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Escrow Agent Agreement
"I need an Escrow Agent Agreement under Hong Kong law for a real estate transaction closing in March 2025, where the escrow agent (HSBC Hong Kong) will hold both purchase funds and property documents until completion."
1. Parties: Identifies the escrow agent, depositor(s), and beneficiary(ies)
2. Background: Sets out the context of the escrow arrangement and the underlying transaction
3. Definitions and Interpretation: Defines key terms and establishes interpretation rules for the agreement
4. Appointment of Escrow Agent: Formal appointment and acceptance of the escrow agent role
5. Escrow Assets: Describes the assets to be held in escrow and delivery mechanisms
6. Escrow Agent's Duties: Details the obligations and responsibilities of the escrow agent
7. Release Conditions: Specifies the conditions under which escrow assets will be released
8. Release Mechanics: Describes the process and procedures for releasing escrow assets
9. Fees and Expenses: Sets out the escrow agent's compensation and expense reimbursement
10. Representations and Warranties: Standard representations from all parties
11. Liability and Indemnification: Limitations of liability and indemnification provisions
12. Anti-Money Laundering Compliance: AML/CTF compliance obligations and procedures
13. Termination: Circumstances and process for terminating the agreement
14. General Provisions: Standard boilerplate clauses including notices, amendments, governing law
1. Electronic Communications: Include when parties agree to use electronic means for instructions and communications
2. Interest on Escrow Funds: Include when interest will accrue on cash held in escrow
3. Multiple Party Provisions: Include when there are multiple depositors or beneficiaries
4. Foreign Currency Provisions: Include when escrow involves multiple currencies or foreign exchange
5. Tax Provisions: Include when tax implications need specific handling or reporting
6. Substitute or Successor Escrow Agent: Include when possibility of agent substitution needs to be addressed
7. Force Majeure: Include when specific force majeure provisions are required beyond general provisions
1. Schedule 1 - Escrow Assets Description: Detailed description of assets to be held in escrow
2. Schedule 2 - Fee Schedule: Detailed breakdown of escrow agent fees and charges
3. Schedule 3 - Release Instructions: Form and format of release instructions
4. Schedule 4 - Authorized Signatories: List of authorized signatories and specimen signatures
5. Schedule 5 - Notice Details: Contact details and notice requirements for all parties
6. Schedule 6 - KYC Requirements: Required due diligence documentation
7. Appendix A - Operating Procedures: Detailed procedures for handling escrow assets and communications
Authors
Agreement
Anti-Money Laundering Laws
Applicable Law
Authorized Representative
Beneficiary
Business Day
Completion Date
Confidential Information
Deposit Date
Depositor
Designated Account
Dispute
Effective Date
Escrow Account
Escrow Agent
Escrow Assets
Escrow Period
Event of Default
Fee Schedule
Force Majeure Event
Governmental Authority
Hong Kong
Instructions
Interest Rate
Losses
Material Adverse Effect
Notice
Operating Procedures
Parties
Release Conditions
Release Date
Release Instructions
Release Notice
Representatives
Security Interest
Specified Bank
Termination Date
Transaction Documents
Trust Account
Working Hours
Authority
Escrow Deposit
Asset Management
Release Conditions
Payment Mechanics
Fees and Expenses
Representations and Warranties
Covenants
Confidentiality
Data Protection
Anti-Money Laundering
Compliance
Record Keeping
Instructions
Communications
Account Operation
Interest
Security Interest
Set-off Rights
Liability
Indemnification
Force Majeure
Termination
Resignation and Removal
Successor Agent
Notices
Assignment
Amendment
Waiver
Severability
Entire Agreement
Counterparts
Third Party Rights
Governing Law
Jurisdiction
Dispute Resolution
Banking and Financial Services
Real Estate
Mergers and Acquisitions
Technology and Software
Construction and Infrastructure
International Trade
Private Equity
Corporate Finance
Legal Services
Investment Banking
Legal
Compliance
Finance
Treasury
Operations
Risk Management
Corporate Secretarial
Transaction Management
Trust Services
Client Relations
Legal Counsel
Corporate Lawyer
Compliance Officer
Transaction Manager
Escrow Officer
Financial Controller
Treasury Manager
Risk Manager
Company Secretary
Operations Manager
Relationship Manager
Trust Officer
Deal Manager
Chief Financial Officer
Banking Operations Manager
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