Another paramount reason,
ATTORNEY-CLIENT PRIVILEGE
to select Spiegel & Utrera, P.A.
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CORPORATE STOCK ESCROW AGREEMENT

A well-drafted Escrow Agreement will:

  • Provide for the safety of some asset or right prior to the close of some transaction.
  • Provide for the terms by which an Escrow Agent will release such asset or right upon the fulfillment of some condition stipulated in the Escrow Agreement.
  • Provide for the selection and payment of the Escrow Agent for services rendered.
  • Provide for the indemnification of the Escrow Agent.

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Provision Information & Benefits:
The following information and benefits is what distinguishes us from other online providers.

Definition

The Escrow is merely a legal right held by some third party (Escrow Agent) for the benefit of the first (usu. Grantor) and second (usu. Grantee) contracting parties to be released to one of the two contracting parties upon satisfaction (or, alternatively, the failure) of some condition usually stipulated in an Escrow Agreement.

Stock Escrow

The Escrow Agent holds the borrower's stock certificates as security (collateral) pending the satisfaction of payment on a promissory note. One party (Lender) lends the corporation or shareholder (Borrower) money pursuant to a promissory note and the borrower's stock is held in escrow as collateral against the loan. Upon satisfaction of the note, the stock returns to the borrower. However, if there is a default on the note, the escrow agent releases the stock to the lender.
 
Voting Rights

Unless and until default under the note, the shareholders of the certificates held in escrow, shall be able to vote such shares through the Escrow Agent as Proxy.

Other Important Provisions

ust include provisions appointing an Escrow Agent. Must include the conditions under which the the rights are deposited and under which the Escrow Agent may release such right(s). Must include who will open the escrow account, where the escrow account will exist, and if, and to what extent, compensation will be given for the services of the Escrow Agent.
 
Mediation and Arbitration

Mediation and Arbitration should always specify a location in Client's jurisdiction (preferably, in the same county where they run their business). Mediation is a non-binding way to settle the dispute quickly and amicably. If unable to settle in mediation, arbitration is first option available. Arbitration is the preferred alternative to litigation because of speed, cost, and ability to maintain low profile (no info is publicly available).
 
Governing Law

Always stipulate that the contract will be governed under whatever law the Client ordinarily conducts business. Always make sure that venue and jurisdiction are as convenient to client (Buyer) as possible.
 
No Modification or Waiver

No modifications except those specifically agreed upon by the parties in writing. Any waiver of a term or provision will not act as a waiver of any other provision.
 
Notices

Notices should always list the current and best addresses where each party may contact the other for whatever reason.

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Spiegel & Utrera, P.A. : Affordable Agreements. Custom-Fit Contracts.

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MiamiOrlandoLos Angeles
1840 Coral Way
4th Floor
Miami, FL 33145
Toll Free: (800) 603 - 3900
(305) 854-6000
Fax: (305) 857-3700
Natalia Utrera, Esq.,
Managing Attorney
707 East Colonial Drive
Suite B
Orlando, Florida 32803
Toll Free: (888) 991-9700
(407) 898-5500
Fax: (407) 894-5700
William M. Homsi, Esq.,
Managing Attorney
8939 S Sepulveda Blvd.
Suite 400
Los Angeles, CA 90045
Toll Free: (888) 520-7800
(310) 258-9700
Fax: (310) 258-9400
Nicolas W. Spigner, Esq.
Managing Attorney
New York CityDelawareLas Vegas
1 Maiden Lane
5th Floor
New York, NY 10038
Toll Free: (800) 576-1100
(212) 962-1000
Fax: (212) 964-5600
Gracielle R. Cabungcal, Esq.
Managing Attorney
9 East Loockerman Street
Suite 202
Dover, DE 19901
Toll Free: (888) 641-3800
(302) 744-9800
Fax: (302) 674-2100
Courtney Riordan, Esq.
Managing Attorney
1785 E Sahara Ave
Suite 490
Las Vegas, NV 89104
Toll Free: (888) 530 4500
(702) 364 2200
Fax: (702) 458 2100
Michael R. Carrigan, Esq.,
Managing Attorney
ChicagoClifton, NJPhoenix, AZ
123 West Madison Street
Suite 806
Chicago, IL 60602-4620
Toll Free: (888) 514-9800
(312) 443-1500
Fax: (312) 443-8900
Michael C. Welchko, Esq.
Managing Attorney
642 Broad St., Suite 2
Clifton, NJ 07013
Toll Free: (888) 336-8400
(973) 473-2000
Fax: (973) 778-2900
Gracielle R. Cabungcal, Esq.
Interim Managing Attorney
130 North Central Avenue, Suite 303
Phoenix, AZ 85004
Toll Free: (800) 603-3900
(602) 603-1722
Fax: (602) 603-1721
John Burton, Esq.
Managing Attorney
AtlantaGeneral Counsel Club®International Clients & Requests
34 Peachtree Street NW
 Suite 1925
Atlanta, GA 30303
 
Phone:  (404) 329-4800
Fax: (800) 520-7800
Tamara L. Klopenstein, Esq.
Managing Attorney
Unlimited Legal & Business Advice
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Toll Free: 1 (800) 734 - 9900
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Natalia Utrera, Esq.,
Managing Attorney
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