliver to the effectiveness of this AgreementEscrow Holder, Buyer shall deposit in escrow with the Title Company by wire transfer or other immediately available funds Good Funds, the sum of Three Two Hundred Fifty Thousand Dollars ($300,000250,000) (together with all interest accrued thereon, the “Initial Deposit”). If Buyer has The Initial Deposit shall be non-refundable to Purchaser if Purchaser does not terminated terminate this Agreement on or before prior to the expiration of the Due Diligence Period as permitted hereinpursuant to the provisions of Section 4.4 hereof. Unless Purchaser has elected to terminate this Agreement in accordance with the provisions of Section 4.4 hereof, Buyer shall, on the first business day following prior to the expiration of the Due Diligence PeriodPeriod Purchaser shall deposit with Escrow Holder, deposit an in Good Funds, the additional Six sum of Five Hundred Thousand Dollars ($600,000500,000) (the “Additional Deposit”) in escrow with the Title Company by wire transfer or other immediately available funds). The Initial Deposit and the Additional Deposit, as and when made as required herein, shall be referred to collectively as the “Deposit.” The Xxxxxxx Money Deposit shall be applied against the Purchase Price on the Closing of this Transaction and shall otherwise be held and delivered by the Title Company Escrow Holder in accordance with the provisions of Article 13. If Buyer fails timely to make the Initial Deposit as provided herein, Buyer shall be deemed to have elected to terminate this Agreement, and Seller and Buyer shall have no further liability hereunder except for obligations which by the express terms of this Agreement survive the termination of this Agreement. If Buyer fails The Xxxxxxx Money Deposit shall be non-refundable to make the Additional Deposit as Purchaser (and when required herein, Seller may enforce Buyer’s obligation to make the Additional Deposit and xxx to collect the same from Buyer, notwithstanding Seller’s termination of this Agreement and receipt of the Initial Deposit shall constitute liquidated damages pursuant to the following Section 11.1. Buyer acknowledges and agrees that if it has not terminated this Agreement as of 9.1 hereof), upon the expiration of the Due Diligence PeriodPeriod (unless Purchaser has, Buyerprior thereto, delivered to Seller its Notice of Purchaser’s obligation to make the Additional Deposit shall expressly survive any later termination of this Agreement as provided in Section 4.4 hereof); provided, however that the Xxxxxxx Money Deposit shall be refundable to Purchaser in the event of (a) a material uncured default by Seller for Buyerof its obligations under this Agreement, (b) a failure of a condition precedent to Purchaser’s defaultobligations as set forth in this Agreement or (c) as otherwise specifically provided by this Agreement. The Xxxxxxx Money Deposit shall be applied to the Purchase Price on the Close of Escrow.

Xxxxxxx Money Deposit. Within three (3) business days Immediately after the Execution Date, and as a condition precedent to the effectiveness of both parties sign this Agreement, Buyer the Purchaser shall deliver to the Xxxxx Title Agency, 00000 Xxxxxxx Xxxxxx, Xxxxxxx Xxxxxxxx, XX 00000, the depository, the xxxxxxx money deposit of Twenty Five Thousand ($25,000.00) Dollars submitted with Purchaser’s bid package. The depository shall hold the deposit in an escrow with account as xxxxxxx money for the Title Company transaction described in this Agreement to evidence the Purchaser's good-faith intention to consummate the Agreement. The depository agrees to be bound by wire transfer or other immediately available funds this paragraph by accepting the sum of Three Hundred Thousand Dollars ($300,000) (the “Initial Deposit”)amount tendered. If Buyer has not terminated this Agreement on or before is not consummated because the expiration Purchaser fails to perform any of the Due Diligence Period as permitted herein, Buyer shall, on the first business day following the expiration of the Due Diligence Period, deposit an additional Six Hundred Thousand Dollars ($600,000) (the “Additional Deposit”) in escrow with the Title Company by wire transfer or other immediately available funds. The Initial Deposit and the Additional Deposit, as and when made as required herein, shall be referred to collectively as the “Deposit.” The Deposit shall be applied against the Purchase Price on the Closing of this Transaction and shall otherwise be held and delivered by the Title Company in accordance with the provisions of Article 13. If Buyer fails timely to make the Initial Deposit as provided herein, Buyer shall be deemed to have elected to terminate its obligations under this Agreement, the Seller shall notify the depository in writing to give the deposit and any interest to the Seller and Buyer shall have no further liability hereunder except as liquidated damages for obligations which by the express terms of this Agreement survive the termination of Purchaser's failure to complete this Agreement. If Buyer the transaction contemplated by this Agreement is not consummated because the Seller breaches a warranty or fails to make perform any of its obligations under this Agreement, the Additional Deposit as Purchaser shall notify the depository in writing to return the deposit and when required herein, Seller may enforce Buyer’s obligation any interest to make the Additional Deposit and xxx to collect Purchaser. If the same from Buyer, notwithstanding Seller’s termination of transaction contemplated by this Agreement and receipt is consummated, the depository shall give the deposit to the Seller at the closing to be applied to the purchase price of the Initial Deposit Property. After receiving written notice from either party that the deposit and interest should be given to that party, the depository shall notify the other party of the demand. If a written objection is not received within five days, the depository may forward the amount pursuant to the following Section 11.1notice. Buyer acknowledges If a written objection is received within five days, the depository shall hold the amount until the parties resolve their dispute and agrees that if it has not terminated this Agreement as each notifies the depository in writing of the expiration of resolution or the Due Diligence Period, Buyer’s obligation depository shall file an interpleader action and pay the money to make the Additional Deposit shall expressly survive any later termination of this Agreement by Seller for Buyer’s defaultcourt.

Xxxxxxx Money Deposit. Within three two (32) business days after Business Days as of the Execution Date, and as a condition precedent to the effectiveness date of this Agreement, Buyer shall will make an xxxxxxx money deposit in escrow with the Title Company by wire transfer or other immediately available funds the sum amount of Three Hundred Thousand Dollars ($300,000) 5,200,000 (the “Initial Deposit”). If Buyer has not terminated this Agreement on or before the expiration of the Due Diligence Period as permitted herein, Buyer shall, on the first business day following the expiration of the Due Diligence Period, deposit an additional Six Hundred Thousand Dollars ($600,000) (the “Additional Deposit”) in escrow with to the Title Company by wire transfer or other immediately available fundsEscrow Agent pursuant to the terms of the Escrow Agreement. The Initial Deposit and If the Additional DepositClosing occurs, as and when made as required herein, shall be referred to collectively as the “Deposit.” The Deposit shall be applied against payment of the Purchase Price on the Closing Date. If this Agreement is terminated pursuant Sections 8.1(a)-(e) or Sections 8.1(h)-(l) hereof, or in the event that any Person other than Buyer purchases all or any material portion of the Purchased Assets, then the Deposit shall be returned to Buyer promptly, and in no event later than two (2) Business Days after such termination, and the Parties agree that they will promptly execute joint written instructions to the Escrow Agent pursuant to the Escrow Agreement to effect such return of the Deposit. If this Transaction Agreement shall be terminated by the Sellers pursuant to Section 8.1(f) or (g) hereof, then Plastiq shall retain the Deposit, and shall the parties agree that they will promptly execute joint written instructions to the Escrow Agent pursuant to the Escrow Agreement to effect such retention of the Deposit. The Parties agree that the Sellers’ right to retain the Deposit, as set forth herein, is not a penalty, but rather is liquidated damages in a reasonable amount that will compensate the Sellers for their respective efforts and resources expended and the opportunities foregone while negotiating this Agreement and in reliance on this Agreement and on the expectation of the consummation of the transactions contemplated hereby, which amount would otherwise be held and delivered by impossible to calculate with precision. Notwithstanding anything to the Title Company contrary in accordance with the provisions of Article 13. If Buyer fails timely to make the Initial Deposit as provided herein, Buyer shall be deemed to have elected to terminate this Agreement, the Parties agree that if this Agreement is terminated under circumstances in which Sellers are entitled to the Deposit, except in the case of fraud, the delivery of the Deposit is the sole and Seller exclusive remedy available to Sellers with respect to this Agreement and the Contemplated Transactions, and, upon delivery of the Deposit, none of the Buyer or any of its former, current or future equity holders, directors, officers, Affiliates, agents or Representatives (collectively, the “Buyer Releasees”) shall have no any further liability hereunder except for obligations which by the express terms or obligation relating to or arising out of this Agreement survive or the termination of this Agreement. If Buyer fails to make the Additional Deposit as and when required herein, Seller may enforce Buyer’s obligation to make the Additional Deposit and xxx to collect the same from Buyer, notwithstanding Seller’s termination of this Agreement and receipt of the Initial Deposit pursuant to the following Section 11.1. Buyer acknowledges and agrees that if it has not terminated this Agreement as of the expiration of the Due Diligence Period, Buyer’s obligation to make the Additional Deposit shall expressly survive any later termination of this Agreement by Seller for Buyer’s defaulttransactions contemplated hereby.

Xxxxxxx Money Deposit. On February 9, 2004, Buyer paid an xxxxxxx money deposit equal to Thirty Million Dollars ($30,000,000) (the "XXXXXXX MONEY DEPOSIT") in immediately available funds, by wire transfer to ATI. Within three five (35) business days after Business Days following the Execution Date, and as a condition precedent to the effectiveness execution of this Agreement, Buyer Sellers will deposit the Xxxxxxx Money Deposit into the Purchase Price Escrow Account. At the Early Funding Date, the Xxxxxxx Money Deposit shall deposit be deducted from the Cash Purchase Price in escrow accordance with the Title Company by wire transfer or other immediately available funds the sum of Three Hundred Thousand Dollars ($300,000) (the “Initial Deposit”SECTION 3.2(b). If Buyer has not terminated terminates this Agreement on in breach of SECTION 8.1 hereof or before if ATI terminates this Agreement pursuant to SECTION 8.1(b) (when Buyer does not have the expiration right to terminate this Agreement pursuant to SECTION 8.1(b) due to breach of the Due Diligence Period as permitted hereinAgreement by Buyer) or SECTION 8.1(d) pursuant to a breach by Buyer, then Buyer shalland Sellers shall within two (2) Business Days of such termination (i) deliver a joint written notice to the Purchase Price Escrow Agent to deliver the Xxxxxxx Money Deposit to Sellers and (ii) deliver the accrued interest thereon to Buyer, on the first business day following the expiration of the Due Diligence Period, deposit an additional Six Hundred Thousand Dollars ($600,000) (the “Additional Deposit”) in escrow with the Title Company by wire transfer or other of immediately available funds. The Initial Deposit and the Additional Deposit, as and when made as required herein, shall be referred to collectively as the “Deposit.” The Deposit shall be applied against the Purchase Price on the Closing of this Transaction and shall otherwise be held and delivered by the Title Company in accordance with the provisions of Article 13. If Buyer fails timely to make the Initial Deposit as provided herein, Buyer shall be deemed to have elected to terminate this Agreement, and Seller and Buyer Sellers shall have no further liability hereunder except for obligations which by to Buyer, PROVIDED, THAT in no event shall the express terms payment of the Xxxxxxx Money Deposit limit any other remedies Sellers may have against Buyer in the event of any such termination. If this Agreement survive the is terminated for any other reason, then Buyer and Sellers shall within two (2) Business Days of such termination of this Agreement. If Buyer fails to make the Additional Deposit as and when required herein, Seller may enforce Buyer’s obligation to make the Additional Deposit and xxx to collect the same from Buyer, notwithstanding Seller’s termination of this Agreement and receipt of the Initial Deposit pursuant deliver a joint written notice to the following Section 11.1. Purchase Price Escrow Agent to deliver the Xxxxxxx Money Deposit plus accrued interest thereon to Buyer acknowledges and agrees that if it has not terminated this Agreement as by wire transfer of the expiration of the Due Diligence Period, Buyer’s obligation to make the Additional Deposit shall expressly survive any later termination of this Agreement by Seller for Buyer’s defaultimmediately available funds.

Xxxxxxx Money Deposit. Within three Purchaser shall make a nonrefundable payment of ten percent (310%) business days after of the Execution DatePurchase Price $24,978,830.10 (the “Deposit”) within one Business Day of the later to occur of (i) execution of this Agreement and (ii) the establishment of the escrow account, and as a condition precedent which payment will be made directly to the effectiveness Escrow Agent pursuant to the deposit escrow agreement (the “Deposit Escrow Agreement”); provided, that in the event that the escrow account is not established within five (5) Business Days following the date hereof, Purchaser shall pay the Deposit to Lamberth, Cifelli, Xxxxxx, Xxxxx & Xxxxx, P.A. (“Debtor’s Law Firm”), to be held pursuant to the terms of a letter agreement to be mutually agreed by the parties hereto; provided, further that in the event that the Deposit is funded to Debtor’s Law Firm, the Deposit shall be transferred to the Escrow Agent to be held pursuant to the terms of the Deposit Escrow Agreement within one Business Day following the establishment of the escrow account. The balance of the Purchase Price shall be paid on the Closing Date. In the event that the Closing does not occur and this Agreement is terminated by Debtor pursuant to Section 9.02(c)(ii) due to Purchaser’s material breach of any provision of this Agreement, Buyer Debtor shall deposit be entitled to retain the Deposit. The parties acknowledge that the agreements contained in escrow with the Title Company by wire transfer or other immediately available funds the sum of Three Hundred Thousand Dollars ($300,000) (the “Initial Deposit”). If Buyer has not terminated this Agreement on or before the expiration Section 1.04 are an integral part of the Due Diligence Period as permitted transactions contemplated by this Agreement, are actually necessary to preserve the value of Debtor’s estate and constitute liquidated damages and not a penalty, and that, without these agreements, Debtor would not have entered into this Agreement. Notwithstanding anything to the contrary set forth herein, Buyer shallin the event that the Deposit is retained by Debtor, on the first business day following the expiration retention of the Due Diligence Period, deposit an additional Six Hundred Thousand Dollars ($600,000) (the “Additional Deposit”) in escrow with the Title Company by wire transfer or other immediately available funds. The Initial Deposit and the Additional Deposit, as and when made as required herein, shall be referred to collectively as the “Deposit.” The such Deposit shall be applied against the Purchase Price on the Closing of this Transaction sole and shall otherwise be held and delivered by the Title Company exclusive remedy available to Debtor in accordance connection with the provisions of Article 13. If Buyer fails timely to make the Initial Deposit as provided herein, Buyer shall be deemed to have elected to terminate this Agreement, and Seller and Buyer shall have no further liability hereunder except for obligations which by the express terms of this Agreement survive the (including termination of this Agreement. If Buyer fails to make the Additional Deposit as and when required herein, Seller may enforce Buyer’s obligation to make the Additional Deposit and xxx to collect the same from Buyer, notwithstanding Seller’s termination of this Agreement and receipt of the Initial Deposit pursuant to the following Section 11.1. Buyer acknowledges and agrees that if it has not terminated this Agreement as of the expiration of the Due Diligence Period, Buyer’s obligation to make the Additional Deposit shall expressly survive any later termination of this Agreement by Seller for Buyer’s defaultthereof).

Xxxxxxx Money Deposit. Within three two (32) business days after the Execution Date, full and final execution of this Agreement by all parties and as a condition precedent to the effectiveness formation of this Agreement, Buyer shall deposit in escrow with the Title Company by wire transfer or other immediately available funds Seller the sum of Three Hundred Thousand Dollars ($300,000) 325,000.00 (the “Initial Xxxxxxx Money Deposit”). If Buyer has not terminated this Agreement pursuant to Section 4.5 below and the transaction contemplated by this Agreement has not closed by June 30, 2011, through no fault of Seller, Buyer shall deposit with Seller on or before Thursday, June 30, 2011, the expiration additional sum of the Due Diligence Period as permitted herein, Buyer shall, on the first business day following the expiration of the Due Diligence Period, deposit an additional Six Hundred Thousand Dollars ($600,000) 100,000 (the “First Additional Xxxxxxx Money Deposit”) in escrow for an aggregate Xxxxxxx Money Deposit of $425,000. If Buyer has not terminated this Agreement pursuant to Section 4.5 below and the transaction contemplated by this Agreement has not closed by July 15, 2011, through no fault of Seller, Buyer shall deposit with Seller on or before Friday, July 15, 2011, the Title Company by wire transfer or other immediately available fundsadditional sum of $100,000 (the “Second Additional Xxxxxxx Money Deposit”) for an aggregate Xxxxxxx Money Deposit of $525,000. The Initial First Additional Xxxxxxx Money Deposit and Second Additional Xxxxxxx Money Deposit shall be deemed to be a part of the Additional DepositXxxxxxx Money Deposit under this Agreement. Except as otherwise set forth herein, the Xxxxxxx Money Deposit shall be deemed non-refundable after the end of the Inspection Period, as and when made as required herein, shall be referred to collectively as the “Deposit.” hereinafter defined. The Xxxxxxx Money Deposit shall be applied against the Purchase Price on the Closing Date, as hereinafter defined. American Guaranty Title Co. (the “Title Company”), whose mailing address is 0000 Xxxxx Xxxxx, Xxxxxxxx Xxxx, Xxxxxxxx 00000, Attention: Xx. Xxxxxxx Xxxxxxx, shall manage the closing of this Transaction and shall otherwise be held and delivered by the Title Company in accordance with the provisions of Article 13. If Buyer fails timely to make the Initial Deposit as provided herein, Buyer shall be deemed to have elected to terminate this Agreement, and Seller and Buyer shall have no further liability hereunder except for obligations which by the express terms of this Agreement survive the termination of this Agreement. If Buyer fails to make the Additional Deposit as and when required herein, Seller may enforce Buyer’s obligation to make the Additional Deposit and xxx to collect the same from Buyer, notwithstanding Seller’s termination of this Agreement and receipt of the Initial Deposit pursuant to the following Section 11.1. Buyer acknowledges and agrees that if it has not terminated this Agreement as of the expiration of the Due Diligence Period, Buyer’s obligation to make the Additional Deposit shall expressly survive any later termination of this Agreement by Seller for Buyer’s defaulttransaction.

Xxxxxxx Money Deposit. Within three (3) business days after Upon the Execution Date, and as a condition precedent to the effectiveness date of this Agreement, Buyer Holdings shall deposit in escrow with the Title Company by wire transfer or other immediately available funds the sum of Three SCB an amount equal to Five Hundred Thousand Dollars ($300,000500,000.00) (the “Initial Deposit”)"Xxxxxxx Money") to be held in a restricted deposit account and such amount shall only be disbursed pursuant to the terms of this Agreement. If Buyer has not terminated this Agreement on is terminated pursuant to Section 7 hereof, then the Xxxxxxx Money shall be forfeited by Holdings and paid by SCB to Blue River, as liquidated damages and in lieu of any liabilities otherwise due Blue River; provided, however, if Holdings terminates this Agreement pursuant to Section 7.01(a)(ii), 7.01(c)(i), 7.01(c)(ii) or before because of Holdings failure to obtain regulatory approval to consummate the expiration Transactions after compliance with Section 5.02(a) (excluding any failure due in whole or in part to Holdings not being able to obtain the Required Regulatory Capital), then Blue River shall refund to Holdings within forty-five (45) days of such termination an amount, in cash or other immediately available funds, equal to the Due Diligence Period as permitted hereinXxxxxxx Money; provided, Buyer shallhowever, on if this Agreement is terminated because of Holdings failure to obtain regulatory approval to consummate the first business day following Transactions (excluding any failure due in whole or in part to Holdings not being able to obtain the expiration of the Due Diligence PeriodRequired Regulatory Capital), deposit an additional Six then Blue River shall only be obligated to refund to Holdings Four Hundred Thousand Dollars ($600,000400,000.00) (of the “Additional Deposit”) in escrow with the Title Company by wire transfer or other immediately available fundsXxxxxxx Money. The Initial Deposit parties hereby acknowledge and agree that the Additional DepositXxxxxxx Money shall compensate Blue River for (i) expenses incurred for attorneys, as and when made as required herein, shall be referred to collectively as the “Deposit.” The Deposit shall be applied against the Purchase Price on the Closing of this Transaction and shall otherwise be held and delivered by the Title Company in accordance with the provisions of Article 13. If Buyer fails timely to make the Initial Deposit as provided herein, Buyer shall be deemed to have elected to terminate this Agreementaccountants, and Seller consultants of Blue River with respect to the Transactions, (ii) Blue River's management time and Buyer expense in investigating, analyzing, developing and pursuing the Transactions, and (iii) expenses relating to Blue River's due diligence efforts. Holdings further acknowledges and agrees that the amount of the Xxxxxxx Money is fair, reasonable and not a penalty and that its obligations with respect to the Xxxxxxx Money shall have no further liability hereunder except for obligations which by the express terms of this Agreement survive the any termination of this Agreement. If Buyer fails to make the Additional Deposit as and when required herein, Seller may enforce Buyer’s obligation to make the Additional Deposit and xxx to collect the same from Buyer, notwithstanding Seller’s termination of this Agreement and receipt of the Initial Deposit pursuant to the following Section 11.1. Buyer acknowledges and agrees that if it has not terminated this Agreement as of the expiration of the Due Diligence Period, Buyer’s obligation to make the Additional Deposit shall expressly survive any later termination of this Agreement by Seller for Buyer’s default.

Xxxxxxx Money Deposit. Within three Unless this Agreement terminates prior to the expiration of the Contingency Period, within one (31) business days Business Day after the Execution Date, and as a condition precedent to expiration of the effectiveness of this AgreementContingency Period, Buyer shall deposit in escrow the Initial Deposit with the Title Company Escrow Holder, by cashier’s check or by wire transfer or other immediately available funds the sum of Three Hundred Thousand Dollars ($300,000) (the “Initial Deposit”). If Buyer has not terminated this Agreement on or before the expiration of the Due Diligence Period as permitted herein, Buyer shall, on the first business day following the expiration of the Due Diligence Period, deposit an additional Six Hundred Thousand Dollars ($600,000) (the “Additional Deposit”) in escrow with the Title Company by wire transfer or other immediately available funds. The Initial Deposit and the Additional Deposit, as and when made as required herein, shall be referred to collectively as the “Deposit.” The Deposit shall be applied against a deposit on account of the Purchase Price on the Closing of this Transaction and shall otherwise be held and delivered by the Title Company in accordance with the provisions of Article 13Price. If Buyer fails timely to make the Initial Deposit as provided herein, Buyer shall be deemed to have elected to terminate this Agreement, and Seller and Buyer shall have no further liability hereunder except for obligations which by the express terms of this Agreement survive the termination of this Agreement. If Buyer fails to make the Additional Deposit as and when required herein, Seller may enforce BuyerImmediately upon Escrow Holder’s obligation to make the Additional Deposit and xxx to collect the same from Buyer, notwithstanding Seller’s termination of this Agreement and receipt of the Initial Deposit (and, if applicable, the Extension Deposit), Escrow Holder shall place the same in a single interest-bearing account reasonably acceptable to Buyer. The Xxxxxxx Money Deposit shall be deemed to include any interest accrued thereon. The Xxxxxxx Money Deposit (as and when paid to Escrow Holder) shall be held by Escrow Holder in accordance with this Agreement, and, if applicable, in accordance with Escrow Holder's standard form of escrow agreement which Buyer and Seller agree to execute in addition to this Agreement. If the transaction contemplated hereby closes as provided herein, the Xxxxxxx Money Deposit shall be paid to Seller and shall be credited toward the Purchase Price and Buyer shall pay through escrow to Seller the balance of the Purchase Price by wire transfer of immediately available funds net of the outstanding principal balance of the Loan, which shall be assumed by Buyer at Closing, and net of all prorations and other adjustments provided for in this Agreement. If this Agreement is terminated pursuant to the following Section 11.1. Buyer acknowledges and agrees that terms hereof or if it has the transactions do not terminated this Agreement as of close, the expiration of the Due Diligence Period, Buyer’s obligation to make the Additional Deposit shall expressly survive any later termination of be returned to Buyer or delivered to Seller as otherwise specified in this Agreement by Seller for Buyer’s defaultAgreement.

Xxxxxxx Money Deposit. Within three (3) two business days after the Execution DateEffective Date of this Contract, and Purchaser shall deposit xxxxxxx money in the form of a certified or cashier's check in the amount of $ 5,000.00 (the "Xxxxxxx Money") payable to American Title Company, 3131 Turtle Creek, Dallas, TX. Ph. 528-8916 (the "Title Company"), in its capacity as a condition precedent escrow agent, to be held in escrow pursuant to the effectiveness terms of this Agreement, Buyer shall Contract. Seller's acceptance of this Contract is expressly conditioned upon Purchaser's timely deposit in escrow of the Xxxxxxx Money with the Title Company Company. If Purchaser fails to timely deposit the Xxxxxxx Money, Seller may, at Seller's option, terminate this Contract by wire transfer delivering a written termination notice to Purchaser. Notwithstanding anything herein to the contrary, a portion of the Xxxxxxx Money in the amount of $ 100.00 shall be non-refundable and shall be distributed to Seller at Closing or other immediately available funds the sum termination of Three Hundred Thousand Dollars ($300,000) (the “Initial Deposit”)this Contract as full payment and independent consideration for Seller's performance under this Contract. If Buyer has not this Contract is properly terminated by Purchaser pursuant to a right of termination granted to Purchaser by any provision of this Agreement on Contract, or before any attached Addenda, the expiration of Xxxxxxx Money, less the Due Diligence Period as permitted herein, Buyer shall, on the first business day following the expiration of the Due Diligence Period, deposit an additional Six Hundred Thousand Dollars ($600,000) (the “Additional Deposit”) in escrow with the Title Company by wire transfer or other immediately available funds. The Initial Deposit and the Additional Deposit, as and when made as required hereinnon-refundable portion, shall be referred promptly refunded to collectively as the “Deposit.” The Deposit shall be applied against the Purchase Price on the Closing of this Transaction and shall otherwise be held and delivered by the Title Company in accordance with the provisions of Article 13. If Buyer fails timely to make the Initial Deposit as provided herein, Buyer shall be deemed to have elected to terminate this AgreementPurchaser, and Seller and Buyer the parties shall have no further liability hereunder rights or obligations under this Contract (except for obligations those which may expressly survive the termination). The Xxxxxxx Money [ x ]SHALL [ ] SHALL NOT be placed in an interest bearing account by the express terms of this Agreement survive the termination of this Agreement. If Buyer fails to make the Additional Deposit as Title Company, and when required herein, Seller may enforce Buyer’s obligation to make the Additional Deposit and xxx to collect the same from Buyer, notwithstanding Seller’s termination of this Agreement and receipt any interest earned thereon shall become a part of the Initial Deposit pursuant Xxxxxxx Money. At Closing the Xxxxxxx Money shall be applied to the following Section 11.1. Buyer acknowledges and agrees that if it has not terminated this Agreement as of the expiration of the Due Diligence Period, Buyer’s obligation to make the Additional Deposit shall expressly survive any later termination of this Agreement by Seller for Buyer’s defaultPurchase Price.

Xxxxxxx Money Deposit. Within three (3) business days after of the Execution Effective Date, and as a condition precedent Purchaser shall deliver to First American Title Company, National Commercial Services, 0000 Xxxxxx, Xxxxx 000, Xxxxxx Xxxx, Xxxxxxxx 00000, Attn: Xxxxx X. Xxxxxx (the effectiveness “Escrow Agent”) the Xxxxxxx Money Deposit in the amount of this Agreement, Buyer shall deposit in escrow with the Title Company by wire transfer or other immediately available funds the sum of Three One Hundred Thousand Dollars ($300,000100,000.00) (the “Initial Xxxxxxx Money Deposit”"). If Buyer has not terminated Escrow Agent shall hold the Xxxxxxx Money Deposit in accordance with the terms and conditions of this Agreement. Seller and Purchaser agree to execute reasonable documents as required by the Escrow Agent to allow the placement of the Xxxxxxx Money Deposit in an interest-bearing trust account in an institution whose deposits are insured by the FDIC or otherwise approved in writing by the Purchaser. The Xxxxxxx Money Deposit together with all interest accrued thereon shall collectively be deemed to be the Xxxxxxx Money Deposit and shall be, unless otherwise specified in this Agreement, (a) applied to the Purchase Price at Closing, if Closing occurs; or (b) returned to Purchaser in the event of Seller's default or failure of a condition hereunder, and Purchaser elects to terminate this Agreement on or before the transaction contemplated by this Agreement is not consummated; (c) returned to Purchaser if Purchaser notifies Seller prior to the expiration of the Due Diligence Study Period as permitted herein, Buyer shall, on the first business day following the expiration of the Due Diligence Period, deposit an additional Six Hundred Thousand Dollars ($600,000) (the “Additional Deposit”) in escrow with the Title Company by wire transfer or other immediately available funds. The Initial Deposit and the Additional Deposit, as and when made as required herein, shall be referred to collectively as the “Deposit.” The Deposit shall be applied against the Purchase Price on the Closing of this Transaction and shall otherwise be held and delivered by the Title Company in accordance with the provisions of Article 13. If Buyer fails timely to make the Initial Deposit as provided herein, Buyer shall be deemed to have elected to terminate this Agreement, and Seller and Buyer shall have no further liability hereunder except for obligations which by the express terms of this Agreement survive the termination of this Agreement. If Buyer fails to make the Additional Deposit as and when required herein, Seller may enforce Buyer’s obligation to make the Additional Deposit and xxx to collect the same from Buyer, notwithstanding Seller’s termination of this Agreement and receipt of the Initial Deposit pursuant to the following Section 11.1. Buyer acknowledges and agrees that if it has not terminated Purchaser terminates this Agreement as of the expiration of the Due Diligence Period, Buyer’s obligation to make the Additional Deposit shall expressly survive any later termination of provided in Section 4 below; or (d) as otherwise provided in this Agreement by Seller for Buyer’s defaultAgreement.”

Xxxxxxx Money Deposit. Within three Six (36) business days after the Execution Dateexecution of this --------------------- Agreement, MIKOHN shall pay to the law firm of Cooper, Perskie, April, Neidelman, Xxxxxxxxx & Xxxxxxxx ("Escrow Holder") a good xxxxx xxxxxxx money deposit of $1 million (the "Xxxxxxx Money Deposit"). The Escrow Holder shall be instructed to place the Xxxxxxx Money Deposit into an interest bearing account with an institution acceptable to MIKOHN and XXXXX. The Xxxxxxx Money Deposit and all accrued interest thereon shall be credited to the Purchase Price and paid to XXXXX at the Closing (defined below). In the event the transactions contemplated by this Agreement do not close on the Closing Date (as defined below) by reason of the failure of any of the conditions specified in Section 6 (the "Section 6 Conditions"), the Xxxxxxx Money Deposit and all accrued interest thereon shall be paid to MIKOHN. In the event the transactions contemplated by this Agreement do not close for any reason other than a failure of the Section 6 Conditions, and as a condition precedent to provided further that such reason is not the effectiveness result of this Agreementany negligent or intentional act or omission on the part of PGI or XXXXX, Buyer shall deposit in escrow with the Title Company by wire transfer or other immediately available funds the sum of Three Hundred Thousand Dollars ($300,000) (the “Initial Deposit”). If Buyer has not terminated if this Agreement on is terminated pursuant to Section 33.2.2, 33.2.3, 33.2.4 or before 33.2.5, the expiration Xxxxxxx Money Deposit and all accrued interest thereon shall be paid to XXXXX. Except in the case of a distribution described in the Due Diligence Period as permitted hereinimmediately preceding sentence, Buyer shall, all interest earned on the first business day following the expiration of the Due Diligence Period, deposit an additional Six Hundred Thousand Dollars ($600,000) (the “Additional Deposit”) in escrow with the Title Company by wire transfer or other immediately available funds. The Initial Deposit and the Additional Deposit, as and when made as required herein, shall be referred to collectively as the “Deposit.” The Xxxxxxx Money Deposit shall be applied against the Purchase Price on the Closing treated as interest income of this Transaction MIKOHN for federal and shall otherwise be held and delivered by the Title Company in accordance with the provisions of Article 13state income tax purposes. If Buyer fails timely to make the Initial Deposit as provided herein, Buyer shall be deemed to have elected to terminate this Agreement, and Seller and Buyer shall have no further liability hereunder except for obligations which by the express The terms of this Agreement survive the termination of this Agreement. If Buyer fails Section 3 shall be set forth in an escrow agreement mutually acceptable to make the Additional Deposit as MIKOHN and when required herein, Seller may enforce Buyer’s obligation to make the Additional Deposit and xxx to collect the same from Buyer, notwithstanding Seller’s termination of this Agreement and receipt of the Initial Deposit pursuant to the following Section 11.1. Buyer acknowledges and agrees that if it has not terminated this Agreement as of the expiration of the Due Diligence Period, Buyer’s obligation to make the Additional Deposit shall expressly survive any later termination of this Agreement by Seller for Buyer’s defaultXXXXX.

Xxxxxxx Money Deposit. A. Within three (3) business days after the Execution Effective Date, Purchaser shall deposit with Chicago Title Insurance Company, National Office, at 000 X. Xxxxx Street, 3rd Floor, Chicago, IL 60601, Attention: Xxxxxx X. Xxxxx, as the “Escrow Agent” and as “Title Company,” an xxxxxxx money deposit in cash in the amount of Two Hundred Thousand Dollars ($200,000) (“Initial Xxxxxxx Money Deposit”), together with a condition precedent to the effectiveness fully-executed copy of this Agreement. The Initial Xxxxxxx Money Deposit shall be refundable during the Inspection Period (as defined in Section 6) and as otherwise set forth in this Agreement and shall be credited to the Purchase Price upon the Closing. B. On or before the expiration of the Inspection Period, Buyer Purchaser shall deposit in into escrow with the Title Company by wire transfer or other immediately available funds the an additional sum of Three Hundred Thousand Dollars ($300,000) (the “Initial Supplementary Xxxxxxx Money Deposit”). If Buyer has not terminated this Agreement on or before , which collectively with the Initial Xxxxxxx Money Deposit shall be considered the “Xxxxxxx Money Deposit.” After the expiration of the Due Diligence Period as permitted hereinInspection Period, Buyer shall, on the first business day following the expiration all of the Due Diligence Period, deposit an additional Six Hundred Thousand Dollars ($600,000) (the “Additional Deposit”) in escrow with the Title Company by wire transfer or other immediately available funds. The Initial Deposit and the Additional Deposit, as and when made as required herein, shall be referred to collectively as the “Deposit.” The Xxxxxxx Money Deposit shall be applied against non-refundable, except as otherwise set forth in this Agreement, but shall be credited to the Purchase Price on the Closing of this Transaction at Closing. C. The Escrow Agent is authorized and shall otherwise be held and delivered by the Title Company instructed to act in accordance with the provisions this Section, Section 21 and all other terms of Article 13. If Buyer fails timely to make the Initial Deposit as provided herein, Buyer shall be deemed to have elected to terminate this Agreement, which shall constitute escrow instructions for this transaction, and Seller shall hold and Buyer shall have no further liability hereunder except for obligations which dispose of the Xxxxxxx Money Deposit and any additional deposits in strict compliance with this Agreement, as acknowledged by the express terms Escrow Agent at the end of this Agreement survive Agreement. The Xxxxxxx Money Deposit is to be invested in an interest bearing escrow account in a financial institution insured by the Federal Deposit Insurance Corporation chosen by Purchaser, with such account having a maturity date not later than the Closing Date (as defined in Section 8A). All interest earned on the Xxxxxxx Money Deposit shall be delivered to Seller at Closing, except in the event of an earlier termination of this Agreement. If Buyer fails to make , in which case, the Additional Deposit as and when required herein, Seller may enforce Buyer’s obligation to make interest earned shall be the Additional Deposit and xxx to collect the same from Buyer, notwithstanding Seller’s termination of this Agreement and receipt property of the Initial Deposit pursuant party entitled to the following Section 11.1. Buyer acknowledges and agrees that if it has not terminated this Agreement as of the expiration of the Due Diligence Period, Buyer’s obligation to make the Additional Deposit shall expressly survive any later termination of this Agreement by Seller for Buyer’s defaultXxxxxxx Money Deposit.

Xxxxxxx Money Deposit. 4.1.1 Within three (3) business days after the Execution Date, and as a condition precedent to the effectiveness of this AgreementPurchaser shall deposit, Buyer shall deposit in escrow with the Title Company by wire transfer or other immediately available funds transfer, the sum of Three One Hundred Twenty Thousand Dollars ($300,000120,000.00) with Escrow Agent as the initial deposit of Xxxxxxx Money (the “Initial Deposit”). If Buyer In the event that Purchaser has not deposited the Initial Deposit with the Escrow Agent on or before three (3) business days after the Execution Date, this Agreement shall be, and become terminated, null, void and of no further effect and neither party shall have further rights, duties, liabilities or obligations pursuant to this Agreement. 4.1.2 On or before three (3) business days following the Inspection Date, unless the Purchaser has terminated this Agreement on or before pursuant to the expiration provisions of Section 5 hereof, Purchaser shall deposit, by wire transfer, the Due Diligence Period as permitted herein, Buyer shall, on the first business day following the expiration further sum of the Due Diligence Period, deposit an additional Six Hundred Thousand Dollars ($600,000600,000.00) with Escrow Agent as an additional deposit of Xxxxxxx Money (the “Additional Deposit”) in escrow with ). 4.1.3 Upon expiration of the Title Company by wire transfer or other immediately available funds. The Inspection Date, the Initial Deposit and the Additional Deposit shall become non-refundable to Purchaser (unless Seller shall default hereunder), but the Initial Deposit, as the Additional Deposit, and when made as required herein, all interest earned thereon shall be referred applicable to collectively as the “Deposit.” The Deposit shall be applied against the Purchase Price on at Closing. 4.1.4 As received, Escrow Agent will promptly invest the Closing of this Transaction Xxxxxxx Money and shall otherwise be held and delivered by the Title Company disburse same in accordance with the terms, conditions and provisions of Article 13. If Buyer fails timely to make the Initial Deposit as provided herein, Buyer shall be deemed to have elected to terminate this Agreement, and Seller and Buyer shall have no further liability hereunder except for obligations which by the express terms of this Agreement survive the termination of this Agreement. If Buyer fails Escrow Agent shall deposit the Xxxxxxx Money in a federally insured interest bearing account. Interest and income earned thereon (“Escrow Earnings”) shall be the sole property of Purchaser regardless of whether the transactions contemplated hereby are closed or consummated, unless the Xxxxxxx Money is paid to make the Additional Deposit Seller as and when required herein, Seller may enforce Buyer’s obligation to make the Additional Deposit and xxx to collect the same from Buyer, notwithstanding Seller’s termination of this Agreement and receipt a part of the Initial Deposit pursuant to liquidated damages provided for in Section 12. The Xxxxxxx Money, together with the following Section 11.1. Buyer acknowledges and agrees that if it has not terminated this Agreement as Escrow Earnings, constitute the entire amount of the expiration of the Due Diligence Period, Buyer’s obligation to make the Additional Deposit shall expressly survive any later termination of this Agreement liquidated damages which are contemplated by Seller for Buyer’s defaultsaid Section 12.

Xxxxxxx Money Deposit. Within three Six (36) business days after the Execution Date, and as a condition precedent to the effectiveness execution --------------------- of this Agreement, Buyer MIKOHN shall pay to the law firm of Cooper, Perskie, April, Neidelman, Xxxxxxxxx & Xxxxxxxx ("Escrow Holder") a good xxxxx xxxxxxx money deposit in escrow with the Title Company by wire transfer or other immediately available funds the sum of Three Hundred Thousand Dollars ($300,000) 1 million (the “Initial "Xxxxxxx Money Deposit”"). If Buyer has not terminated The Escrow Holder shall be instructed to place the Xxxxxxx Money Deposit into an interest bearing account with an institution acceptable to MIKOHN and XXXXX. The Xxxxxxx Money Deposit and all accrued interest thereon shall be credited to the Purchase Price and paid to XXXXX at the Closing (defined below). In the event the transactions contemplated by this Agreement do not close on or before the expiration Closing Date (as defined below) by reason of the Due Diligence Period as permitted hereinfailure of any of the conditions specified in Section 6 (the "Section 6 Conditions"), Buyer shallthe Xxxxxxx Money Deposit and all accrued interest thereon shall be paid to MIKOHN. In the event the transactions contemplated by this Agreement do not close for any reason other than a failure of the Section 6 Conditions, and provided further that such reason is not the result of any negligent or intentional act or omission on the first business day following part of PGI or XXXXX, or if this Agreement is terminated pursuant to Section 33.2.2, 33.2.3, 33.2.4 or 33.2.5, the expiration of the Due Diligence Period, deposit an additional Six Hundred Thousand Dollars ($600,000) (the “Additional Deposit”) in escrow with the Title Company by wire transfer or other immediately available funds. The Initial Xxxxxxx Money Deposit and the Additional Deposit, as and when made as required herein, all accrued interest thereon shall be referred paid to collectively as XXXXX. Except in the “Deposit.” The case of a distribution described in the immediately preceding sentence, all interest earned on the Xxxxxxx Money Deposit shall be applied against the Purchase Price on the Closing treated as interest income of this Transaction MIKOHN for federal and shall otherwise be held and delivered by the Title Company in accordance with the provisions of Article 13state income tax purposes. If Buyer fails timely to make the Initial Deposit as provided herein, Buyer shall be deemed to have elected to terminate this Agreement, and Seller and Buyer shall have no further liability hereunder except for obligations which by the express The terms of this Agreement survive the termination of this Agreement. If Buyer fails Section 3 shall be set forth in an escrow agreement mutually acceptable to make the Additional Deposit as MIKOHN and when required herein, Seller may enforce Buyer’s obligation to make the Additional Deposit and xxx to collect the same from Buyer, notwithstanding Seller’s termination of this Agreement and receipt of the Initial Deposit pursuant to the following Section 11.1. Buyer acknowledges and agrees that if it has not terminated this Agreement as of the expiration of the Due Diligence Period, Buyer’s obligation to make the Additional Deposit shall expressly survive any later termination of this Agreement by Seller for Buyer’s defaultXXXXX.

Xxxxxxx Money Deposit. Within three (3) business days after following the Execution Effective Date, and as a condition precedent to the effectiveness of this Agreement, Buyer Purchaser shall deposit in escrow with the Title Company by wire transfer or other immediately available funds Escrow Agent (000 Xxxxx Xxxxxx Xxxxxx, Xxxxx 000, Xxxxxxx, Xxxxxxx 00000, Phone: 000-000-0000) the sum of Three Hundred Fifty Thousand Dollars ($300,00050,000.00) by wire transfer of immediately available funds (the “Initial Deposit”). If Buyer Purchaser has not terminated this Agreement on or before Agreement, then at the expiration conclusion of the Due Diligence Inspection Period as permitted herein(described in Article 3), Buyer shall, on the first business day following the expiration of the Due Diligence Period, Purchaser shall deposit an additional Six Hundred Fifty Thousand Dollars ($600,00050,000.00) with Escrow Agent (the “Additional Deposit”) in escrow with the Title Company by wire transfer or other immediately available funds). The Initial Deposit and the Additional Deposit, as and when made as required herein, Deposit shall be collectively referred to collectively as the “Deposit.” ”. The Escrow Agent shall invest the Deposit shall be applied against the Purchase Price on the Closing of this Transaction pursuant to Purchaser’s directions and shall otherwise be held and delivered by the Title Company in accordance with the provisions terms and conditions of Article 13ARTICLE 9. If Buyer fails timely to make All interest accruing and other income earned on such sum shall become a part of the Initial Deposit as provided herein, Buyer and shall be deemed to have elected to terminate this Agreement, and Seller and Buyer shall have no further liability hereunder except for obligations which by distributed as a part of the express Deposit in accordance with the terms of this Agreement survive the termination of this Agreement. If Buyer fails In any event, if Purchaser is entitled to make have Deposit returned to Purchaser pursuant to any provision of this Agreement, then One Hundred Dollars ($100.00) of the Additional Deposit shall nevertheless be paid to Seller as good and when required hereinsufficient consideration for entering into this Agreement. In addition, Seller may enforce Buyer’s obligation to make acknowledges that Purchaser, in evaluating the Additional Deposit Property and xxx to collect the same from Buyer, notwithstanding Seller’s termination of this Agreement and receipt performing its due diligence investigation of the Initial Deposit pursuant to the following Section 11.1. Buyer acknowledges Property, will devote internal resources and agrees incur expenses, and that if it has not terminated such efforts and expenses of Purchaser also constitute good, valuable and sufficient consideration for this Agreement as of the expiration of the Due Diligence Period, Buyer’s obligation to make the Additional Deposit shall expressly survive any later termination of this Agreement by Seller for Buyer’s defaultAgreement.

Xxxxxxx Money Deposit. Within three (3) business days after following the Execution Effective Date, and as a condition precedent Purchaser shall deliver to the effectiveness of this Agreement, Buyer shall deposit in escrow with the Title Company by wire transfer or other immediately available funds (as defined in Section 4(a) hereof) an xxxxxxx money deposit in the sum amount of Three Hundred Thousand Dollars ($300,000) 100,000.00 (the “Initial Deposit”). At the end of the Due Diligence Period and within three (3) business days after delivery of the Continuation Notice (as hereinafter defined), Purchaser shall deliver to Title Company an additional deposit in the amount of $100,000.00 (the “Additional Deposit”). The Initial Deposit and the Additional Deposit and all interest earned thereon shall be referred to herein as the “Deposit”. The Title Company will act as escrow agent and invest the xxxxxxx money deposit in a federally insured institution at the highest money market rate available. The Deposit shall be paid in Good Funds. The Deposit shall be applied on a pro-rata basis to the Initial Purchase Price due at each Closing. If Buyer has not this Contract is terminated this Agreement on or before prior to the expiration of the Due Diligence Period as permitted hereinfor any reason, Buyer shall, on the first business day following the expiration of Initial Deposit shall be refunded to Purchaser. If this Contract is terminated after the Due Diligence PeriodPeriod and prior to the Deposit being fully applied to the Purchase Price at the last Closing, deposit an additional Six Hundred Thousand Dollars ($600,000) (the “Additional Deposit”) in escrow with unapplied portion of the Title Company by wire transfer or other immediately available funds. The Initial Deposit and the Additional Deposit, as and when made as required herein, shall be referred to collectively as the “Deposit.” The Deposit shall be applied against paid to Seller, except in the Purchase Price on the Closing case of a termination of this Transaction and shall otherwise be held and delivered by Contract pursuant to a provision that expressly entitles Purchaser to a refund of the Title Company in accordance with the provisions of Article 13. If Buyer fails timely to make the Initial Deposit as provided elsewhere herein, Buyer shall be deemed to have elected to terminate this Agreement, and Seller and Buyer shall have no further liability hereunder except for obligations which by the express terms of this Agreement survive the termination of this Agreement. If Buyer fails to make the Additional Deposit as and when required herein, Seller may enforce Buyer’s obligation to make the Additional Deposit and xxx to collect the same from Buyer, notwithstanding Seller’s termination of this Agreement and receipt of the Initial Deposit pursuant to the following Section 11.1. Buyer acknowledges and agrees that if it has not terminated this Agreement as of the expiration of the Due Diligence Period, Buyer’s obligation to make the Additional Deposit shall expressly survive any later termination of this Agreement by Seller for Buyer’s default.

Xxxxxxx Money Deposit. (a) Within three (3) business days after of the Execution Effective Date, and as a condition precedent to the effectiveness of this Agreement, Buyer Purchaser shall deposit in escrow with the Title Company by wire transfer or other immediately available funds (as defined in Section 4.1, below) the sum of Three Five Hundred Thousand Dollars and No/100 ($300,000500,000.00) (as the “Initial Xxxxxxx Money Deposit”). If Buyer ” under this Contract, and the Title Company shall place the Initial Xxxxxxx Money Deposit in an interest bearing account. (b) Provided that Purchaser has not terminated this Agreement on or before the expiration of the Due Diligence Period as permitted hereinContract, Buyer shall, on the first business day following the expiration of the Due Diligence Period, Purchaser shall deposit an additional Six Five Hundred Thousand Dollars and No/100 ($600,000500,000.00) with Dakota (on behalf of Dakota and Miner’s) no later than August 1, 2012 (the “Additional Xxxxxxx Money Deposit”). (c) in escrow with the Title Company by wire transfer or other immediately available funds. The Initial Xxxxxxx Money Deposit and the Additional Deposit, as and when made as required herein, Xxxxxxx Money Deposit shall be referred to collectively in this Contract as the “Xxxxxxx Money Deposit”.” The Deposit shall be applied against (d) In the Purchase Price on event that the Closing Purchaser, in Purchaser’s sole discretion, elects to terminate the Contract by the end of this Transaction the Inspection Period pursuant to Purchaser’s rights in Sections 4.2, 5.2 and shall otherwise be held and delivered by 6.1, below, the Title Company in accordance with the provisions of Article 13. If Buyer fails timely to make shall immediately return the Initial Xxxxxxx Money Deposit to the Purchaser (without the necessity of the consent of Seller). (e) In the event that the Purchaser, in Purchaser’s sole discretion, elects not to terminate the Contract by the end of the Inspection Period pursuant to Purchaser’s rights in Sections 4.2, 5.2 and 6.1, below, the Title Company shall disburse the Initial Xxxxxxx Money Deposit to Dakota (on behalf Dakota and Miner’s) and the total Xxxxxxx Money Deposit shall become non-refundable, except as provided herein, Buyer shall be deemed to have elected to terminate otherwise in this Agreement, and Seller and Buyer shall have no further liability hereunder except for obligations which by the express terms of this Agreement survive the termination of this Agreement. If Buyer fails to make the Additional Deposit as and when required herein, Seller may enforce Buyer’s obligation to make the Additional Deposit and xxx to collect the same from Buyer, notwithstanding Seller’s termination of this Agreement and receipt of the Initial Deposit pursuant to the following Section 11.1. Buyer acknowledges and agrees that if it has not terminated this Agreement as of the expiration of the Due Diligence Period, Buyer’s obligation to make the Additional Deposit shall expressly survive any later termination of this Agreement by Seller for Buyer’s defaultContract.