HomeMy WebLinkAboutESCROW AGREEMNET EDWARD J COLEMAN iii DOMMERCIAL AND MILITARY SYSTEMS
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COUNTY OF RICHMOND )
) ESCROW AGREEMENT
STATE OF GEORGIA )
THIS ESCROW AGREEMENT, made and entered into this I ~ day of July, 2009, by and among
EDWARD J. COLEMAN, III, in his capacity as Trustee for the Bankruptcy Estate of
COMMERCIAL AND MILITARY SYSTEMS COMPANY, INC., UNITED STATES
BANKRUPTCY COURT FOR THE SOUTHERN DISTRICT OF GEORGIA, Case No. 04-13301-
L WD, (COMMERCIAL AND MILITARY SYSTEMS cOIVIP ANY, INC. IS ALSO KNOWN
AS COMMERCIAL & MILITARY SYSTEMS COMPANY) (hereinafter referred to as Seller),
COUNTY BOARD OF EDUCATION OF RICHMOND COUNTY, a political subdivision of the
State of Georgia, AUGUSTA, GEORGIA, a political subdivision of the State of Georgia,
(hereinafter collectively referred to as Purchaser) and LEONARD O. FLETCHER, JR., of Fletcher,
Harley & Fletcher, LLP, a resident of the State of Georgia (hereinafter referred to as "Escrow
Agent").
WIT N E SSE T H:
WHEREAS, the Seller and the Purchaser entered into a certain agreement dated June 16,
2009, by which the Seller agreed to sell and the Purchaser agreed to purchase certain real property
located in Richmond County, Georgia, the location more particularly shown on Exhibit "A" which is
attached hereto and made a part hereof (the "Property"); and
WHEREAS, the United States Bankruptcy Court for the Southern District of Georgia did
enter an Amended Order on July 7, 2009, approving the sale of the Property upon the conditions and
terms contained therein; and
WHEREAS, the Seller and Purchaser agree that the prorated amount of ad valorem taxes due
from the Seller at closing for 2009 is $ 29,144.37, and that said sum should be deposited in escrow;
and
WHEREAS, the Seller, and Purchaser are in agreement that LEONARD O. FLETCHER, JR.
should act as Escrow Agent on the Terms and subject to the conditions hereinafter set forth.
NOW THEREFORE, in consideration of the covenants set forth in the contract of sale
between the Seller and the Purchaser dated June 16, 2009, the mutual covenants and conditions
contained herein and other good and valuable consideration, the receipt adequacy and sufficiency of
which are hereby acknowledged, and the parties do hereby consent that the amount of$29,144.37,
which is the prorated amount the Seller will owe for the 2009 ad valorem taxes on the Property, shall
be withheld from the Seller at the Closing of the Property and said amount will be deposited in
escrow, pending the issuance of the 2009 tax bill. Upon receipt of the 2009 tax bill, the Escrow
Agent shall disburse the full amount held in escrow to the Richmond County Tax Commissioner to
be applied to the 2009 tax bill. It is anticipated the tax bill will be sent to Edward J. Coleman, III,
who shall forward such bill to Escrow Agent.
1. The Escrow Agent's duties under this Escrow Agreement are ministerial and the
Escrow Agent shall be obligated to perform only such duties as are herein specifically
set forth. The Escrow Agent shall not be liable for any action taken, omitted, or
suffered by him in good faith and reasonably believed by him to be authorized or
within the discretion or powers conferred by this agreement; the Escrow Agent may
conclusively rely upon, and shall be protected in acting or refraining from acting in
reliance upon, written advice of his counsel or upon any certificate, request or other
document reasonably believed by the Escrow Agent to be genuine or to have been
signed and presented by the proper parties to this agreement in accordance with the
provisions ofthis agreement. In performing any of his duties hereunder, the Escrow
Agent shall not incur any liability to anyone for damages, losses or expenses except
for willful default or breach of trust.
2. It is agreed among the parties that the Escrow Agent shall receive the Escrow Funds
for the accommodation of the Seller and Purchaser and that the Escrow Agent will
give such funds the same ordinary care given other funds of this kind deposited with
the Escrow Agent.
3. No modification of or amendment to this agreement shall be binding upon any party
hereto unless such modification or amendment shall be in writing and executed by
such party and shall specifically refer to this Escrow Agreement.
ESCROW AGENT:
i.E1N.wf ci~fCHER, JR.
.
~
PURCHASER:
COUNTY BOARD OF EDUCATION
OF RICHMOND COUNTY, GEORGIA
BY:~~
MARION BARNES, AS PRESIDENT
AUGUST A, GEORGIA
By: cQd:;;~;-'ff" ~',
DAVIDS; 'COPE
;;,r _'::.~', :,c':':'
EDW A J. COLEMAN, III, AS
EE for the Bankruptcy
ate of COMMERCIAL AND
MILIT ARY SYSTEMS COMPANY, INC.,
UNITED STATES BANKRUPTCY
COURT FOR THE SOUTHERN
DISTRICT OF GEORGIA, CASE NO. 04-
13301-LWD