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Escrow Services

Overview

What We Do

Where appointed as Escrow Agent, we structure and administer escrow mechanisms for transparent, condition-based movement of funds, documents and digital assets. Each mechanism is aligned with the transaction terms agreed between the parties, so money and documents move only when the agreed conditions are met.

How We Administer Escrow

01

Escrow Structuring

Mechanisms aligned with transaction terms

We design the escrow mechanism around the commercial agreement: the parties, the triggering conditions, the release events, and what happens on default or dispute. The structure is set out clearly before any account is opened.

02

Account Opening & Administration

With designated banks

We coordinate the opening of escrow accounts with designated banks and administer them for the life of the arrangement, including mandates, authorised signatories and standing instructions.

03

Fund-Flow Waterfalls

Payment priorities defined upfront

We define fund-flow waterfalls and payment priorities, so that collections are applied in the agreed order (for example taxes, debt servicing, reserves, and then surplus) without discretionary handling.

04

Condition Monitoring

Inflows and outflows against agreed conditions

We monitor inflows and outflows against the conditions in the escrow agreement and act on releases only once the required evidence and instructions are in place.

05

Documentation & Coordination

Banks and stakeholders kept aligned

We handle escrow documentation and coordinate with banks, counterparties, trustees and advisers, maintaining a clear audit trail of every instruction and release.

Escrow Structures We Support

Escrow arrangements are tailored to the transaction. The structures we commonly administer include:

  • Purchase & Sale Escrow - Consideration held until the agreed closing conditions of an acquisition or asset sale are met.
  • Settlement Escrow - Funds held pending settlement of claims, disputes or agreed adjustments between parties.
  • Transaction Escrow - Condition-based holding and release of funds for a specific commercial transaction.
  • Debt Servicing Escrow - Collections ring-fenced and applied towards interest and principal obligations under a defined waterfall.
  • Demat Escrow - Securities held in a demat escrow account and released or transferred on fulfilment of agreed conditions.
  • Fractional Shares Escrow - Administration of fractional entitlements arising from corporate actions until they are consolidated and settled.
  • Source Code Escrow - Software source code deposited with an independent party and released to the licensee on agreed trigger events.
  • Document Escrow - Original documents, title deeds or agreements held and released on fulfilment of agreed conditions.

Who We Work With

  • Issuers & Borrowers - Ring-fencing of collections and debt servicing under financing arrangements.
  • Investors & Lenders - Assurance that funds and security move only as agreed.
  • Corporates & Sponsors - Escrow for acquisitions, settlements and commercial transactions.
  • Intermediaries - Escrow administration support for transactions they arrange or manage.

How an Engagement Works

  1. Understand the transaction - We review the commercial terms, parties and conditions the escrow must enforce.
  2. Design the mechanism - We set out the structure, release conditions, waterfall and reporting.
  3. Document and open accounts - Escrow agreement, KYC and account opening with the designated bank.
  4. Administer - Monitoring of inflows and outflows, releases against conditions, and periodic reporting.
  5. Close - Final releases and closure of the arrangement once all obligations are discharged.

Scope and Limitations

Escrow roles apply only where Gradivus is specifically appointed as Escrow Agent under an escrow agreement, and services are provided as per the agreed scope. We act on the conditions and instructions set out in the transaction documents; we do not take commercial decisions on behalf of the parties or provide investment advice.

Technology Behind Our Escrow Work

Our escrow administration is supported by purpose-built escrow and cash-flow monitoring systems, giving stakeholders visibility of balances, movements and pending conditions with a complete audit trail.

Frequently Asked Questions

What does an escrow agent do?

An escrow agent is an independent party that holds funds, securities or documents and releases them only when conditions agreed between the parties are met. Gradivus structures the mechanism, coordinates account opening with a designated bank, monitors inflows and outflows, and releases against the agreed conditions.

What types of escrow does Gradivus support?

Purchase and sale escrow, settlement escrow, transaction escrow, debt servicing escrow, demat escrow, fractional shares escrow, source code escrow and document escrow.

Can escrow be used for debt servicing?

Yes. In a debt servicing escrow, collections are ring-fenced in an escrow account and applied towards interest and principal under a pre-agreed waterfall before any surplus is released to the borrower.

Where is Gradivus based?

Gradivus Corporate Services Private Limited is based in Mulund West, Mumbai, and works with issuers, borrowers, lenders, investors and intermediaries across India.

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