Escrow Agreement (Indemnity or Purchase Price) (Counterparty Side)
An Escrow Agreement (Indemnity or Purchase Price), drafted from the counterparty position, that holds part of the purchase price against post-closing claims, with release mechanics that avoid a second dispute.
Written to open from a strong position while leaving you real room to concede. A full custom draft prepared from your transaction, your counterparty, and the risks that are actually in front of you.
Frequently asked questions
The fee covers the finished document, filing-ready or send-ready as applicable, the supporting exhibits or attachments described in the scope, and a short cover memorandum explaining the choices made. It is fixed at this scope: one escrow. 2 rounds of revisions are included. If your matter falls outside that scope we tell you before starting and quote the difference — we do not bill past a flat fee without agreeing it first.
1 to 2 weeks from a complete set of instructions, plus time for the 2 rounds of revisions included in the fee. If you are working to a court deadline or a closing date, tell us when you order and we will confirm in writing whether we can meet it before you commit.
$2,125 is $325/hour × 6.5 hours — the time this deliverable takes in an ordinary m&a matter, at the firm's standard rate. Because it is a flat fee, the risk of the work running long sits with the firm: you pay $2,125 whether it takes us the estimate or twice it.
Third-party costs are never inside a flat fee and are passed through at cost, never marked up: court and agency filing fees, court reporter and transcript charges, expert witness fees, search vendor and e-discovery hosting charges, process server fees, and travel.
The business terms you have agreed so far, the counterparty and which side of the deal you are on, any existing draft, term sheet, or prior agreement, and your risk tolerance on the provisions that matter most to you. Send what you have — if something is missing we will tell you what else we need before the turnaround clock starts.
Clients also order
Other M&A work MC Law prepares on a flat fee.
Bill of Sale and Assignment and Assumption Agreement (Long Form)
A long-form Bill of Sale and Assignment and Assumption Agreement that actually transfers the assets and liabilities the purchase agreement promises to transfer, built for a high-value or heavily negotiated transaction.
Confidentiality Agreement for a Sale Process (Long Form)
A detailed Confidentiality Agreement for a Sale Process that protects the seller's information during diligence, with standstill and non-solicit terms where appropriate, covering the edge cases short forms leave open.
Earnout Agreement and Post-Closing Metrics — Review and Redline (Buyer Side)
A buyer-side markup of an Earnout Agreement and Post-Closing Metrics you have been handed, the agreement that ties part of the price to future performance, defining the metric and the seller's protections against manipulation.
Earnout Agreement and Post-Closing Metrics — Review and Redline (Seller Side)
A review and redline of an Earnout Agreement and Post-Closing Metrics from the seller position, for the document that ties part of the price to future performance, defining the metric and the seller's protections against manipulation.