Delivery of Escrow Shares. The Escrow Agent is not the ------------------------- transfer agent of the Escrow Shares. When shares are required to be delivered by the Escrow Agent to Parent or the Indemnification Representative pursuant to this Agreement, delivery shall be made by the Escrow Agent's instructing such stock transfer agent to deliver certificates to Parent or Indemnification Representative at their addresses set forth in 12.4. Signature Page to Escrow Agreement
Delivery of Escrow Shares. As soon as reasonably practicable after the Closing Date: (i) the Escrow Shares allocable to each Company Shareholder as shown on EXHIBIT A (the "INITIAL ESCROW SHARES") shall be delivered by Parent or Parent's transfer agent to the Escrow Agent in the form of duly authorized stock certificates for such shares issued in the respective names of the Company Shareholders; and (ii) each of the Company Shareholders shall deliver to the Escrow Agent three (3) stock powers in the form of EXHIBIT B attached hereto covering such Initial Escrow Shares, each duly endorsed and bearing a medallion signature guarantee. Each Company Shareholder agrees to execute and deliver to the Escrow Agent such additional stock powers relating to the Escrow Shares as may be necessary, in the Escrow Agent's opinion, to carry out its responsibilities under this Agreement. In the event Parent issues any Additional Escrow Shares (as defined below), Parent shall instruct its transfer agent to deliver such Additional Escrow Shares to the Escrow Agent, and each Company Shareholder shall deliver stock powers for such Company Shareholder's Additional Escrow Shares to the Escrow Agent, in the same manner as the Initial Escrow Shares and stock powers therefor were delivered to the Escrow Agent hereunder. Unless and until stock certificates representing Additional Shares are received by the Escrow Agent, the Escrow Agent may assume that none have been issued.
Delivery of Escrow Shares. Pursuant to Section 1.3 of the Share Exchange Agreement, after the Closing, the Purchaser shall deposit stock certificates for the Escrow Shares (“Escrowed Stock Certificates”) with the Escrow Agent, with each such Escrowed Stock Certificate being issued in the name of the Escrow Agent; provided, that the Purchaser may alternatively have the Escrow Agent and the Purchaser’s transfer agent account for the Escrow Shares in book entry form.
Delivery of Escrow Shares. On the Closing Date or as soon thereafter as is reasonably practicable: (i) Microfield shall deliver to the Escrow Agent, or cause its transfer agent to deliver to the Escrow Agent, for deposit to the Escrow Account, the written notice contemplated in Section 1.1 accompanied by one or more duly authorized stock certificates in the name of each of the Shareholders as shown on attached EXHIBIT A (the "INITIAL ESCROW SHARES"). The Representatives agree to execute and deliver to the Escrow Agent such additional stock powers relating to the Escrow Shares as may be necessary, in the Escrow Agent's reasonable opinion, to carry out its responsibilities under this Agreement. In the event Microfield issues any Additional Escrow Shares (as defined below), Microfield shall deliver, or cause its transfer agent to deliver, such Additional Escrow Shares to the Escrow Agent, in the same manner as the Initial Escrow Shares. Unless and until stock certificates representing Additional Escrow Shares are received by the Escrow Agent, the Escrow Agent may assume that none have been issued.
Delivery of Escrow Shares. On the Closing Date, the Escrow Shares will be deposited by Corgentech on behalf of the Participating Stockholders with the Escrow Agent.
Delivery of Escrow Shares. Concurrently with the execution and delivery of this Agreement, KH Partners and the FDIC have directed WMI to deliver, or cause to be delivered, and WMI has so delivered or caused to be delivered, the Escrow Shares, registered in the name of the Escrow Agent, to the Escrow Agent. By execution hereof, the Escrow Agent evidences its receipt from WMI of the Escrow Shares. The term "Escrow Fund" shall mean the Escrow Shares together with (i) all dividends and distributions (of whatever nature) (other than dividends payable in shares of WMI Common Stock paid on or with respect to the Escrow Shares), (ii) any additional or substitute securities with respect thereto, and (iii) any interest or earnings upon such dividends, distributions or additional or substitute securities in accordance with the terms of this Agreement (including without limitation amounts payable under the Notes.
Delivery of Escrow Shares. The Escrow Agent is not the ------------------------- transfer agent of the Escrow Shares. When shares are required to be delivered by the Escrow Agent to Parent or the Indemnification Representative (with respect to deliveries to the Holders) pursuant to this Agreement, delivery shall be made by the Escrow Agent's instructing such stock transfer agent to deliver certificates to Parent or Indemnification Representative at their addresses set forth in 12.4. The transfer agent herein is as named in Section 12.4 and the Escrow Agent shall be entitled to deal with him as such until the Escrow Agent receives instructions otherwise from Parent. Signature Page to Escrow Agreement
Delivery of Escrow Shares. Pursuant to Section 1.3 of the Share Exchange Agreement, after the Closing, the Purchaser shall deposit stock certificates for the Escrow Shares (“Escrowed Stock Certificates”) with the Escrow Agent, with each such Escrowed Stock Certificate being in the name of the applicable Seller and including a number of Escrow Shares based on each Seller’s Pro Rata Share of the total Escrow Shares as determined in accordance with the Share Exchange Agreement; provided, that the Purchaser may alternatively have the Escrow Agent and the Purchaser’s transfer agent account for the Escrow Shares in book entry form. Additionally, the Seller Representative shall deliver to the Escrow Agent five (5) assignments (separate from certificate) executed in blank by each Seller. Upon its receipt of such assignments and the Escrowed Stock Certificates for the Escrow Shares (or otherwise upon confirming the issuance of the Escrow Shares in book entry form), the Escrow Agent shall send a written acknowledgement of its receipt to Purchaser and the Seller Representative.
Delivery of Escrow Shares. Pursuant to Section 2.1(c) of the Share Exchange Agreement, on the Closing Date, Union shall, in cooperation with the Escrow Agent and Union’s transfer agent, transfer the Escrow Shares to the Escrow Agent in book entry form.
Delivery of Escrow Shares. The Seller shall have delivered to the Escrow Agent the certificate(s) representing the Debentures, Escrow Shares and Common Stock Shares which has been registered in the name of the Buyer and free of all legends and restrictions; and
