Common use of ASSIGNMENT SEPARATE FROM CERTIFICATE Clause in Contracts

ASSIGNMENT SEPARATE FROM CERTIFICATE. As security for the faithful performance of this Agreement, you agree, upon execution of this Agreement, to deliver a stock power in the form attached as Exhibit C, executed by you and your spouse, if any (with the transferee, certificate number, date and number of Shares left blank), along with any certificate(s) evidencing shares issued to you, to the Secretary of the Company or its designee ("Escrow Holder"), who is hereby appointed to hold such stock power and any such certificate(s) in escrow and to take all such actions and to effectuate all such transfers and/or releases of such Shares as are in accordance with the terms of this Agreement. You and the Company agree that Escrow Holder shall not be liable to any party to this Agreement (or to any other party) for any actions or omissions unless Escrow Holder is grossly negligent relative thereto. Escrow Holder may rely on any letter, notice or other document executed by any signature purported to be genuine and may rely on advice of counsel and obey any order of any court with respect to the transactions contemplated in this Agreement. The Shares may be released from escrow as they cease to be Unvested Shares.

Appears in 2 contracts

Samples: Restricted Stock Award Agreement (Puget Energy Inc /Wa), Restricted Stock Award Agreement (Puget Energy Inc /Wa)

AutoNDA by SimpleDocs

ASSIGNMENT SEPARATE FROM CERTIFICATE. As security for the faithful performance of this Agreement, you agreeEmployee agrees, immediately upon execution receipt of this Agreementthe certificate(s) evidencing any Shares, to deliver such certificate(s), together with a stock power in the form attached to this Agreement as Exhibit CA, executed by you Employee and your by Employee's spouse, if any (with the transferee, certificate number, date and number of Shares left blank), along with any certificate(s) evidencing shares issued to you, to the Secretary of the Company or its designee ("Escrow Holder"), who is hereby appointed to hold such certificate(s) and stock power and any such certificate(s) in escrow and to take all such actions and to effectuate all such transfers and/or releases of such Shares as are in accordance with the terms of this Agreement. You Employee and the Company agree that Escrow Holder shall will not be liable to any party to this Agreement (or to any other party) for any actions or omissions unless Escrow Holder is grossly negligent relative thereto. Escrow Holder may rely on any letter, notice or other document executed by any signature purported to be genuine and may rely on advice of counsel and obey any order of any court with respect to the transactions contemplated in this Agreement. The Shares may will be released from escrow as they cease upon termination of the transfer restrictions imposed by this Agreement, except that such release will not affect the rights of the Company with respect to be Unvested Sharesany pledge of Shares to the Company.

Appears in 1 contract

Samples: Early Exercise Notice and Stock Purchase Agreement (Avanade Inc.)

ASSIGNMENT SEPARATE FROM CERTIFICATE. As security for the faithful performance of this Agreement, you agreeEmployee agrees, immediately upon execution receipt of this Agreementthe certificate(s) evidencing any Shares, to deliver such certificate(s), together with a stock power in the form attached to this Agreement as Exhibit CA, executed by you Employee and your by Employee’s spouse, if any (with the transferee, certificate number, date and number of Shares left blank), along with any certificate(s) evidencing shares issued to you, to the Secretary of the Company or its designee ("Escrow Holder"), who is hereby appointed to hold such certificate(s) and stock power and any such certificate(s) in escrow and to take all such actions and to effectuate all such transfers and/or releases of such Shares as are in accordance with the terms of this Agreement. You Employee and the Company agree that Escrow Holder shall will not be liable to any party to this Agreement (or to any other party) for any actions or omissions unless Escrow Holder is grossly negligent relative thereto. Escrow Holder may rely on any letter, notice or other document executed by any signature purported to be genuine and may rely on advice of counsel and obey any order of any court with respect to the transactions contemplated in this Agreement. The Shares may will be released from escrow as they cease upon termination of the transfer restrictions imposed by this Agreement, except that such release will not affect the rights of the Company with respect to be Unvested Sharesany pledge of Shares to the Company.

Appears in 1 contract

Samples: Stock Purchase Agreement (Avanade Inc.)

ASSIGNMENT SEPARATE FROM CERTIFICATE. As security for the faithful performance of this Agreement, you agree, upon execution of this Agreement, to deliver a stock power in the form attached as Exhibit CD, executed by you and your spouseyou, if any (with the transferee, certificate number, date and number of Shares left blank), along with any certificate(s) evidencing shares issued to you, to the Secretary of the Company or its designee ("Escrow Holder"), who is hereby appointed to hold such stock power and any such certificate(s) in escrow and to take all such actions and to effectuate all such transfers and/or releases of such Shares as are in accordance with the terms of this Agreement. You and the Company agree that Escrow Holder shall not be liable to any party to this Agreement (or to any other party) for any actions or omissions unless Escrow Holder is grossly negligent relative thereto. Escrow Holder may rely on any letter, notice or other document executed by any signature purported to be genuine and may rely on advice of counsel and obey any order of any court with respect to the transactions contemplated in this Agreement. The Shares may be released from escrow as they cease to be Unvested Shares.

Appears in 1 contract

Samples: Performance Based Restricted Stock Award Agreement (Puget Energy Inc /Wa)

ASSIGNMENT SEPARATE FROM CERTIFICATE. As security for the faithful performance of this Agreement, you agree, upon execution of this Agreement, to deliver a stock power in the form attached to this Agreement as Exhibit C, executed by you and your spouse, if any (with the transferee, certificate number, date and number of Shares left blank), along with any certificate(s) evidencing shares issued to you, to the Secretary of the Company or its designee ("Escrow Holder"), who is hereby appointed to hold such stock power and any such certificate(s) in escrow and to take all such actions and to effectuate all such transfers and/or releases of such Shares as are in accordance with the terms of this Agreement. You and the Company agree that Escrow Holder shall not be liable to any party to this Agreement (or to any other party) for any actions or omissions unless Escrow Holder is grossly negligent relative thereto. Escrow Holder may rely on any letter, notice or other document executed by any signature purported to be genuine and may rely on advice of counsel and obey any order of any court with respect to the transactions contemplated in this Agreement. The Shares may be released from escrow from time to time as they cease to be Unvested Shares.

Appears in 1 contract

Samples: Restricted Stock Award Agreement (Icos Corp / De)

AutoNDA by SimpleDocs

ASSIGNMENT SEPARATE FROM CERTIFICATE. As security for the faithful performance of this Agreement, you agreeRecipient agrees, upon execution of this Agreement, to deliver a stock power in the form attached to this Agreement as Exhibit C, executed by you Recipient and your by Recipient’s spouse, if any (with the transferee, certificate number, date and number of Shares left blank), along with any certificate(s) evidencing shares the Shares issued to youRecipient, to the Secretary of the Company or its designee ("Escrow Holder"), who is hereby appointed to hold such stock power and any such certificate(s) in escrow and to take all such actions and to effectuate all such transfers and/or releases of such Shares as are in accordance with the terms of this Agreement. You Recipient and the Company agree that Escrow Holder shall not be liable to any party to this Agreement (or to any other party) for any actions or omissions unless Escrow Holder is grossly negligent relative thereto. Escrow Holder may rely on any letter, notice or other document executed by any signature purported to be genuine and may rely on advice of counsel and obey any order of any court with respect to the transactions contemplated in this Agreement. The Shares may be released from escrow as they cease to be Unvested Shares.

Appears in 1 contract

Samples: Restricted Stock Award Agreement (Shurgard Storage Centers Inc)

ASSIGNMENT SEPARATE FROM CERTIFICATE. As security for the faithful performance of this Agreement, you agree, upon execution of this Agreement, to deliver a stock power in the form attached as Exhibit CC for each certificate you receive evidencing Shares issued to you pursuant to this Agreement, executed by you and your spouse(WITH THE TRANSFEREE, if any (with the transfereeCERTIFICATE NUMBER, certificate number, date and number of Shares left blankDATE AND NUMBER OF SHARES LEFT BLANK), along with any such certificate(s) evidencing shares issued to you), to the Secretary of the Company or its designee ("Escrow Holder"), who is hereby appointed to hold such stock power and any such certificate(s) in escrow and to take all such actions and to effectuate all such transfers and/or releases of such Shares as are in accordance with the terms of this Agreement. You and the Company agree that Escrow Holder shall not be liable to any party to this Agreement (or to any other party) for any actions or omissions unless Escrow Holder is grossly negligent relative thereto. Escrow Holder may rely on any letter, notice or other document executed by any signature purported to be genuine and may rely on advice of counsel and obey any order of any court with respect to the transactions contemplated in this Agreement. The Shares may will be released from escrow as they cease to be Unvested Shares.

Appears in 1 contract

Samples: Restricted Stock Award Agreement (Aquantive Inc)

ASSIGNMENT SEPARATE FROM CERTIFICATE. As security for the faithful performance of this Agreement, you agree, upon execution of this Agreement, to deliver a stock power in the form attached as Exhibit C, executed by you and your spouse, if any (with the transferee, certificate number, date and number of Shares left blank), along with any certificate(s) evidencing shares issued to you, to the Secretary of the Company or its designee ("Escrow Holder"), who is hereby appointed to hold such stock power and any such certificate(s) in escrow and to take all such actions and to effectuate all such transfers and/or releases of such Shares as are in accordance with the terms of this Agreement. You and the Company agree that Escrow Holder shall not be liable to any party to this Agreement (or to any other party) for any actions or omissions unless Escrow Holder is grossly negligent relative thereto. Escrow Holder may rely on any letter, notice or other document executed by any signature purported to be genuine and may rely on advice of counsel and obey any order of any court with respect to the transactions contemplated in this Agreement. The Shares may be released from escrow as they cease to be Unvested Shares.

Appears in 1 contract

Samples: Restricted Stock Award Agreement (Puget Sound Energy Inc)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!