NONREFUNDABLE ARE SUBJECT TO THE OTHER PROVISIONS OF
THIS CONTRACT WHICH SET FORTH LIMITED CIRCUMSTANCES UNDER WHICH THE DEPOSIT MAY
BECOME REFUNDABLE WHICH ARE THE FOLLOWING:
(I) SECTION 3.7 (WHICH GRANTS
PURCHASER THE RIGHT TO TERMINATE THE CONTRACT ON ACCOUNT OF THE PRESENCE OR
RELEASE OF HAZARDOUS MATERIALS AND OBTAIN A REFUND OF THE DEPOSIT); (II) SECTION
4.3 (WHICH, UNDER CERTAIN CIRCUMSTANCES, GRANTS PURCHASER THE RIGHT TO TERMINATE
THIS CONTRACT ON ACCOUNT OF SELLER'S RESPONSE NOTICE OR LACK OF RESPONSE NOTICE
AND RECOVER THE DEPOSIT); (III) SECTION 10.2 (WHICH GRANTS PURCHASER THE RIGHT
TO TERMINATE THIS CONTRACT ON ACCOUNT OF A DEFAULT BY SELLER AND RECOVER THE
DEPOSIT); (IV) SECTION 8.1 (WHICH GRANTS PURCHASER THE RIGHT TO TERMINATE THIS
CONTRACT IN THE EVENT THAT A CONDITION PRECEDENT TO PURCHASER'S OBLIGATION TO
CLOSE IS NOT SATISFIED AND TO OBTAIN A REFUND OF THE ADDITIONAL DEPOSIT (BUT NOT
THE INITIAL DEPOSIT)); (V) SECTION 11.1 (WHICH GRANTS PURCHASER THE RIGHT TO
TERMINATE THIS CONTRACT AS A RESULT OF MAJOR DAMAGE AND RECOVER THE DEPOSIT);
AND (VI) SECTION 12.1 (WHICH GRANTS PURCHASER THE RIGHT TO TERMINATE THIS
CONTRACT AS A RESULT OF THE EXERCISE OF A RIGHT OF EMINENT DOMAIN AND RECOVER
THE DEPOSIT).
2.3.
ESCROW PROVISIONS REGARDING DEPOSIT.
2.3.1.
ESCROW AGENT SHALL HOLD THE DEPOSIT AND MAKE DELIVERY
OF THE DEPOSIT TO THE PARTY ENTITLED THERETO UNDER THE TERMS OF THIS CONTRACT.
ESCROW AGENT SHALL INVEST THE DEPOSIT IN AN FDIC-INSURED, INTEREST-BEARING BANK
ACCOUNT OR FDIC-INSURED MONEY MARKET FUND REASONABLY APPROVED BY PURCHASER AND
SELLER, AND ALL INTEREST AND INCOME THEREON SHALL BECOME PART OF THE DEPOSIT AND
SHALL BE REMITTED TO THE PARTY ENTITLED TO THE DEPOSIT PURSUANT TO THIS
CONTRACT.
2.3.2.
ESCROW AGENT SHALL HOLD AND APPLY THE DEPOSIT IN STRICT
ACCORDANCE WITH THE TERMS OF THIS CONTRACT.
THE TAX IDENTIFICATION NUMBERS OF
THE PARTIES SHALL BE FURNISHED TO ESCROW AGENT UPON REQUEST.
2.3.3.
EXCEPT FOR THE RETURN OF THE INITIAL DEPOSIT TO
PURCHASER (LESS THE NON-REFUNDABLE PORTION) AS A RESULT OF PURCHASER EXERCISING
ITS TERMINATION RIGHT UNDER SECTION 3.2 BELOW (IN WHICH EVENT, ESCROW AGENT
SHALL PROMPTLY RELEASE THE INITIAL DEPOSIT (LESS THE NON-REFUNDABLE PORTION) TO
PURCHASER ON DEMAND), IF PRIOR TO THE CLOSING DATE EITHER PARTY MAKES A WRITTEN
DEMAND UPON ESCROW AGENT FOR PAYMENT OF THE DEPOSIT, ESCROW AGENT SHALL GIVE
WRITTEN NOTICE TO THE OTHER PARTY OF SUCH DEMAND.
IF ESCROW AGENT DOES NOT
RECEIVE A WRITTEN OBJECTION FROM THE OTHER PARTY TO THE PROPOSED PAYMENT WITHIN
5 BUSINESS DAYS AFTER THE GIVING OF SUCH NOTICE, ESCROW AGENT IS HEREBY
AUTHORIZED TO MAKE SUCH PAYMENT.
IF ESCROW AGENT DOES RECEIVE SUCH WRITTEN
OBJECTION WITHIN SUCH 5-BUSINESS DAY PERIOD, ESCROW AGENT SHALL CONTINUE TO HOLD
SUCH AMOUNT UNTIL OTHERWISE DIRECTED BY WRITTEN INSTRUCTIONS FROM BOTH SELLER
AND PURCHASER TO THIS CONTRACT OR A FINAL JUDGMENT FROM A COURT OF COMPETENT
JURISDICTION.
HOWEVER, ESCROW AGENT SHALL HAVE THE RIGHT AT ANY TIME TO DELIVER
THE DEPOSIT AND INTEREST THEREON, IF ANY,
OR INTERPLEAD WITH A COURT OF
COMPETENT JURISDICTION