Stamps.com 2011 Annual Report Download - page 82

Download and view the complete annual report

Please find page 82 of the 2011 Stamps.com annual report below. You can navigate through the pages in the report by either clicking on the pages listed below, or by using the keyword search tool below to find specific information within the annual report.

Page out of 133

  • 1
  • 2
  • 3
  • 4
  • 5
  • 6
  • 7
  • 8
  • 9
  • 10
  • 11
  • 12
  • 13
  • 14
  • 15
  • 16
  • 17
  • 18
  • 19
  • 20
  • 21
  • 22
  • 23
  • 24
  • 25
  • 26
  • 27
  • 28
  • 29
  • 30
  • 31
  • 32
  • 33
  • 34
  • 35
  • 36
  • 37
  • 38
  • 39
  • 40
  • 41
  • 42
  • 43
  • 44
  • 45
  • 46
  • 47
  • 48
  • 49
  • 50
  • 51
  • 52
  • 53
  • 54
  • 55
  • 56
  • 57
  • 58
  • 59
  • 60
  • 61
  • 62
  • 63
  • 64
  • 65
  • 66
  • 67
  • 68
  • 69
  • 70
  • 71
  • 72
  • 73
  • 74
  • 75
  • 76
  • 77
  • 78
  • 79
  • 80
  • 81
  • 82
  • 83
  • 84
  • 85
  • 86
  • 87
  • 88
  • 89
  • 90
  • 91
  • 92
  • 93
  • 94
  • 95
  • 96
  • 97
  • 98
  • 99
  • 100
  • 101
  • 102
  • 103
  • 104
  • 105
  • 106
  • 107
  • 108
  • 109
  • 110
  • 111
  • 112
  • 113
  • 114
  • 115
  • 116
  • 117
  • 118
  • 119
  • 120
  • 121
  • 122
  • 123
  • 124
  • 125
  • 126
  • 127
  • 128
  • 129
  • 130
  • 131
  • 132
  • 133

Agreement
NOW, THEREFORE
, incorporating the foregoing recitals, and in consideration of the mutual covenants and agreements
contained herein and for other good and valuable consideration, the receipt and sufficiency of which are acknowledged, Seller and Buyer agree
that the terms and conditions of this Agreement and the instructions to Chicago Title Insurance Company (" Escrow Holder
"), with regard to
the escrow (" Escrow ") created pursuant hereto are as follows:
1. Purchase and Sale .
Seller agrees to sell the Property to Buyer, and Buyer agrees to purchase the Property from Seller, upon
the terms and conditions set forth in this Agreement.
2. Purchase Price . The purchase price (" Purchase Price
") for the Property shall be as set forth above in the Basic
Provisions, and shall be paid in accordance with the terms of Paragraph 3 below.
3. Payment of Purchase Price .
The Purchase Price for the Property shall be paid by Buyer as set forth below in this
Paragraph 3 .
3.1 Deposit .
Within two (2) business days after the Opening of Escrow, Buyer shall deposit or cause to be deposited
with Escrow Holder the Deposit (as defined in the Basic Provisions). The Deposit shall be held in a financial institution approved by Buyer and
at Buyer’s election may be deposited in a money-
market or other interest bearing account through Escrow Holder. The Deposit shall not be
refundable unless the transaction contemplated by this Agreement is not consummated as the result of Seller's default or as otherwise expressly
set forth herein. Upon the Close of Escrow (as defined below in Paragraph 4.2
), the Deposit shall be credited toward payment of the Purchase
Price. If Buyer fails to timely deposit the Deposit, Buyer shall be deemed in default under this Agreement, and Seller may terminate this
Agreement as a result thereof as its sole remedy for such default.
3.2 Cash Balance .
Not less than one (1) business day prior to the Close of Escrow (as defined below), Buyer shall
deposit or cause to be deposited, with Escrow Holder, in immediately available funds, the balance of the Purchase Price, and such other funds as
may be necessary in accordance with the terms hereof to pay for Buyer's share of closing costs and charges set forth in Paragraph 10
below and
taking into account Buyer's debits or credits from prorations set forth on the Proration and Expense Schedule (as defined below in
Paragraph
11 ) and all other amounts payable pursuant to this Agreement.
IX. Deposit : Five Hundred Thousand Dollars ($500,000),
plus any interest accrued thereon, payable in
accordance with
Paragraph 3.1
below.
X.
Closing Date
:
Defined in Section 4.2 below.
3