TRANSFER WITHIN ESCROW Sample Clauses

TRANSFER WITHIN ESCROW. (1) The Shareholder shall not transfer any of the Shares except in accordance with Local Policy Statement 3-07 and with the consent of the Superintendent or the Exchange.
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TRANSFER WITHIN ESCROW. 1) The Shareholder shall not assign, deal in, pledge, sell, trade or transfer in any manner whatsoever, or agree to do so in the future, any of the Shares or any beneficial interest in them, except:
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TRANSFER WITHIN ESCROW. (1) The Shareholder shall not transfer any of the Shares except in accordance with Local Policy Statement 3-07 and with the consent of the Superintendent or the Exchange. (2) The Escrow Agent shall not effect a transfer of the Shares within escrow unless the Escrow Agent has received (a) a copy of an Acknowledgement executed by the person to whom the Shares are to be transferred, and (b) a letter from the Superintendent or the Exchange consenting to the transfer. (3) Upon the death or bankruptcy of a Shareholder, the Escrow Agent shall hold the Shares subject to this agreement for the person that is legally entitled to become the registered owner of the Shares. (4) Should the Shareholder(s) Kix Xxxxxx xr Laxx Xx xease to be a "principal" (as that term is defined in Local Policy Statement 3-07) of the Issuer, die or become bankrupt, the Shareholder or whatever other person is legally entitled to 304
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TRANSFER WITHIN ESCROW. (a) The Principals shall not transfer any of the Escrow Shares except in accordance with Local Policy Statement 3-07 and with the consent of the Executive Director or the Exchange; (b) The Escrow Agent shall not effect a transfer of the Escrow Shares within escrow unless the Escrow Agent has received: (i) a copy of an Acknowledgment executed by the person to whom the Escrow Shares are to be transferred; and (ii) a letter from the Executive Director or the Exchange consenting to the transfer; (c) Upon the death or bankruptcy of a Principal, the Escrow Agent shall hold the Escrow Shares subject to this Agreement for the person that is legally entitled to become the registered owner of the Escrow Shares; (d) the Principals acknowledge to, and agree with, the Issuer that the Principals will continue to be involved in the business affairs of the Issuer, or an operating subsidiary thereof, as a director or senior officer of one or both such companies, or by providing key services, whether management services or otherwise to one or both such companies. If the Principals for any reason cease to be directors or senior officers of such companies, or ceases to provide such services, then the Escrow Shareholders shall be entitled to retain their Escrow Shares and remain bound by the terms of this Agreement. For further clarity the Principals shall be entitled to a release or releases of the Escrow Shares pursuant to the provisions of section 7(b) hereof. 7. Release From Escrow (a) the Principals irrevocably direct the Escrow Agent to retain the Escrow Shares until the Escrow Shares are released from escrow pursuant to subsection (b) or surrendered for cancellation pursuant to section 8; (b) the Escrow Agent shall not release the Escrow Shares from escrow unless the Escrow Agent has received a letter from the Executive Director or the Exchange consenting to the release; and (c) the approval of the Executive Director or the Exchange to a release from escrow of any of the Escrow Shares shall terminate this Agreement only in respect of the Escrow Shares so released. 8.
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TRANSFER WITHIN ESCROW. (a) The Principals shall not transfer any of the Escrow Shares except in accordance with Local Policy Statement 3-07 and with the consent of the Executive Director or the Exchange;
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TRANSFER WITHIN ESCROW. (a) PCR shall not transfer any of the Shares except with the consent of the Executive Director or the Exchange.
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TRANSFER WITHIN ESCROW. (a) The Principals shall not transfer any of the Escrow Shares except in accordance with Local Policy Statement 3-07 and with the consent of the Executive Director or the Exchange; (b) The Escrow Agent shall not effect a transfer of the Escrow Shares within escrow unless the Escrow Agent has received: (i) a copy of an Acknowledgment executed by the person to whom the Escrow Shares are to be transferred; and (ii) a letter from the Executive Director or the Exchange consenting to the transfer; (c) Upon the death or bankruptcy of a Principal, the Escrow Agent shall hold the Escrow Shares subject to this Agreement for the person that is legally entitled to become the registered owner of the Escrow Shares; (d) the Principals acknowledge to, and agree with, the Issuer that the Principals will continue to be involved in the business affairs of the Issuer, or an operating subsidiary thereof, as a director or senior officer of one or both such companies, or by providing key services, whether management services or otherwise to one or both such companies. If the Principals for any reason cease to be directors or senior officers of such companies, or ceases to provide such services, then the Escrow Shareholders shall be entitled to retain their Escrow Shares and remain bound by the terms of this Agreement. For further clarity the Principals shall be entitled to a release or releases of the Escrow Shares pursuant to the provisions of section 7(b) hereof.
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TRANSFER WITHIN ESCROW. The Vendors will not sell, deal in, assign, transfer in any manner whatsoever or agree to sell, deal in, assign or transfer in any manner whatsoever, any of the Escrowed Shares which are subject to escrow hereunder or beneficial ownership of or any interest in them. The Escrow Agent shall not accept or acknowledge any transfer, assignment, declaration of trust or any other documents evidencing a change in legal or beneficial ownership of any of the Escrowed Shares subject to escrow hereunder, or of any interest in such Escrowed Shares, subject to the terms of this Agreement.
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TRANSFER WITHIN ESCROW. At the Time of Closing, the Alberta Securities Commission shall have approved of a transfer within escrow of the Purchased Shares to the Purchasers.
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Related to TRANSFER WITHIN ESCROW

  • ASSIGNMENT SEPARATE FROM CERTIFICATE FOR VALUE RECEIVED, I, _____________________, hereby sell, assign and transfer unto ( ) shares of the Common Stock of Heska Corporation, standing in my name on the books of said corporation represented by Certificate No. herewith and do hereby irrevocably constitute and appoint to transfer said stock on the books of the within-named corporation with full power of substitution in the premises. Dated: , 20 .

  • Disbursements from the Escrow Account a. At such time as Escrow Agent has collected and deposited instruments of payment in the total amount of the Advance and has received such Common Stock via D.W.A.C from the Company which are to be issued to the Investor pursuant to the Standby Equity Distribution Agreement, the Escrow Agent shall notify the Company and the Investor. The Escrow Agent will continue to hold such funds until the Investor and Company execute and deliver a Joint Written Direction directing the Escrow Agent to disburse the Escrow Funds pursuant to Joint Written Direction at which time the Escrow Agent shall wire the Escrow Funds to the Company. In disbursing such funds, Escrow Agent is authorized to rely upon such Joint Written Direction from Company and may accept any signatory from the Company listed on the signature page to this Agreement and any signature from the Investor that Escrow Agent already has on file. Simultaneous with delivery of the executed Joint Written Direction to the Escrow Agent the Investor and Company shall execute and deliver a Common Stock Joint Written Direction to the Escrow Agent directing the Escrow Agent to release via D.W.A.C to the Investor the shares of the Company's Common Stock. In releasing such shares of Common Stock the Escrow Agent is authorized to rely upon such Common Stock Joint Written Direction from Company and may accept any signatory from the Company listed on the signature page to this Agreement and any signature from the Escrow Agent has on file. In the event the Escrow Agent does not receive the amount of the Advance from the Investor or the shares of Common Stock to be purchased by the Investor from the Company, the Escrow Agent shall notify the Company and the Investor.

  • Closing Escrow The Closing shall take place by means of a so called “New York style” escrow (the “Closing Escrow”), and, at or prior to the Closing, the Parties shall enter into a closing escrow agreement with the Escrow Agent with respect to the Closing Escrow in form and substance reasonably acceptable to Seller, Purchaser and the Escrow Agent (the “Closing Escrow Agreement”) pursuant to which (i) the Purchase Price to be paid by Purchaser pursuant to Section 3.3 shall be deposited with Escrow Agent, (ii) all of the documents required to be delivered by Seller and Purchaser at Closing pursuant to this Agreement shall be deposited with Escrow Agent, and (iii) at Closing, the Purchase Price (as adjusted pursuant to Section 3.1) and the Xxxxxxx Money shall be disbursed to Seller and the documents deposited into the Closing Escrow shall be delivered to Seller and Purchaser (as the case may be) pursuant to the Closing Escrow Agreement.

  • Establishment of Escrow Account; Deposits in Escrow Account With respect to those Mortgage Loans on which the Servicer or any Sub-Servicer collects Escrow Payments, if any, the Servicer shall, and shall cause the Sub-Servicer to, segregate and hold all funds collected and received pursuant to each such Mortgage Loan which constitute Escrow Payments separate and apart from any of its own funds and general assets and shall establish and maintain one or more Escrow Accounts, in the form of trust accounts. Such Escrow Accounts shall be established with a commercial bank, a mutual savings bank or a savings and loan association the deposits of which are insured by the FDIC in a manner which shall provide maximum available insurance thereunder, and which may be drawn on by the Servicer. The Servicer shall give notice to the Trustee of the location of any Escrow Account, and of any change thereof, prior to the use thereof. Nothing in this paragraph shall be deemed to require the Servicer to collect Escrow Payments in the absence of a provision in the related Mortgage requiring such collection. The Servicer shall deposit, or cause to be deposited, in any Escrow Account or Accounts on a daily basis, and retain therein, (i) all Escrow Payments collected on account of any Mortgage Loans, for the purpose of effecting timely payment of any such items as required under the terms of this Agreement and (ii) all amounts representing proceeds of any hazard insurance policy which are to be applied to the restoration or repair of any Mortgaged Property. The Servicer shall make withdrawals therefrom only to effect such payments as are required under this Agreement, and for such other purposes as are set forth in Section 5.11. The Servicer shall be entitled to retain any interest paid on funds deposited in the Escrow Account by the depository institution other than interest on escrowed funds required by law to be paid to the related Mortgagor and, to the extent required by law, the Servicer shall pay interest on escrowed funds to the related Mortgagor notwithstanding that the Escrow Account is non-interest-bearing or that interest paid thereon is insufficient for such purposes.

  • Release from Escrow (1) The Shareholder irrevocably directs the Escrow Agent to retain the Shares until the Shares are released from escrow pursuant to subsection (2) or surrendered for cancellation pursuant to section 8.

  • Deposits into the Escrow Account All Subscribers will be directed by the Issuer and its agents to transmit their data and subscription amounts via Escrow Agent’s technology systems (“Issuer Dashboard”), directly to the Escrow Account to be held for the benefit of Subscribers in accordance with the terms of this Agreement and applicable regulations. All Subscribers will transfer funds directly to the Escrow Agent for deposit into the Escrow Account. Escrow Agent shall process all subscription amounts for collection through the banking system, shall hold Escrow Amounts, and shall maintain an accounting of each such subscription amount posted to its ledger, which also sets forth, among other things, each Subscriber’s name and address, the quantity of Securities purchased, and the amount paid. All subscription amounts which have cleared the banking system, are hereinafter referred to as the “Escrow Amount”. No interest shall be paid to Issuer or Subscribers on balances in the Escrow Account. Issuer shall promptly, concurrent with any new or modified subscription agreement (each a “Subscription Agreement”) and/or Offering materials, provide Escrow Agent with a copy of such revised documents and other information as may be reasonably requested by Escrow Agent which is necessary for the performance of its duties under this Agreement. Escrow Agent is under no duty or responsibility to enforce collection of any subscription amounts whether delivered to it or not hereunder. Issuer shall cooperate with Escrow Agent with clearing any and all AML and funds processing exceptions. Funds Hold; Clearing, Settlement and Risk Management Policy: All parties agree that Subscriber funds are considered “cleared” as follows: * Wires — 24 hours (one business day) following receipt of funds; *ACH — 10 days following receipt of funds; *Credit and Debit Cards – 24 hours (one business day) following receipt of funds. For subscription amounts received through ACH transfers, Federal regulations provide Subscribers with the right to recall, cancel or otherwise dispute the transaction for a period of up to 60 days following the transactions. Similarly, subscription amounts processed by credit or debit card transactions are subject to recall, chargeback, cancellation or other dispute for a period of up to 180 days following the transaction. As an accommodation to the Issuer and Broker, subject to the terms of this Agreement, Escrow Agent shall make subscription amounts received through ACH fund transfers available starting 10 calendar days following receipt by Escrow Agent of the subscription amounts and 24 hours following receipt of funds for credit and debit card transactions. Notwithstanding the foregoing, all cleared subscription amounts remain subject to internal compliance review in accordance with internal procedures and applicable rules and regulations. Escrow Agent reserves the right to deny, suspend or terminate participation in the Escrow Account any Subscriber to the extent Escrow Agent, in its sole and absolute discretion, deems it advisable or necessary to comply with applicable laws or to eliminate practices that are not consistent with laws, rules, regulations or best practices. Prime Trust reserves the right to limit, suspend, restrict (including increasing clearing periods) or terminate the use of ACH, credit card and/or debit card transactions at its sole discretion. Without limiting the indemnification obligations under Section 11 of this Agreement, Issuer agrees that it will immediately indemnify, hold harmless and reimburse the Escrow Agent for any fees, costs or liability whatsoever resulting or arising from funds processing failures, including without limitation chargebacks, recalls or other disputes. Issuer acknowledges and agrees that the Escrow Agent shall not be responsible for or obligated to pursue collection of any funds from Subscribers.

  • Permitted Withdrawals From Escrow Account Withdrawals from the Escrow Account or Accounts may be made by the Servicer only:

  • Initial Escrow Amount; Issuance of Escrow Receipts The Escrow Agent hereby directs the Underwriters to, and the Underwriters hereby acknowledge that on the date hereof they shall, irrevocably deliver to the Depositary on behalf of the Escrow Agent, an amount in U.S. dollars (“Dollars”) and immediately available funds equal to $289,358,000 for deposit on behalf of the Escrow Agent with the Depositary in accordance with Section 2.1 of the Deposit Agreement. The Underwriters hereby instruct the Escrow Agent, upon receipt by the Depositary of such sum from the Underwriters, to confirm such receipt by executing and delivering to the Pass Through Trustee an Escrow Receipt in the form of Exhibit A hereto (each, an “Escrow Receipt” and, collectively, the “Escrow Receipts”) (a) to be affixed by the Pass Through Trustee to each Certificate and (b) to evidence the same percentage interest (the “Escrow Interest”) in the Account Amounts (as defined below) as the Fractional Undivided Interest in the Pass Through Trust evidenced by the Certificate to which such Escrow Receipt is to be affixed. The Escrow Agent shall provide to the Pass Through Trustee for attachment to each Certificate newly issued under and in accordance with the Pass Through Trust Agreement an executed Escrow Receipt as the Pass Through Trustee may from time to time request Escrow and Paying Agent Agreement (Class A) (American Airlines 2019-1 Aircraft EETC) of the Escrow Agent. Each Escrow Receipt shall be registered by the Escrow Agent in a register (the “Register”) maintained by the Escrow Agent in the name of the same holder that is the holder of the Certificate to which such Escrow Receipt is attached and may not thereafter be detached from such Certificate to which it is to be affixed. No Escrow Receipt may be assigned or transferred except in connection with the assignment or transfer of the Certificate to which such Escrow Receipt is affixed. After the termination of the Deposit Agreement (or, if applicable, any Replacement Deposit Agreement), no additional Escrow Receipts shall be issued and the Pass Through Trustee shall request the return to the Escrow Agent for cancellation of all outstanding Escrow Receipts.

  • Deliveries to the Escrow Agent (a) Concurrently with the execution and delivery of this Agreement, the Holder is delivering the Debentures and the Class B Warrants to the Escrow Agent, and the Escrow Agent hereby acknowledges receipt of the Outstanding Securities.

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