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Home My WebLink AboutC02-247 Escrow AgreementESCROW AGREEMENT Escrow Number: VE276831 Closer: Arzanna Hanna Denver, Colorado Date: The undersigned deposit with LAND TITLE GUARANTEE COMPANY as Escrow Holder, the items set forth in Schedule A, to be held by said Escrow Holder subject to the terms hereof and the Special Instructions set forth in Schedule B below. "SCHEDULE A" IRAll cash deposits must be accompanied by a Form W-9 Request for Taxpayer Identification Number. $ 2 5, 0 0 0.0 0 as Earnest money pursuant to that certain Contract ("Contract") dated IT for the Property ("Property") legally described as: PARCELS B & C, COUNTY AIRPORT-DELATTE SUB EXEMPTION PLAT "SCHEDULE B" (Special Instructions) Whereas the undersigned Seller and Purchaser have entered into a Contract/Agreement requiring the payment of an Earnest Money Deposit; and The Deposit shall be held as provided in this Escrow Agreement and the attached General Provisions and the parties thereto agree as follows: 1) Escrow Holder shall apply said deposit to the purchase of the Property at the contract closing; or 2) In the event of a default by either Seller or Purchaser, the non -defaulting party must send written notice to the defaultir party stating the default and the specific terms of the default. After fifteen days from the date of delivery, the non -defaulting party may make demand of the Escrow Holder that they have complied with the default terms of the escrow agree- ment and they are entitled to the escrowed funds pursuant to the Contract. The Escrow Holder is thereby authorized pursuant to this Escrow Agreement to release the escrowed funds without further notice of the defaulting party upon receipt of a written notice from the non -defaulting party with a copy of the demand letter sent to the defaulting party along with the evidence of delivery. In the event Escrow Holder receives an Objection from alleged defaulting party, Escrow Holder will not disburse the escrow funds until receipt of joint, concurring written notice from the parties. 3) In the event the Escrow Holder receives a joint written notice from the Seller and the Purchaser authorizing the Escrow Holder to return the Deposit and the accrued interest less Escrow Fee, the Escrow Holder is hereby authorized to return the funds as directed in the joint written notice. 4) In the event of a dispute paragraph #10 of the General Provisions to Escrow Agreement shall govern and the parties herein agree the Escrow Holder shall have the right to deduct the reasonable costs from the escrowed funds before paying the balance in to the Court, whether in an interpleader action or otherwise. Any notice given in connection with this Agreement shall be in writing and will be deemed given (a) upon receipted persona delivery, (b) on the first business day after receipted delivery by a courier service which guarantees next -business -day delivei or (c) on a third business day after mailing, by registered or certified United States mail, postage prepaid. The parties to the escrow, by signing below, agree that they have read and will be bound by the General Provisions to the Escrow Agreement on the following page. SELLER (S) BUYER(S) MOUNTAIN HIGH AVIATION, LLC, A COLORADO LIMITED LIABILITY COMPANY BY: S. ROBERT LEVINE, MANAGER Address 44 DURHAM STREET PORTSMOUTH, NH 03801 Telephone No. Social Security # or Tax ID # EAGLE, CO 81631 Telephone No. 970-328-8685 Social Security # or Tax ID # 84-6000762 Contact Person Contact Person Diane Mauriell o Escrow fees to be as follows: (Waived if LAND TITLE conducts closing) (a) Setting up fee $ (c) Miscellaneous $ Date Any correspondence regarding this escrow shall be addressed to: LAND TITLE GUARANTEE COMPANY 3033 E. 1ST AVENUE, SUITE 600 DENVER, COLORADO 80206 Form EM.EA (94) Receipted and accepted as to Special Instructions and General Provisions to Escrow Agreement. LAND TITLE GUARANTEE COMPANY - ESCROW HOLDER BY: -� �11D TITLE GUARANTEE COMPANY `l� ��-- Initials ESCkV� AGREEMENT GENERAL PROVIS�NS Initials 1. Form of Notice. Any instruction, notice or demand to, upon or by Escrow Holder shall be in writing and may be delivered personally, by U.S. or private mail, courier, telefax or telegram. Notice shall be deemed given on the first business date said notice is received by Escrow Holder. Telephone or other oral instruction, notice or demand need not be accepted by Escrow Holder, but Escrow Holder shall not be liable for damages or otherwise, if actions are taken based upon non -written instructions, if Escrow Holder shall have relied thereon in good faith. 2. Reliance on Notice. Escrow Holder may act in reliance upon any writing or instrument or signature which it, in good faith, believes to be genuine, and may assume the validity and accuracy of any statement or assertion contained in such a writing or instrument, and may assume that any person purporting to give any writing, notice, advice or instruction in connection with the provisions hereof has been duly authorized so to do. 3. Disbursement Time Requirements. Any notice to Escrow Holder hereunder, shall be given no later than 24 hours prior to the date and time for action by Escrow Holder. Escrow Holder agrees to act upon all notices given to it, which are fully approved by all appropriate parties and which are not conditioned upon any event other than Escrow Holder's actions, not later than 5:00 p.m. on the business day next following the date upon which such notice was received. 4. Laws of Escheat. All Parties are hereby advised that unclaimed funds may be payable to the State of Colorado at some future date pursuant to the laws of escheat, and should Escrow Holder pay any such funds held in the Escrow Deposit, Escrow Holder shalt be released from all further responsibility under this Agreement and shall not be liable to any Party so long as such payment was made pursuant to the statutes of Colorado or regulations of the Colorado Department of Revenue. 5. Receipt and Deposit of Proceeds. Escrow Holder shall deposit and invest all the Escrow Deposit Funds in a federally insured institution. If the Escrow Deposit Funds exceed $100,000.00, Escrow Holder may invest the Escrow Deposit Funds in Government Repurchase Agreements for U.S. Treasury obligations. Escrow Holder shall not be responsible for maximizing the yield on the Escrow Deposit Funds. All Parties hereto shall execute and deliver to Escrow Holder all forms required by Federal, State or other governmental agencies relative to taxation matters and Escrow Holder will file appropriate 1099 or other required forms. b. Interest Earned on Escrow Deposit Funds. If the Deposit consists partly or entirely of money, then during the period the Escrow Holder is in possession of the Deposit, the money will be deposited in an FDIC insured institution (the "Institution"). Deposits of less than $5,000.00 shall not bear interest. Deposits of $5,000.00 to $100,000.00 shall bear interest at the rate paid by the Institution. Deposits of $100,000.00 or more may be directed by the Parties hereto to other types of investments. Under no circumstances shall Escrow Holder be liable for loss of funds due to bank, savings and loan association or other institution failure, including employees or agents thereof, suspension or cessation of business, or any action or inaction on the part of the bank, savings and loan association or other Institution, or any delivery service transporting funds to and from such Institution. 7. Fees and Expenses of Escrow Holder. The Escrow Holder shall be entitled to reimbursement in full, or may demand payment in advance, for all costs, expenses, charges, fees or other payments made or to be made by Escrow Holder in the performance of Escrow Holder's duties and obligations under this Agreement. The Parties to the Agreement are jointly and severally liable for the payment to Escrow Holder of Fees and Expenses. Escrow Holder is hereby authorized and directed to disburse to itself in payment of Fees or Expenses from any funds in the Escrow Deposit, whether from principal or interest or both, at any time, and from time to time, as the same may be due and owing. Further, Escrow Holder is hereby authorized to withhold any Fees or Expenses from any disbursement or distribution of Escrow Deposit Funds to any Party hereto or to the Clerk of the Court upon interpleader. In the event that the Deposit shall consist of documents only and not funds, Escrow Agent may refuse to distribute any such documents or to otherwise act under this Agreement until all accrued but unpaid Fees and Expenses have been paid in full. 8. Non -liability of Escrow Holder. Escrow Holder shall not be liable for any mistakes of fact, or errors of judgment, or for any acts or omissions of any kind unless caused by the willful misconduct or gross negligence of Escrow Holder. Escrow Holder shall not be liable for any taxes, assessments or other governmental charges which may be levied or assessed upon the Escrow Deposit or any part thereof, or upon the income therefrom. Escrow Holder may rely upon the advice of counsel and upon statements of accountants, brokers or other persons reasonably believed by it in good faith to be expert in the matters upon which they are consulted, and for any reasonable action taken or suffered in good faith based upon such advice or statements Escrow Holder shall not be liable to anyone. 9. Indemnity of Escrow Holder. The Parties hereto, jointly and severally, agree to indemnify Escrow Holder and hold it harmless as to any liability by it incurred to any other person or entity by reason of this Escrow Agreement, or in connection herewith except for Escrow Holder's own willful misconduct or gross negligence, and to reimburse Escrow Holder for all its expenses, including, but not necessarily limited to attorneys' fees and court costs incurred in connection herewith. 10. Disputes and Interpleader. In the event of any dispute between the Parties as to either law or fact, or in the event any of the Parties hereto fail, for any reason, to fully receipt and acquit the Escrow Holder in writing, Escrow Holder may refuse, in its discretion, to carry out said escrow instructions or to deliver any funds, documents, or property in its hands to anyone and in so doing shall not become liable to demand. Escrow Holder shall be entitled to continue, without liability, to refrain and refuse to act: (a) until all the rights of the adverse claimants have been finally adjudicated by a court having jurisdiction over the Parties and the items affected hereby, after which time the Escrow Holder shall be entitled to act in conformity with such adjudication; or (b) until all differences shall have been adjusted by agreement and Escrow Holder shall have been notified thereof and shall have been directed in writing signed jointly or in counterpart by the Parties and all persons making adverse claims or demands, at which time Escrow Holder shall be protected in acting in compliance therewith. Escrow Holder also has the right to interplead into a court of competent jurisdiction at the expense of the Parties. 11. Request for Written Instructions. Escrow Holder may at any time, and from time to time, request the Parties to provide written instructions concerning the propriety of a proposed payment of funds on deposit, distribution of documents, or other action or refusal to act by Escrow Holder. Should the Parties fail to provide such written instructions within a reasonable time, Escrow Holder may take such action, or refuse to act, as it may deem appropriate and shall not be liable to anyone for such action or refusal to act. Notwithstanding the foregoing, should the terms of the Escrow Agreement be complied with, in the judgment of Escrow Holder, then the Escrow Holder may disburse any funds, distribute documents, or take such action without specific further written instructions from any Party. 12. Resignation of Escrow Holder. Escrow Holder may resign under this Agreement by giving written notice to all of the Parties hereto, effective 30 days after the date of said notice. Upon the appointment by the Parties of a new escrow holder or custodian, or upon written instructions to Escrow Holder for other disposition of the Escrow Deposit, Escrow Holder shall, after retention of its accrued escrow fees and expenses, if any, deliver the Escrow Deposit within a reasonable period of time as so directed, and shall be relieved of any and all liability hereunder arising thereafter. FORM EA.GP (Revised 2/2000) VE276831 Page 1 of 2 13. Benefit. ALL rights and protections afforded to Land Title Guarantee Company hereunder shall inure to and for the benefit of its underwriter. 14. Applicable Law. This Agreement shall be governed by the Laws of the State of Colorado. 15. Counterparts/Facsimile. This Agreement may be executed in any number of counterparts, each of which when so executed shall constitute the entire agreement between the parties hereto and may be executed in facsimile and such fac- simile signature shall be accepted as original signatures. The parties acknowledge and agree that there are no intended or unintended third party beneficiaries who may rely upon or benefit from the provisions of this agreement. Form EA.GP (Revised 2/2000) VE276831 Page 2 of 2 6M `./ 10 DFSTRIBUTYON Or4einals to: 1. Co tract Book F 2.;1 -ZOOZ-00 cl 3. �f✓' a` 4.L�- 2. 3. 4. Ca ies to: Accounting h Form W-9 (Rev. December 1996) Request for Taxpayer 1qw� Give form to the Department of the Treasury Identification Number and Certification requester. Do NOT Internal Revenue service send to the.IRS. Name (if a joint account or you changed your name, see Specific Instructions on page 2.) EAGLE COUNTY, STATE OF COLORADO Business name, if different from above. (See Specific Instructionson page 2.) Check appropriate box: ❑ Individual/Sole proprietor ❑ Corporation ❑ Partnership ❑ Other >...................................... Address (number, street, and apt. or suite no.) P.O. BOX 8509 City, state, and ZIP code EAGLE, CO 81631 Identification Number Enter your TIN in the appropriate box. For individuals, this is your social security number (SSN). However, if you are a resident alien OR a sole proprietor, see the instructions on page 2. For other entities, it is your employer identification number (EIN). If you do not have a number, see How To Get a TIN on page 2.) Note: If the account is in more than one name, see the chart on page 2 for guidelines on whose number to enter. Certification Under penalties of perjury, I certify that: Social Security number OR Smp oyer I enti cation number 84-6000762 Requester's name and address (optional) List account number(s) here (optional) rrlllr'� For Payees Exempt From Backup '.VT::.tY: h:�YtN�Y Withholding (See the instructions on page 2.) 1. The number shown on this form is my correct taxpayer identification number (or I am waiting for a number to be issued to me), and 2. I am not subject to backup withholding because: (a) I am exempt from backup withholding, (b) I have not been notified by the Internal Revenue Service (IRS) that I am subject to backup withholding as a result of a failure to report all interest or dividends, or (c) the IRS has notified me that I am no longer subject to backup withholding. Certification Instructions. --You must cross out item 2 above if you have been notified by the IRS that you are currently subject to backup withholding because you have failed to report all interest and dividends on your tax return. For real estate transactions, item 2 does not apply. For mortgage interest paid, acquisition or abandonment or secured property, cancellation of debt, contributions to an individual retirement arrangement (IRA), and generally, payments other than interest and dividends, you are not required to sign the Certification, but you must provide your correct TIN: (See the instructions on page 2.) Si tee Signature > Purpose of Form.-- A person who is required to file an information return with the IRS must get your correct taxpayer identification number (TIN) to report, for example, income paid to you, real estate transactions, mortgage interest you paid, acquisition or abandonment of secured property, cancellation of debt, or contributions you made to an IRA. Use Form W-9 to give your correct TIN to the person requesting it (the requester) and, when applicable, to: 1. Certify the TIN you are giving is correct (or you are waiting for a number to be issued). 2. Certify you are not subject to backup withholding, or 3. Claim exemption from backup withholding if you are an exempt payee. Note: If a requester gives you a form other than: a W-9 to request your TIN, you must use the requester's form if it is substantially similar to this Form W-9. What Is Backup Withholding?-- Persons making certain payments to you must withhold and pay to the IRS 31 % of such payments under certain conditions. This is >6 /V-Z S. You do not certify your TIN when required. See the Part Ill instructions on page 2 for details. Certain payees and payments are exempt from backup withholding. See the Part Il instructions and the separate Instructions for the Requester of Form W 9. Penalties Failure To Furnish TIN.— If you fail to furnish your correct TIN to a requester, you are subject to a penalty of $50 for each such failure unless your failure is due to reasonable cause and not to willful neglect. Civil Penalty for False Information With Respect to Withholding.-- If you make a false statement with no reasonable basis that results in no backup withholding, you are subject to a $500 penalty. Criminal Penalty for Falsifying Information.-- Willfully falsifying certifications or affirmations may subject you to criminal penalties including fines and/or imprisonment. Misuse of TINS.-- If the requester called "backup withholding." Payments discloses or uses IMs in violation of Federal law, the requester may be subject that may be subject to backup withholding to civil and criminal penalties. Form W9-1996-2 Address where 1099 interest statement is to be forwarded: include interest, dividends, broker and barter exchange transactions, rents, royalties, nonemployee pay, and certain payments from fishing boat operators. Real estate transactions are not subject to backup withholding. If you give the requester your correct TIN, make the proper certifications, and report all your taxable interest and dividends on your tax return, payments you receive will not be subject to backup withholding. Payments you receive will be subject to backup withholding if: 1. You do not furnish your TIN to the requester, or 2. The IRS tells the requester that you furnished an incorrect TIN, or 3. The IRS tells you that you are subject to backup withholding because you did not report all your interest and dividends on your tax return (for reportable interest and dividends only), or 4. You do not certify to the requester that you are not subject to backup withholding under 3 above (for reportable interest and dividend accounts opened after 1983 only), or EAGLE COUNTY, STATE OF COLORADO P.O. BOX 850 EAGLE, CO 81631 VE276831 41- a Form W-9-1996 1%W_1 Page 2 Specific Instructions Name. --If you are an individual, you must generally enter the name shown on your social security card. However, if you have changed your last name, for instance, due to marriage, without. informing the Social Security Administration of the name change, enter your first name, the last name shown on your social security card, and your new last name. If the account is in joint names, list first and then circle the name of the person or entity whose number you enter in Part 1 of the form. Sole Proprietor. --You must enter your individual name as shown on your social security card. You may enter your business, trade, or "doing business as" name on the business name line. Other Entities, -- Enter the business name as shown on required Federal tax documents. This name should match the name shown on the charter or other legal document creating the entity. You may enter any business, trade, or "doing business as" name on the business name line. Part 1--Taxpayer Identification Number (TIN) You must enter your TIN in the appropriate box. If you are a resident alien and you do not have and are not eligible to get an SSN, your TIN is your IRS individual taxpayer identification number (ITIN). Enter it in the social security number box. If you do not have an ITIN, see How To Get a TIN below. If you are a sole proprietor and you have an EIN, you may enter either your SSN or EIN. However, using your EIN may result in unnecessary notices to the requester. Note: Seethe chart on this page for further clarification of name and TIN combinations. How To Get a TIN. --If you do not have a TIN, apply for one immediately. To apply for an SSN, get Form SS-5 from your local Social Security Administration office. Get Form W-7 to apply for an ITIN or Form SS-4 to apply for an EIN. You can get Forms W-7 and SS-4 from the IRS by calling 1-800-TAX-FORM (1-800-829-3676). If you do not have a TIN, write "Applied For" in the space for the TIN, sign and date the form, and give it to the requester. For interest and dividend payments, and certain payments made with respect to readily tradable instruments, you will generally have 60 days to get a TIN and give it to the requester. Other payments are subject to backup withholding. Note: Writing "Applied For' means that you have already applied for a TIN OR that you intend to apply for one soon. Part 11--For Payees Exempt From Backup Withholding Individuals (including sole proprietors) are not exempt from backup withholding. Corporations are exempt from backup withholding for certain payments, such as interest and dividends. For more information on exempt payees, see the separate instrucitons for the Requester of Form W-9. Closer ID : ahanna Commitment: 276831 Escrow No : VE276831 LTGC Form : W9-1996.2 (09/2001) If you are exempt from backup withholding, you should still complete this form to avoid possible erroneous backup withholding. Enter your correct TIN in Part 1, write "Exempt" in Part 11, and sign and date the form. If you are a nonresident alien or a foreign entity not subject to backup withholding, give the requester a completed Form W-8, Certificate of Foreign Status. Part 111--Certification For a joint account, only the person whose TIN is shown in Part 1 should sign (when required). 1. Interest, Dividend, and Batter Exchange Accounts Opened Before 1984 and Broker Accounts Considered Active During 1983. You must give your correct TIN, but you do not have to sign the certification. 2. Interest, Dividend, Broker, and Barter Exchange Accounts Opened After 1983 and Broker Accounts Considered Inactive During 1983. You must sign the certification or backup withholding will apply. If you are subject to backup withholding and you are merely providing your correct TIN to the requester, you must cross out item 2 in the certification before signing the form. 3. Real Estate Transactions. You must sign the certification. You may cross out item 2 of the certification. 4. Other Payments. You must give your correct TIN, but you do not have to sign the certification unless you have been notified that you have previously given an incorrect TIN. "Other payments" include payments made in the course of the requester's trade or business for rents, royalties, goods (other than bills for merchandise), medical and health care services (including payments to corporations), payments to a nonemployee for services (including attorney and accounting fees), and payments to certain fishing boat crew members. 5. Mortgage Interest Paid by You, Acquisition or Abandonment of Secured Property, Cancellation of Debt, or IRA Contributions. You must give your correct TIN, but you do not have to sign the certification. Privacy Act Notice Section 6109 of the Internal Revenue Code requires you to give your correct TIN to persons who must file information returns with the IRS to report interest, dividends, and certain other income paid to you, mortgage interest you paid, the acquisition or abandonment of secured property, cancellation of debt, or contributions you made to an IRA. The IRS uses the numbers for identification purposes and to help verify the accuracy of your tax return. The IRS may also provide this information to the Department of Justice for civil and criminal litigation and to cities, states, and the District of Columbia to carry out their tax laws. You must provide your TIN whether or not you are required to file a tax return. Players must generally withhold 31 % of taxable interest, dividend, and certain other payments to a payee who does not give a TIN to a payer. Certain penalties may also apply. What Name and Number To Give the Requester For this type of account: Give name and SSN of: 1. Individual The individual 2. Two or more The actual owner of the individuals (joint account or, if combined account) funds, the first individua on the account 1 3. Custodian account of The minor a minor (Uniform Gift to Minors Act) 4. a. The usual The grantor -trustee 1 revocable savings trust (grantor is also trustee) b. So-called trust The actual owner 1 account that is not a legal or valid trust under state law 5. Sole proprietorship The owner; For this type of account: Give name and SSN of: 6. Sole proprietorship The owner' 7. A valid trust, estate,or Legal entity' pension trust 8. Corporate The corporation 9. Association, club, The organization religious, charitable, educational, or other tax-exempt organization 0. Partnership The partnership 1. A broker or registered The broker or nominee nominee 2. Account with the The public entity Department of Agriculture in the name of a public entity (such as a state or local government, school district, or prison) that receives agricultural program payments i List first and circle the name of the person whose number you furnish. If only one person on a joint account has an SSN, that person's number must be furnished. 2 Circle the minor's name and furnish the minor's SSN. 3 You must show your individual name, but you may also enter your business or "doing business as" name. You may use either your SSN or EIN (if you have one.) 4 List first and circle the name of the legal trust, estate, or pension trust. (Do not furnish the TIN of the personal representative or trustee unless the legal entity itself is not designated in the account title.) Note: If no name is circled when more than one name is listed, the number will be considered to be that of the first name listed. Form W9-1996.2 r DIST.RIBUTION orieinals to• 1. Contract ock 2 z J2 U0'L UOy 3. j a T22:,-es ta• 1. Accouutia�a 3. U.