Additional Escrow Requirements Sample Clauses

Additional Escrow Requirements. A Canadian exchange may impose escrow terms or conditions in addition to those set out in this Agreement.
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Additional Escrow Requirements. In addition to the Escrow Requirements detailed elsewhere in the Agreement, Supplier shall, at Aetna’s sole cost and expense, place one (1) complete copy of all object codes and executables with Aetna’s escrow agent. Such placement will be governed by the same requirements as the placement of the source code.
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Additional Escrow Requirements. A Canadian exchange may impose escrow terms or conditions in addition to those set out in this Agreement. -------------------------------------------------------------------------------- FORM 5D ESCROW AGREEMENT PAGE 18 (AS AT AUGUST 2002)
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Additional Escrow Requirements. The Exchange may impose escrow terms or conditions in addition to those set out in this Agreement, in which event Petrovic will be bound by the escrow terms or conditions so imposed.
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Additional Escrow Requirements. Promptly following the execution of this Agreement, Buyer's outside accounting firm, Ernst & Young, shall conduct a due diligence investigation of the book, records, financial statements and Tax Returns of INEA S.R.L., in accordance with Schedule 2.6 hereof, for the purpose of evaluating what outstanding or potential liabilities, including without limitation contingent liabilities, INEA S.R.L. has for Taxes. The Company and Sellers will cooperate with Ernst & Young in such investigation and shall provide all information reasonably requested by Ernst & Young with respect thereto. Buyer shall cause Ernst & Young to complete such due diligence investigation and deliver its report thereof to Buyer no later than twenty (20) days from the execution of this Agreement. In the event Ernst & Young has determined, as described in such report, that such outstanding or potential liabilities exceed Ten Thousand U.S. Dollars (US $10,000), (i) the portion of the Purchase Price to be placed in escrow shall be increased by an amount equal to such excess, which shall consist of Diginet Stock based upon a value of $1.81 per share (and the aggregate number of shares of Diginet Stock to be delivered to Sellers at the Closing shall be reduced accordingly), (ii) the Escrow Period (as defined in the Escrow Agreement) shall be extended, only for this Additional Escrow, from the six month anniversary of the Closing Date to the first anniversary of the Closing Date and (iii) the Escrow Agreement shall be revised to take into account the foregoing; provided, that, in no event shall the Escrow Fund (as defined in the -------- ---- Escrow Agreement) exceed One Million Two Hundred Fifty Thousand U.S. Dollars (US $1,250,0000) on the Closing Date.
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Additional Escrow Requirements. 11 3. REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND SELLERS REGARDING THE COMPANY......................................... 11 3.1.
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Additional Escrow Requirements. The Parties acknowledge that certain of the Shares and certain of the Shares issued upon exchange for certain Bevcanna Shares pursuant to the Amalgamation Agreement may be, in addition to this Agreement, subject to the terms of an escrow agreement (the “Escrow Agreement”) required by the CSE or other Exchange in connection with a Listing on the CSE or other Exchange. In the event that the release schedule contained in the Escrow Agreement (the “Escrow Release Schedule”) provides for the release of Shares from escrow over a longer period of time than is provided for in the Pooling Agreement, each Subject Shareholder agrees to be bound by such lengthened release schedule as set out in the Escrow Agreement (the “Amended Release Schedule”) and acknowledges and agrees that this Agreement will be deemed to be amended as of the Listing Date to replace the Release Schedule with the Amended Release Schedule and make such consequential amendments as necessary to give effect to the Amended Release Schedule, without any further action by or any approval from the Subject Shareholders. Upon adoption of an Amended Release Schedule, the Issuer shall issue a news release announcing the Listing, the Escrow Agreement and the amendment of this Agreement to include the Amended Release Schedule.
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Related to Additional Escrow Requirements

  • Additional Requirements As a condition precedent to the execution and Delivery, the registration of issuance, transfer, split-up, combination or surrender, of any ADS, the delivery of any distribution thereon, or the withdrawal of any Deposited Property, the Depositary or the Custodian may require (i) payment from the depositor of Shares or presenter of ADSs or of an ADR of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees and charges of the Depositary as provided in Section 5.9 and Exhibit B, (ii) the production of proof reasonably satisfactory to it as to the identity and genuineness of any signature or any other matter contemplated by Section 3.1, and (iii) compliance with (A) any laws or governmental regulations relating to the execution and Delivery of ADRs or ADSs or to the withdrawal of Deposited Securities and (B) such reasonable regulations as the Depositary and the Company may establish consistent with the provisions of the representative ADR, if applicable, the Deposit Agreement and applicable law.

  • Post-Closing Requirements Borrowers shall complete each of the post-closing obligations and/or provide to Agent each of the documents, instruments, agreements and information listed on Schedule 7.4 attached hereto on or before the date set forth for each such item thereon, each of which shall be completed or provided in form and substance satisfactory to Agent.

  • Tax Requirements The Participant is hereby advised to consult immediately with his or her own tax advisor regarding the tax consequences of this Agreement. The Company or, if applicable, any Subsidiary (for purposes of this Section 28, the term “Company” shall be deemed to include any applicable Subsidiary), shall have the right to deduct from all amounts hereunder paid in cash or other form, any Federal, state, local, or other taxes required by law to be withheld in connection with this Award. The Company may, in its sole discretion, also require the Participant receiving shares of Common Stock issued under the Plan to pay the Company the amount of any taxes that the Company is required to withhold in connection with the Participant’s income arising with respect to this Award. Such payments shall be required to be made when requested by the Company and may be required to be made prior to the delivery of any certificate representing shares of Common Stock. Such payment may be made (i) by the delivery of cash to the Company in an amount that equals or exceeds (to avoid the issuance of fractional shares under (iii) below) the required tax withholding obligations of the Company; (ii) if the Company, in its sole discretion, so consents in writing, the actual delivery by the exercising Participant to the Company of shares of Common Stock other than (A) Restricted Stock, or (B) Common Stock that the Participant has not acquired from the Company within six (6) months prior to the date of exercise, which shares so delivered have an aggregate Fair Market Value that equals or exceeds (to avoid the issuance of fractional shares under (iii) below) the required tax withholding payment; (iii) if the Company, in its sole discretion, so consents in writing, the Company’s withholding of a number of shares to be delivered upon the exercise of the Stock Option other than shares that will constitute Restricted Stock, which shares so withheld have an aggregate fair market value that equals (but does not exceed) the required tax withholding payment; or (iv) any combination of (i), (ii), or (iii). The Company may, in its sole discretion, withhold any such taxes from any other cash remuneration otherwise paid by the Company to the Participant. * * * * * * * *

  • Additional Reporting Requirements Contractor agrees to submit written quarterly reports to H-GAC detailing all transactions during the previous three (3) month period. Reports must include, but are not limited, to the following information:

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