ESCROW OF SECURITIES. Buyer agrees he will place the shares owned before the offering of the Company's securities into an escrow account maintained by Continental Stock Transfer & Trust Company, acting as escrow agent, on such date as the Company shall file a registration statement on Form S-1 ("Form S-1") with the SEC. Subject to certain limited exceptions, such as transfers to family members and trusts for estate planning purposes and upon death while remaining subject to the escrow agreement, these shares will not be transferable and will not be released from escrow until six (6) months after consummation of a business combination, unless the Company consummates a transaction after the consummation of the initial business combination that results in all of its stockholders having the right to exchange their shares of common stock for cash, securities or other property. If the Company is forced to dissolve and liquidate, these shares will be cancelled. Additionally, on the date on which the Form S-1 is filed with the SEC, warrants purchased by Buyer will be placed into the escrow account maintained by Continental Stock Transfer & Trust Company, acting as escrow agent. Subject to certain limited exceptions, said warrants will not be transferable and will not be released from escrow until the 90th day after the completion of the Company's business combination
ESCROW OF SECURITIES. In consideration of Ontro entering into this agreement Aura agrees that upon execution of this Agreement Aura or its designee shall deposit into Ontro's existing securities brokerage account with Xxxxx Fargo Xxx Xxxxxx (the "Account") for Ontro's benefit 2,500,000 shares of freely transferable common stock of Aura Systems, Inc. (the "Aura Systems Shares").
ESCROW OF SECURITIES. In consideration of Ontro entering into this agreement Aura agrees that on or before February 1, 2001 Aura or its designee shall deposit into an escrow or trust account for the benefit of Ontro (the "Account") freely transferable securities actively trading on an exchange in the United States.
ESCROW OF SECURITIES. At the Effective Time, Yooma shall cause 10% of the Yooma Shares that are to be issued to the Socati Converted Shareholders under this Agreement (collectively, the “Indemnity Shares”) to be deposited with the Escrow Agent pursuant to the Escrow Agreement. The Indemnity Shares shall be applied, as necessary, in accordance with this Article 7, to satisfy the indemnity obligations of the Socati Shareholders, and shall be released to the applicable Socati Converted Shareholder, returned to Yooma for cancellation, sold to a third-party or sold through the facilities of the Exchange in accordance with the terms of this Agreement and the Escrow Agreement.
ESCROW OF SECURITIES. (a) Upon execution of this Agreement, the Founder and if necessary, certain Related Parties will deposit 10,415,975 share of BH common stock, 707,916 Warrants (exercisable at 40 cents per share) (the “Escrow Securities”) into an escrow account with ________ (the “Escrow Agent”). For so long as the Escrow Securities are in escrow, the current owners shall retain all voting rights and the right to receive any distributions or other rights that may accrue with respect thereto except for the proceeds of any sale of the Escrow Securities or the sale of any of the assets of BH.
ESCROW OF SECURITIES. Ten percent (10%) of the CPI Common Shares issuable to each Driveoff Stockholder in the Transactions shall be deposited into escrow (the "ESCROW") pursuant to the terms of an Escrow Agreement with Chase Manhattan Trust Company, National Association, or other escrow firm as may be agreed upon by the parties, as escrow agent (the "ESCROW AGENT"), in the form set forth on Exhibit 1.4.5 hereto, with such changes as may reasonably be required by the Escrow Agent (the "ESCROW AGREEMENT"), to secure claims by the CPI Indemnitees for indemnification pursuant to Article VII hereof.
ESCROW OF SECURITIES. Buyer agrees he will place the Shares into an escrow account maintained by an escrow agent acceptable to the Company, on such date as the Company shall file a registration statement on Form S-1 ("Form S-1") with the SEC. Buyer acknowledges and agrees that these Shares will not be transferable during the escrow period except for (i) transfers to an entity’s members upon its liquidation; (ii) transfers to relatives and trusts for estate planning purposes; or (iii) transfers by private sales made at or prior to the consummation of a business combination at prices no greater than the price at which the shares were originally purchased, in each case where the transferee agrees to the terms of the escrow agreement and Buyer will retain all other rights as a stockholder, including, without limitation, the right to vote the Shares and the right to receive cash dividends, if declared. Buyer further acknowledges and agrees that the Shares will not be released from escrow until the earlier of: · one year after the consummation of a business combination; · the last sales price of the Company’s Common Stock equals or exceeds $12.00 per share for any 20 trading days within any 30-trading day period commencing after the consummation of a business combination; or · the Company consummates a liquidation, merger, stock exchange or other similar transaction after the consummation of the initial business combination that results in all of its stockholders having the right to exchange their shares of Common Stock for cash, securities or other property. If dividends are declared and payable in shares of Common Stock, such dividends will also be placed in escrow.
ESCROW OF SECURITIES. 63 SECTION 5.10
ESCROW OF SECURITIES. The Borrower shall have issued the Securities into escrow and delivered the Securities to the Escrow Agent as contemplated by the Escrow Agreement.
ESCROW OF SECURITIES. (g) Definitions.....................................
