2011-03-14_REVISION - M1977493 ‎(47)‎

• Permit No: M1977493
• IBM Index Class Name: REVISION
• Doc Date: 3/14/2011
• Doc Name: Exhibit List, Exs. 34 to 38
• From: Climax
• To: MLRB
• Type & Sequence: AM6
• Media Type: D
• Archive: No

CM0001192
•

•
concurrently deposit with Escrow Agent (a) a stock
certificate representing the Shares (such certificate,
together with any reissuance of all or a portion of the
shares thereof, shall hereinafter be referred to as the
"Certificate"); (b) the Note; (c) the Security Documents;
(d) a Request for Release of Deed of Trust, executed by
Climax and requesting release of the Deed of Trust; and
(e) a blank stock power, executed by the Company and
conveying an unspecified number of the Shares to Climax.
2. Fees: Acceptance of DeUosit. Escrow Agent
hereby acknowledges the deposit of the Certificate and other
documents described in Section 1 above. Escrow Agent shall
be entitled to a one-time fee of $250.00, plus a fee of
$25.00 for each transaction (regardless of the number of
documents included in such transaction) for administration
of this Agreement, payable one-half by Seller and one-half
by the Company.
3. Release of Certificate. (a) Escrow Agent shall
mark the Note "'paid" and release the Certificate and other
documents held by Escrow Agent to the Company upon receipt
of an affidavit from a purported officer of the Company
stating that payment in full has been made by the company of
all obligations under the Note. Such affidavit shall be
accompanied by written confirmation from Seller of payment.
(b) Escrow Agent shall release the
Certificate and other documents held by Escrow Agent to
Seller upon receipt of an affidavit from a purported officer
of Seller stating that: (i) the Company has defaulted under
the terms of the Note, Security Agreement and Deed of Trust..
Such affidavit shall be accompanied by reasonable proof of
the Company's default; (ii) Summit County has disapproved
the issuance of the Permit (as defined in Section 3 of the
Agreement) after Climax has taken all steps necessary for
action by Summit County on the application for the Permit;
(iii) Climax has withdrawn its application upon making a
good faith determination that the conditions for application
for the Permit imposed by Summit County are unduly unusual
and onerous, or (iv) Climax has rejected the Permit within
20 business days after receipt by the applicant of notice of
approval.
(c) Escrow Agent shall mark the Note "paid"
and shall file with the Public Trustee of Summit County,
Colorado a Request for Release of Deed of Trust, releasing
the Deed of Trust, together with the original Note, marked
"paid," upon receipt of an affidavit from a purported
officer of Seller or of the Company stating that either
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