Common use of Escrowed Funds Clause in Contracts

Escrowed Funds. On or before February 9, 2010, Migami will deposit the sum of $100,000 for Seller and Other Sellers, in an escrow account pursuant to an agreement reasonably acceptable to Seller and Other Sellers (“Escrow Agreement”). On or before February 19, 2010, Migami will deposit an additional $75,000 in escrow for Seller and Other Sellers pursuant to the Escrow Agreement. On or before March 1, 2010, Migami will deposit an additional $550,000 in escrow for Seller and Other Sellers pursuant to the Escrow Agreement. Provided the first two above described deposits are timely made, the date in Section 4(c)(v) shall be adjourned to March 2, 2010. Provided all three such deposits are timely made, the date in Section 4(c)(v) shall be adjourned to March 15, 2010. The Escrow Agreement will include a condition that, provided a Closing Date has not yet arrived, Migami may further adjourn the date set forth in Section 4(c)(v) one calendar day for each additional $21,735 deposited in escrow pursuant to the Escrow Agreement. The escrowed funds will be pledged to secure the payment to Seller and Other Sellers, pro rata, of the difference between the Aggregate Purchase Price and the actual total cost of the Shares to Seller as set forth on Schedule A hereto. The failure to timely make any such escrow deposits shall constitute a default of Buyer’s obligations under this Agreement, make void the Proxy granted in Section 3 above and relieve Seller (but not Buyer, Migami or Park) of any obligations under this Agreement.