Joint Disbursement Instructions between Cord Blood America, Inc. and Cornell Capital Partners, LP (July 13, 2005)
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Summary
Cord Blood America, Inc. and Cornell Capital Partners, LP agree on how to distribute $500,000 in proceeds from a promissory note dated July 13, 2005. The funds, held in escrow, will be released in two parts to repay the note, with specific fees deducted for Yorkville Advisors Management, LLC. The remaining funds are to be paid to Cord Blood America, Inc. All conditions for closing have been met, and the disbursement will be managed by an attorney as directed by both parties.
EX-10.36 3 ex1036-jointdisbursement.txt JOINT DISBURSEMENT INSTRUCTIONS EXHIBIT 10.36 JOINT DISBURSEMENT INSTRUCTIONS FOR CLOSING: JULY 13, 2005 The undersigned do hereby: 1. Acknowledge the execution of a Promissory Note dated July 13, 2005 ("Promissory Note") between CORD BLOOD AMERICA, INC., a Florida corporation (the "Company") and Cornell Capital Partners, LP ("Cornell"), in the amount of $500,000. 2. Represents that two Advance Notices in the amount of $250,000 each issuable under the terms of the Standby Equity Distribution Agreement dated March 22, 2005 (the "SEDA"), the proceeds of which shall be used to repay the Promissory Note, shall be held in escrow by Kirkpatrick & Lockhart, Nicholson Graham, LLP, whom shall release the Advance Notices to Cornell on July 25, 2005 and August 1, 2005. 3. Represent that all conditions precedent to closing of the Promissory Note have been satisfied or waived; and direct that David Gonzalez, Esq. disburse the gross proceeds of the offering at the joint direction of the undersigned as follows: To be disbursed via wire transfer in immediately available U.S. funds, payable to the following parties: Gross Proceeds: From Cornell Capital Partners, LP $500,000 Less Fees: To Yorkville Advisors Management, LLC SEDA Commitment Fee (5%) $(25,000) Promissory Note Commitment Fee (1.25%) $ (6,250) -------- -------- $(31,250) ======== Net Proceeds: Payable to the Company $468,750 CORD BLOOD AMERICA, INC. CORNELL CAPITAL PARTNERS, LP By: Yorkville Advisors, LLC Its: General Partner By By: ------------------------------ ------------------------------ Name: Matthew L. Schissler Name: Mark Angelo Its: Chairman and CEO Its: Portfolio Manager