FR EA

Extract to table

Pull the structured facts out of a document: parties, dates, amounts, obligations.

Extract to table / letter-escrow-instructions.docx
letter-escrow-instructions.docx · 1013-00006

Parties

HARKNESS LLP
Genome Dx Therapeutics Inc
Gregg LLP
Counsel Genome Dx Therapeutics Inc

Dates

August 7, 2023
May 11, 2023
August 8, 2023
August 8, 2024
February 8, 2025

Amounts

$14,000,000
$140,000,000
$126,000,000
$10

Obligations

Fifty percent (50%) of the then-remaining escrow balance shall be released to GDT (Seller) on the date that is twelve (12) months after the Closing Date — that is, on or about August 8, 2024 (the "First Release Date")
For the avoidance of doubt, if any indemnification claims have been submitted prior to the First Release Date and remain unresolved as of such date, the portion of the escrow balance attributable to such pending claims shall be retained in escrow, and only the remaining fifty percent (50%) of the unreserved balance shall be released to GDT
The amount released on the Final Release Date shall be net of any amounts reserved for pending and unresolved indemnification claims as of such date
Any amounts retained in escrow on account of pending claims at the time of the Final Release shall continue to be held by the Escrow Agent until the final resolution of such claims in accordance with the claim procedures set forth in the Escrow Agreement
Upon final resolution of all pending claims (whether by mutual agreement of the parties, settlement, or final, non-appealable court order), any remaining escrow funds not applied to satisfied claims shall be promptly released to GDT in accordance with the terms of the Escrow Agreement
2 of the Escrow Agreement, the escrowed funds shall be invested in "Permitted Investments" as defined therein