Escrow Agreement Sample Contracts

Aptorum Group Ltd – Document Escrow Agreement (September 5th, 2018)
Pacific Therapeutics Ltd. – Escrow Agreement (August 24th, 2018)

This Escrow Agreement ("Agreement") is made and entered into as of this 18th day of October, 2017, by and between Tower Construction & Technical Services, Inc. ("TCTS"), and its shareholders, Angel Hernandez ("Hernandez") and Harold Ramirez ("Ramirez") (Hernandez and Ramirez collectively referred to as the "Shareholders"), Tower One Wireless Corp. ("Tower"), (hereinafter collectively referred to the "Parties") and The Josephs Law Finn ("Escrow Agent").

Chicken Soup for the Soul Entertainment, Inc. – Noncompete Escrow Agreement (August 17th, 2018)

ESCROW AGREEMENT ("Agreement") dated as of August ___, 2018 by and among Chicken Soup for the Soul Entertainment Inc., a Delaware corporation ("CSSE"), Adam Mosam ("Mosam"), who is the principal stockholder of Pivotshare, Inc. ("Pivotshare"), and Graubard Miller, as escrow agent (the "Escrow Agent"). Capitalized terms used herein that are not otherwise defined herein shall have the meanings ascribed to them in the stock purchase agreement by and among CSSE, Pivotshare, Mosam and all of the other stockholders of Pivotshare, dated as of August 14, 2018 (the "Stock Purchase Agreement").

Escrow Agreement (August 10th, 2018)

ESCROW AGREEMENT, dated as of August 10, 2018 (this "Agreement"), by and among One Horizon Group, Inc., a Delaware corporation (the "Company"), Sargon Petros, Mark Hogbin, Rita Liu and Jeremy Chung (collectively, the ("Stockholders"), and Mandelbaum Salsburg P.C. (the "Agent").

Gpods, Inc. – Escrow Agreement (August 2nd, 2018)

This agreement (this "Agreement") is dated as of July 27, 2018 by and between GPods, Inc. ("Company") located at 1308 Oak Avenue, Carlsbad, California 92008 and Krueger LLP located at 7486 La Jolla Boulevard, La Jolla, California 92037 ("Escrow Agent").

Aptorum Group Ltd – Document Escrow Agreement (July 13th, 2018)
Issuer Direct Corp – Escrow Agreement (July 5th, 2018)

This Escrow Agreement (this "Agreement") entered into on as of July 3, 2018 by and among Issuer Direct Corporation, a Delaware corporation ("Issuer Direct"), ACCESSWIRE Canada Ltd., a body corporate incorporated under the Business Corporations Act (Alberta) ("ACCESSWIRE Canada"), Fred Gautreau (the "Seller") and Quick Law Group P.C., a Colorado professional corporation (the "Escrow Agent"). Issuer Direct and ACCESSWIRE are referred to collectively herein as the "Buyer." The Buyer and the Seller are referred to collectively herein as the "Parties."

Puhui Wealth Investment Management Co., Ltd. – Escrow Agreement (Public Offering) (June 26th, 2018)

THIS AGREEMENT (this "Agreement") is made this _______________, 2018 by and among Puhui Wealth Investment Management Co., Ltd. (the "Issuer") and the Underwriter whose name and address appears on the Information Sheet (as defined herein) attached to this Agreement and Continental Stock Transfer & Trust Company, 1 State Street, 30th Floor, New York, New York 10004 (the "Escrow Agent").

Provention Bio, Inc. – Escrow Agreement (Public Offering) (June 20th, 2018)

THIS AGREEMENT (this "Agreement") is made this June __, 2018 by and among Provention Bio, Inc. (the "Issuer") and the Underwriter whose name and address appears on the Information Sheet (as defined herein) attached to this Agreement and Continental Stock Transfer & Trust Company, 1 State Street, 30th Floor, New York, New York 10004 (the "Escrow Agent").

Wah Fu Education Group Ltd – Escrow Agreement (June 15th, 2018)

THIS AGREEMENT (this "Agreement") is made this , 2018 by and among Wah Fu Education Group Limited (the "Issuer") and the Underwriter whose name and address appears on the Information Sheet (as defined herein) attached to this Agreement and Continental Stock Transfer & Trust Company, 1 State Street, 30th Floor, New York, New York 10004 (the "Escrow Agent").

Pancretec Inc – Escrow Agreement (June 15th, 2018)

THIS ESCROW AGREEMENT, dated as of June 8, 2018, by and among ACOLOGY, INC., a Florida corporation (the "Company"), MARK HAINBACH (the "Seller") and ESCROW, LLC (the "Escrow Holder" and, together with the Company and the Seller, the "Parties"),

Oaktree Real Estate Income Trust, Inc. – Escrow Agreement (June 14th, 2018)

THIS ESCROW AGREEMENT dated as of May 9th, 2018 (this Agreement), is entered into by and among Oaktree Real Estate Income Trust, Inc., a Maryland corporation (the Company) and UMB Bank, N.A., as escrow agent (the Escrow Agent).

Rodin Income Trust, Inc. – Rodin Income Trust, Inc. Escrow Agreement (June 14th, 2018)

THIS ESCROW AGREEMENT (this "Agreement"), is made and entered into as of June 5, 2018 by and among Rodin Income Trust, Inc., a Maryland corporation (the "Company"), Cantor Fitzgerald & Co., a New York general partnership, as dealer manager for the Company (the "Dealer Manager"), and UMB Bank, N.A., as escrow agent (the "Escrow Agent").

CLPS Inc – Escrow Agreement (May 18th, 2018)

THIS AGREEMENT (this "Agreement") is made this __________________ by and among CLPS Incorporation, a Cayman Islands company (the "Issuer"), the Underwriter whose name and address appears on the Information Sheet (as defined herein) attached to this Agreement and Continental Stock Transfer & Trust Company, 1 State Street, 30th Floor, New York, New York 10004 (the "Escrow Agent"). Capitalized term used herein and not otherwise defined herein shall have the respective meaning set forth in the Underwriting Agreement (as defined below).

CNL Strategic Capital, LLC – Escrow Agreement (May 15th, 2018)

This ESCROW AGREEMENT (this Agreement) is dated this 14th day of February, 2018, by and among CNL Strategic Capital, LLC, a Delaware limited liability company (the Company), UMB Bank, N.A. (the Escrow Agent) and CNL Securities Corp. (the Managing Dealer), (collectively, the Parties). This Agreement shall be effective as of the effective date of the Companys registration statement filed with the Securities and Exchange Commission containing the Prospectus (as defined below) (the Effective Date).

Apergy Corp – Escrow Agreement (May 7th, 2018)

THIS ESCROW AGREEMENT (as the same may be amended or modified from time to time pursuant hereto, this Agreement) is made and entered into as of May 3, 2018, by and among Wells Fargo Bank, National Association, as trustee under the Indenture (as defined below) (in such capacity, the Trustee), Apergy Corporation, a Delaware corporation (the Issuer and, together with the Trustee, sometimes referred to individually as a Party or collectively as the Parties), and JPMorgan Chase Bank, N.A., in its capacities as escrow agent and, as applicable, bank (the Escrow Agent). All capitalized terms used but not defined herein shall have the meanings ascribed to them in the Indenture; provided the Escrow Agent shall not be deemed to have any knowledge of or obligation with respect to the meaning of any capitalized term not defined herein.

Apergy Corp – SECTION 11.07 Notes Payable on Redemption Date 96 SECTION 11.08 Notes Redeemed in Part 96 SECTION 11.09 [Reserved] 96 SECTION 11.10 Special Mandatory Redemption 96 ARTICLE TWELVE GUARANTEES SECTION 12.01 Guarantees 97 SECTION 12.02 Severability 99 SECTION 12.03 Restricted Subsidiaries 99 SECTION 12.04 Limitation of Guarantors Liability 99 SECTION 12.05 Contribution 99 SECTION 12.06 Subrogation 99 SECTION 12.07 Reinstatement 100 SECTION 12.08 Release of a Guarantor 100 SECTION 12.09 Benefits Acknowledged 100 SECTION 12.10 Effectiveness of Guarantees 100 ARTICLE THIRTEEN LEGAL DEFEASANCE AND COV (May 7th, 2018)

INDENTURE dated as of May 3, 2018 (this Indenture), among (a) Apergy Corporation, a Delaware corporation (the Issuer), (b) upon consummation of the Spin-off (as defined herein) and execution and delivery of the supplemental indenture substantially in the form of Exhibit A hereto, certain subsidiaries of the Issuer, as Guarantors (as defined herein), and (c) Wells Fargo Bank, National Association, a national banking association organized under the laws of the United States, as Trustee (the Trustee).

Christopher & Banks – Escrow Agreement (May 2nd, 2018)

THIS ESCROW AGREEMENT (this "Agreement") is made as of April 27, 2018, by and among 2400 XENIUM, LLC, a Minnesota limited liability company ("Landlord"), CHRISTOPHER & BANKS CORPORATION, a Delaware corporation ("Tenant"), and OLD REPUBLIC NATIONAL TITLE INSURANCE COMPANY (the "Escrow Agent"), as escrow agent.

Pure Acquisition Corp. – Escrow Agreement (April 18th, 2018)

ESCROW AGREEMENT, dated as of April 12, 2018 (Agreement), by and among HighPeak Pure Acquisition, LLC, a Delaware limited liability company (the Sponsor), and CONTINENTAL STOCK TRANSFER & TRUST COMPANY, a New York corporation (Escrow Agent) and Pure Acquisition Corp, a Delaware corporation (the Company).

Oaktree Real Estate Income Trust, Inc. – Escrow Agreement (April 12th, 2018)
Wah Fu Education Group Ltd – Escrow Agreement (April 11th, 2018)

THIS AGREEMENT (this "Agreement") is made this , 2018 by and among Wah Fu Education Group Limited (the "Issuer") and the Underwriter whose name and address appears on the Information Sheet (as defined herein) attached to this Agreement and Continental Stock Transfer & Trust Company, 1 State Street, 30th Floor, New York, New York 10004 (the "Escrow Agent").

Pure Acquisition Corp. – Escrow Agreement (April 10th, 2018)

ESCROW AGREEMENT, dated as of [*], 2018 (Agreement), by and among HighPeak Pure Acquisition, LLC, a Delaware limited liability company (the Sponsor), and CONTINENTAL STOCK TRANSFER & TRUST COMPANY, a New York corporation (Escrow Agent) and Pure Acquisition Corp, a Delaware corporation (the Company).

Escrow Agreement (March 21st, 2018)

ESCROW AGREEMENT, made as of the 30th day of December 30, 1985, by and among PROTECTIVE LIFE CORPORATION, a corporation duly organized and validly existing under the laws of the State of Delaware ("Seller"), PROTECTIVE LIFE INSURANCE COMPANY, a corporation duly organized under the laws of the State of Alabama and a wholly-owned subsidiary of Seller, AMERICAN FOUNDATION LIFE INSURANCE COMPANY, a corporation duly organized under the laws of the State of Alabama and a wholly-owned subsidiary of Seller, UNITED FOUNDERS LIFE INSURANCE COMPANY, a corporation duly organized under the laws of the State of Oklahoma and a wholly-owned subsidiary of Seller, NATIONAL WESTMINSTER BANK USA, a national banking association ("NatWest USA"), and SOUTHTRUST BANK OF ALABAMA, NATIONAL ASSOCIATION (herein called the "Escrow Agent").

Seaspan Corporation – Escrow Agreement (March 14th, 2018)

This Escrow Agreement, dated this 13th day of March, 2018 (this Escrow Agreement), is entered into by and among SEASPAN CORPORATION, a corporation incorporated under the laws of the Republic of the Marshall Islands (Buyer), GREATER CHINA INDUSTRIAL INVESTMENTS LLC, a limited liability company formed under the laws of the Republic of the Marshall Islands (the Holder Representative and, together with Buyer, the Parties and, each individually, a Party), and WILMINGTON TRUST, N.A., as escrow agent (the Escrow Agent). Capitalized terms used and not otherwise defined herein have the meanings ascribed to such terms in the Merger Agreement (as defined below).

Jerash Holdings (US), Inc. – Escrow Agreement (Public Offering) (March 5th, 2018)

THIS AGREEMENT (this "Agreement") is made this March__, 2018 by and among Jerash Holdings (US), Inc. (the "Issuer") and the Underwriter whose name and address appears on the Information Sheet (as defined herein) attached to this Agreement and Continental Stock Transfer & Trust Company, 1 State Street, 30th Floor, New York, New York 10004 (the "Escrow Agent").

Amendment No. 3 to Escrow Agreement (March 2nd, 2018)

This Amendment No. 3 (this "Amendment") to the Original Escrow Agreement (as defined below) is entered into as of January 30, 2018, between WMIH Corp., a Delaware corporation as successor to WMI Holdings Corp., a Washington corporation (the "Company"), and Citibank, N.A., a national banking association organized and existing under the laws of the United States of America ("Citibank") and acting through its Agency and Trust Division and solely in its capacity as escrow agent under this Amendment, and any successors appointed pursuant to the terms of the Escrow Agreement (as defined below) (Citibank, in such capacity, the "Escrow Agent"), to amend the Original Escrow Agreement, dated as of January 5, 2015, as amended by the First Amendment to Escrow Agreement, dated November 12, 2015, as further amended by the Amendment No. 2 to Escrow Agreement, dated December 8, 2017 (the "Original Escrow Agreement" and as amended by this Amendment, the "Escrow Agreement"), by and between the Company a

Sustinere Holdings, Inc. – Escrow Agreement (March 1st, 2018)

This Escrow Agreement (the "Agreement") is made and entered into as of March 1, 2018, by and among Sustinere Holdings, Inc., a Nevada corporation (the "Company," "Registrant" or "Client"), and Brinen & Associates, LLC, a New Jersey limited lability corporation (the "Escrow Agent"), both collectively the "Parties." This Agreement shall be effective as provided in Paragraph 1 below.

Venaxis – Escrow Agreement (February 16th, 2018)

WHEREAS pursuant to the provisions of the Asset Purchase Agreement dated as at February 15, 2018 (the "Asset Purchase Agreement"), among the Vendor and the Purchaser, the Purchaser has agreed to purchase from the Vendor certain assets being 3,000 Bitmain Antminer S9 model & 3,000 PSU more fully described on Schedule I to the Asset Purchase Agreement (the "Assets");

JM Global Holding Co – Escrow Agreement (February 9th, 2018)

This ESCROW AGREEMENT (this "Agreement") is made and entered into as of February 6, 2018, by and among: (i) JM Global Holding Company, a Delaware corporation, which will be known after the consummation of the transactions contemplated by the Share Exchange Agreement (as defined below) as "TMSR Holding Purchaser Limited" (including any successor entity thereto, "Purchaser"); (ii) Zhong Hui Holding Limited, a Republic of Seychelles registered company, in the capacity under the Share Exchange Agreement as the Purchaser Representative (including any successor Purchaser Representative appointed in accordance therewith, the "Purchaser Representative"); (iii) Chuanliu Ni, a Chinese citizen, in the capacity as the Seller Representative under the Share Exchange Agreement (including any successor Seller Representative appointed pursuant to and in accordance therewith, the "Seller Representative"); and (iv) Continental Stock Transfer & Trust Company, as escrow agent (the "Escrow Agent"). Capitali

Nuveen Global Cities REIT, Inc. – Purchase and Sale and Escrow Agreement (January 24th, 2018)

THIS PURCHASE AND SALE AND ESCROW AGREEMENT (this Agreement) dated as of the 18th day of December 2017 (the Effective Date), is made by and between 6400 BROADWAY STREET INVESTORS LLC, a Delaware limited liability company (Broadway Seller), 2475 W. 2ND AVENUE INVESTORS LLC, a Delaware limited liability company (Bryant Street Quad Seller), 16600 TABLE MOUNTAIN PARKWAY INVESTORS LLC, a Delaware limited liability company (Table Mountain Seller), jointly and severally (collectively or individually, Seller), with an office at 10 State House Square, 15th Floor, Hartford, CT 06103-3604, and NR DENVER INDUSTRIAL PORTFOLIO LLC, a Delaware limited liability company (Purchaser), with an office at c/o TH Real Estate, 560 Mission Street, 10th Floor, San Francisco, CA 94105.

Sports Supplement Group Inc. – Escrow Agreement (January 8th, 2018)

FOR VALUE RECEIVED, the undersigned, Luthor Web Development, Inc., a Florida Corporation, (Escrow Agent) , hereby promises to accept deposits into its account on behalf of and

1St Constitution Bancorp [Nj] – Escrow Agreement (December 27th, 2017)

WHEREAS, the Shareholders are former shareholders of New Jersey Community Bank ("NJCB") that did not perfect their dissenters' rights under Section 17:9A-140 of the New Jersey Banking Act of 1948, as amended, in connection with the merger (the "Merger") of NJCB with and into 1st Constitution Bank, a New Jersey state commercial bank and the wholly-owned banking subsidiary of 1st Constitution (the "Bank"), contemplated by the Agreement and Plan of Merger, dated as of November 6, 2017 (the "Merger Agreement"), by and among 1st Constitution, the Bank and NJCB;

Escrow Agreement (December 22nd, 2017)

THIS ESCROW AGREEMENT, dated as of December 22, 2017 (Escrow Agreement), is by and among Itron, Inc., a Washington corporation (Depositor), U.S. BANK NATIONAL ASSOCIATION, a national banking association, as escrow agent hereunder (in such capacity, Escrow Agent) and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as trustee under the Indenture (as defined below) (in such capacity, Trustee and, together with Escrow Agent and Depositor, the Parties).

Concurrent Computer Corporation – Escrow Agreement (December 15th, 2017)

THIS ESCROW AGREEMENT (this "Agreement"), is made and entered into as of this 15th day of December, 2017 (the "Effective Date"), by and among VECIMA NETWORKS INC., a corporation existing under the laws of Canada (the "Purchaser"), CONCURRENT COMPUTER CORPORATION, a Delaware corporation (the "Seller"), and SUNTRUST BANK, a Georgia banking corporation, as escrow agent (the "Escrow Agent"). The Purchaser, the Seller and the Escrow Agent are each referred to herein as a "Party" and collectively as the "Parties."

Repros Therapeutics Inc. – Escrow Agreement (December 12th, 2017)

THIS ESCROW AGREEMENT (as the same may be amended or modified from time to time pursuant hereto, this "Agreement") is entered into as of December [ ], 2017, by and among Allergan Sales, LLC ("Parent"), Repros Therapeutics Inc. (the "Company", and together with Parent, sometimes referred to individually as "Party" and collectively as the "Parties"), and JPMorgan Chase Bank, N.A. ("Escrow Agent").