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Contract analysis / wire-transfer-instructions-letter.docx
wire-transfer-instructions-letter.docx
High · 0
Medium · 1
Standard · 3
1. Purpose of This Letter
Standard
⚑ Commercial term
1. Purpose of This Letter I write on behalf of Solstice Biomedical Devices Ltd. ("Solstice" or the "Company") in connection with that certain Escrow Agreement dated as of June 16, 2025 (the "Escrow Agreement"), entered into among Solstice Biomedical Devices Ltd., Apex Surgical Innovations, Inc. ("Apex"), and Tidewater Fiduciary Services, Inc. ("Tidewater" or the "Escrow Agent"). The Escrow Agreement was executed in c
2. Identification of Depositor / Remitting Party
2. Identification of Depositor / Remitting Party For purposes of clarity and to facilitate proper processing of the Tranche 1 Deposit, please be advised that the wire transfer will be initiated by Solstice Biomedical, Inc. (EIN: 84-3291056), the wholly owned U.S. operating subsidiary of Solstice Biomedical Devices Ltd. Solstice Biomedical, Inc. is acting on behalf of and for the account of Solstice Biomedical Devices
3. Receiving Account — Wire Transfer Instructions (Tidewater Escrow Account)
3. Receiving Account — Wire Transfer Instructions (Tidewater Escrow Account) Solstice respectfully requests that Tidewater confirm that the following wire transfer instructions are current and accurate for receipt of the Tranche 1 Deposit into the Settlement Escrow Account established pursuant to the Escrow Agreement. To the extent that any of the information below requires correction or supplementation, or where pla
4. Amount and Purpose of Transfer
Standard
⚑ Commercial term
4. Amount and Purpose of Transfer The following summarizes the amount and purpose of the Tranche 1 Deposit: For the avoidance of doubt, the total settlement consideration under the Settlement Agreement consists of two tranches: • Tranche 1: $5,250,000.00, due on or before June 30, 2025 (the subject of this letter) • Tranche 2: $3,500,000.00, due on or before September 15, 2025 Separate wire transfer instructions for
5. Confirmation and Notification Procedures
5. Confirmation and Notification Procedures Upon receipt of the Tranche 1 wire transfer, we respectfully request that Tidewater promptly issue a written confirmation of receipt (an "Escrow Deposit Confirmation") to each of the following individuals, consistent with the notice provisions set forth in Section 9 of the Escrow Agreement:
1. Brendan Molloy, Chief Financial Officer, Solstice Biomedical Devices Ltd.
1. Brendan Molloy, Chief Financial Officer, Solstice Biomedical Devices Ltd. E-mail: bmolloy@solsticebiomedical.com Phone: +1 (302) 555-4218
2. Eamon Rourke, General Counsel, Solstice Biomedical Devices Ltd.
2. Eamon Rourke, General Counsel, Solstice Biomedical Devices Ltd. E-mail: erourke@solsticebiomedical.com
3. Marcus Delgado, Esq., Calderwood & Harkness LLP
3. Marcus Delgado, Esq., Calderwood & Harkness LLP 1201 Market Street, Suite 2500, Wilmington, DE 19801 E-mail: mdelgado@calderwoodharkness.com
4. Catherine Bloom, Esq., Calderwood & Harkness LLP
4. Catherine Bloom, Esq., Calderwood & Harkness LLP E-mail: cbloom@calderwoodharkness.com
5. Martin Hale, General Counsel, Apex Surgical Innovations, Inc.
5. Martin Hale, General Counsel, Apex Surgical Innovations, Inc. 1220 North Market Street, Suite 550, Wilmington, DE 19801 E-mail: mhale@apexsurgical.com (Notification to Apex counsel is provided pursuant to the notice provisions of the Escrow Agreement.)
6. Victoria Stanton, Esq., Hargrove, Tate & Bennington LLP
Standard
⚑ Commercial term
6. Victoria Stanton, Esq., Hargrove, Tate & Bennington LLP 900 North King Street, Suite 1200, Wilmington, DE 19801 E-mail: vstanton@htblaw.com We request that the Escrow Deposit Confirmation include the following information: (a) the date and time of receipt of the wire transfer (including time zone); (b) the amount received; and (c) the escrow account reference number or other account identifier to which the funds h
6. Authorized Contacts for Solstice
6. Authorized Contacts for Solstice For any questions regarding this wire transfer, the escrow deposit, or the information contained in this letter, Tidewater should contact the following individuals: Primary Contact: Brendan Molloy, Chief Financial Officer Solstice Biomedical Devices Ltd. Phone: +1 (302) 555-4218 Mobile: +353 (0) 87 634 2910 E-mail: bmolloy@solsticebiomedical.com Secondary Contact: Eamon Rourke, Gen
7. Anti-Fraud / Verification Provisions
7. Anti-Fraud / Verification Provisions Solstice Biomedical Devices Ltd. and Solstice Biomedical, Inc. take the prevention of wire fraud and business e-mail compromise extremely seriously. In furtherance of the mutual protection of all parties, we respectfully request adherence to the following verification protocols: (a) Changes to Solstice Wire Instructions. If Tidewater receives any communication — whether by e-ma
8. Governing Agreement
Medium
⚑ Forum / governing law
8. Governing Agreement This letter is provided solely for informational and operational purposes in connection with the Escrow Agreement dated as of June 16, 2025. Nothing in this letter is intended to, nor shall it, create any rights, obligations, or liabilities beyond those set forth in the Escrow Agreement or the Settlement Agreement. This letter does not constitute an amendment, modification, or waiver of any ter