CLOSURE OF THE ESCROW DEMAT ACCOUNT. 9.1. In the event of termination in accordance with Clause 8.2.1 or 8.2.2, the Share Escrow Agent shall close the Escrow Demat Account within a period of two (2) Working Days from completion of the events outlined in Clause 5 and shall send prior written intimation to the Company, the Selling Shareholders and the BRLMs relating to the closure of the Escrow Demat Account. 9.2. Notwithstanding Clause 9.1, above, in the event of the termination of this Agreement in accordance with Clause 8.2.3, the Share Escrow Agent shall credit the Offered Shares which are lying to the credit of the Escrow Demat Account to the respective Selling Shareholder’s Demat Account within one (1) Working Day of the completion of credit of the Final Sold Shares in accordance with Clause 5.2 or the receipt by the Share Escrow Agent of the Share Escrow Failure Notice or the Selling Shareholder’s Share Escrow Failure Notice, as applicable and shall take necessary steps to ensure closure of the Escrow Demat Account, unless the Company, the BRLMs and the Selling Shareholders have instructed it otherwise. 9.3. In the event of termination of this Agreement pursuant to Clause 8.4, the Share Escrow Agent shall immediately and in any event within one (1) Working Day from the date of appointment of the substitute Share Escrow Agent, close the Escrow Demat Account and debit all the Offered Shares from the Escrow Demat Account and credit them to the share escrow demat account opened by the substitute share escrow agent. 9.4. Upon its debit and delivery of the Offered Shares which are lying to the credit of the Escrow Demat Account to successful Allottees demat accounts and/or to the respective Selling Shareholder’s Demat Account and closure of the Escrow Demat Account, as set out in Clause 9.1 and 9.2 above, the Share Escrow Agent shall, subject to Clause 8.3 and completion of the events outlined in Clause 5, be released and discharged from any and all further obligations arising out of or in connection with this Agreement other than as set out in this Agreement or as required under Applicable Law. Provided that upon termination due to any event mentioned under Clause 8.2, the Share Escrow Agent shall continue to be liable for its acts and omissions until such termination and until the appointment of a substitute share escrow agent in accordance with Clause 8.4, in such event, the Share Escrow Agent shall provide all necessary cooperation and support to ensure the smooth transition to such substitute share escrow agent.
Appears in 2 contracts
Samples: Share Escrow Agreement, Shareholder Agreements
CLOSURE OF THE ESCROW DEMAT ACCOUNT. 9.1. In the event of termination in accordance with Clause 8.2.1 or 8.2.2, the 9.1 The Share Escrow Agent shall close the Escrow Demat Account (acting on the instructions of the Company) within a period of two (2) Working Days from completion of the events outlined in Clause Section 5 or in the event of termination of this Agreement pursuant to Section 8.1(b), and shall send a prior written intimation to the Company, Company and the Selling Shareholders and (with a copy to the BRLMs Lead Managers) relating to the closure of the Escrow Demat Account.
9.2. 9.2 Notwithstanding Clause 9.1, Section 9.1 above, in the event of the termination of this Agreement in accordance with Clause 8.2.3pursuant to Section 8.1(c), the Share Escrow Agent shall credit the Offered Shares which are lying to the credit of the Escrow Demat Account to the respective Selling Shareholder’s Shareholders’ Demat Account within one (1) Working Day of the completion of credit of the Final Sold Shares Accounts in accordance with Clause 5.2 or the receipt by the Share Escrow Agent of the Share Escrow Failure Notice or the Selling Shareholder’s Share Escrow Failure Notice, as applicable Section 5 and shall take necessary steps to ensure closure of the Escrow Demat AccountAccount in accordance with Section 9.1 above, unless the Company, the BRLMs Company and the Selling Shareholders have instructed it otherwiseotherwise after prior notice (in writing) to the Lead Managers.
9.3. 9.3 In the event of termination of this Agreement pursuant to Clause 8.4Section 8.1(b) or Section 8.2, the Share Escrow Agent shall immediately and in any event within one (1) Working Day from the date of appointment of the substitute Share Escrow Agent, close the Escrow Demat Account (acting on the instructions of the Company) and debit all transfer the Offered Shares from the Escrow Demat Account and credit them to the share escrow demat account opened by the substitute share escrow agent.
9.4. Upon its debit and delivery of the Offered Shares Shares, which are lying to the credit of the Escrow Demat Account to successful Allottees the new escrow demat accounts and/or account to be opened and operated by the new share escrow agent as appointed, in accordance with Section 8.3, immediately, and in any event within one
(1) Working Day of such termination or within such other period as may be determined by the Company in consultation with the Selling Shareholders and the Lead Managers. Upon debit and delivery of such Offered Shares, which are lying to the respective Selling Shareholder’s credit of the Escrow Demat Account and closure of the Escrow Demat Account, as set out in Clause 9.1 and 9.2 abovethis Section 9, the Share Escrow Agent shall, subject to Clause 8.3 and completion of the events outlined in Clause 5, shall be released and discharged from any and all further obligations arising out of or in connection with the Offered Shares, held in the Escrow Demat Account or this Agreement other than as set out in this Agreement or as required under Applicable Law. Provided Agreement, provided that upon termination of this Agreement due to any event mentioned under Clause Section 8.1(b) or Section 8.2, the Share Escrow Agent shall continue to be liable for its acts and omissions until such termination and until the appointment of a substitute new share escrow agent in accordance with Clause 8.4Section 8.3, in such event, the Share Escrow Agent shall provide all necessary cooperation and support in relation to ensure the a smooth transition to such substitute new share escrow agent.
9.4 Notwithstanding anything stated herein or elsewhere, it is clarified that this Agreement shall not terminate, and the Share Escrow Agent shall not be discharged from its obligations under this Agreement until any Share(s) remain credit to the Share Escrow Account.
Appears in 2 contracts
Samples: Share Escrow Agreement, Share Escrow Agreement
CLOSURE OF THE ESCROW DEMAT ACCOUNT. 9.1. 9.1 In the event of termination in accordance with Clause 8.2.1 or 8.2.28.2(i), the Share Escrow Agent shall close the Escrow Demat Account within a period of two (2) Working Days from completion of the events outlined in Clause 5 and shall send a prior written intimation to the Company, Selling Shareholders, the Selling Shareholders Registrar to the Company and the BRLMs Managers relating to the closure of the Escrow Demat Account.
9.2. Notwithstanding this Clause 9.1, above, in the event of the termination of this Agreement in accordance with Clause 8.2.3pursuant to an occurrence of an Event of Failure, the Share Escrow Agent shall credit the Offered Shares which are lying to the credit of the Escrow Demat Account to the respective Selling Shareholder’s Shareholder Demat Account within one (1) Working Day of the completion of credit of the Final Sold Shares in accordance with Clause 5.2 or the receipt by the Share Escrow Agent of the Share Escrow Failure Notice or the Selling Shareholder’s Share Escrow Failure Notice, as applicable 5 and shall take necessary steps to ensure closure of the Escrow Demat AccountAccount within two (2) Working Days of such termination and in accordance with this Clause 9.1, unless the Company, the BRLMs Company and the Selling Shareholders have instructed it otherwise.
9.3. 9.2 In the event of termination of this Agreement pursuant to Clause 8.48.2, the Share Escrow Agent shall immediately (and in any event within one (1) Working Day of such termination, unless the Offered Shares have been transferred earlier to the respective Selling Shareholder Demat Accounts pursuant to this Agreement) transfer the respective portion of the Offered Shares which are lying to the credit of the Escrow Demat Accounts in accordance with clauses 5.4 and 5.5.
9.3 In the event of termination of this Agreement pursuant to Clause 8.3, the Share Escrow Agent shall within one (1) Working Day from the date of appointment of the substitute Share Escrow Agentshare escrow agent, close the Escrow Demat Account and debit all the Offered Shares from in the Escrow Demat Account and credit them Accounts to the credit of the substitute share escrow demat account that shall be opened by the substitute share escrow agentagent in accordance with the instructions of the Company and the Selling Shareholders.
9.4. 9.4 In case of occurrence of an event as stipulated under Clause 5.3, the Share Escrow Agent shall close the Escrow Demat Account within two (2) Working Days post credit of the Sold Shares to the respective Selling Shareholder Demat Accounts in terms of Clause 5.4 or Clause 5.6, as applicable.
9.5 Upon its debit and delivery of the such Offered Shares which are lying to the credit of the Escrow Demat Account to successful Allottees demat accounts and/or to the respective Selling Shareholder’s Shareholders’ Demat Account Accounts and closure of the Escrow Demat Account, as set out in this Clause 9.1 and 9.2 above9, the Share Escrow Agent shall, subject to Clause 8.3 8.4 and completion of the events outlined in Clause 5, be released and discharged from any and all further obligations arising out of or in connection with this Agreement other than as set out in this Agreement or as required under Applicable Law. Provided .
9.6 Without prejudice however to the accrued rights of the Parties hereunder, provided that upon termination due to any event mentioned specified under Clause 8.28.2 or Clause 8.3, the Share Escrow Agent shall continue to be liable for its acts and omissions until such termination and until the appointment of a substitute share escrow agent in accordance with Clause 8.4, in such event, the Share Escrow Agent 8.3 and shall provide all necessary cooperation and support to ensure the smooth transition to such substitute share escrow agent.
Appears in 1 contract
Samples: Share Escrow Agreement
CLOSURE OF THE ESCROW DEMAT ACCOUNT. 9.1.
9.1 In the event of termination in accordance with Clause 8.2.1 or 8.2.2, the Share Escrow Agent shall close the Escrow Demat Account within a period of two (2) Working Days from completion of the events outlined in Clause 5 and shall send prior written intimation to the Company, the Selling Shareholders and the BRLMs relating to the closure of the Escrow Demat Account.
9.2. 9.2 Notwithstanding Clause 9.1, 9.1 above, in the event of the termination of this Agreement in accordance with Clause 8.2.3pursuant to an occurrence of an Event of Failure, the Share Escrow Agent shall credit the Offered Shares which are lying to the credit of the Escrow Demat Account to the respective Selling Shareholder’s Shareholder Demat Account within one (1) Working Day of the completion of credit of the Final Sold Shares in accordance with Clause 5.2 or the receipt by the Share Escrow Agent of the Share Escrow Failure Notice or the Selling Shareholder’s Share Escrow Failure Notice, as applicable 5 and shall take necessary steps to ensure closure of the Escrow Demat AccountAccount in accordance with Clause 9.1 above, unless the Company, the BRLMs Company and the Selling Shareholders have instructed it otherwise.
9.3. 9.3 In the event of termination of this Agreement pursuant to Clause 8.2.3, the Share Escrow Agent shall immediately (and in any event within one (1) Working Day of such termination, unless the Offered Shares have been transferred earlier to the respective Selling Shareholder Demat Accounts pursuant to this Agreement) transfer the Offered Shares which are lying to the credit of the Escrow Demat Accounts to respective Selling Shareholder Demat Accounts in
9.4 In the event of termination of this Agreement pursuant to Clause 8.4, the Share Escrow Agent shall immediately and in any event within one (1) Working Day from the date of appointment of the substitute Share Escrow Agent, close the Escrow Demat Account and debit all the Offered Shares from the Escrow Demat Account and credit them to the share escrow demat account opened by the substitute share escrow agent, in accordance with the instructions of the Company and the Selling Shareholders .
9.4. 9.5 Upon its debit and delivery of the such Offered Shares which are lying to the credit of the Escrow Demat Account to successful Allottees demat accounts and/or to the respective Selling Shareholder’s Shareholder Demat Account Accounts and closure of the Escrow Demat Account, as set out in Clause 9.1 9.1, 9.2 and 9.2 9.3 above, the Share Escrow Agent shall, subject to Clause 8.3 and completion of the events outlined in Clause 58.3, be released and discharged from any and all further obligations arising out of or in connection with this Agreement other than as set out in this Agreement or as required under Applicable Law. Provided .
9.6 Without prejudice however to the accrued rights of the Parties hereunder, provided that upon termination due to any event mentioned specified under Clause 8.28.2.2 or Clause 8.4, the Share Escrow Agent shall continue to be liable for its acts and omissions until such termination and until the appointment of a substitute share escrow agent in accordance with Clause 8.4, in such event, the Share Escrow Agent and shall provide all necessary cooperation and support to ensure the smooth transition to such substitute share escrow agent.
Appears in 1 contract
Samples: Share Escrow Agreement
CLOSURE OF THE ESCROW DEMAT ACCOUNT. 9.1. In the event of termination in accordance with Clause 8.2.1 or 8.2.2, the Share Escrow Agent shall close the Escrow Demat Account within a period of two (2) Working Days from completion of the events outlined in Clause 5 and shall send prior written intimation to the Company, the Selling Shareholders and the BRLMs relating to the closure of the Escrow Demat Account.
9.2. Notwithstanding Clause 9.1, above, in the event of the termination of this Agreement in accordance with Clause 8.2.2 or 8.2.3, the Share Escrow Agent shall credit the Offered Shares which are lying to the credit of the Escrow Demat Account to the respective Selling Shareholder’s Shareholders’ Demat Account Accounts within one (1) Working Day of the completion of credit of the Final Sold Shares in accordance with Clause 5.2 or the receipt by the Share Escrow Agent of the Share Escrow Failure Notice or the Selling Shareholder’s Share Escrow Failure Notice, as applicable and shall take necessary steps to ensure closure of the Escrow Demat Account, unless the Company, the BRLMs and the Selling Shareholders have instructed it otherwise.
9.3. In the event of termination of this Agreement pursuant to Clause 8.4, the Share Escrow Agent shall immediately and in any event within one (1) Working Day from the date of appointment of the substitute Share Escrow Agentshare escrow agent, close the Escrow Demat Account after and subject to undertaking the debit of all the Offered Shares from the Escrow Demat Account and credit them crediting such Offered Shares to the share escrow demat account opened by the substitute share escrow agent.
9.4. Upon its debit and delivery of the Offered Shares which are lying to the credit of the Escrow Demat Account to successful Allottees demat accounts and/or the Unsold Shares to the respective Selling Shareholder’s Shareholders’ Demat Account Accounts and closure of the Escrow Demat Account, as set out in Clause 9.1 and 9.2 above, the Share Escrow Agent shall, subject to Clause 8.3 and completion of the events outlined in Clause 5, be released and discharged from any and all further obligations arising out of or in connection with this Agreement other than as set out in this Agreement or as required under Applicable Law. Provided that Without prejudice to the accrued rights of the Parties hereunder, upon termination due to any event mentioned under Clause 8.2, the Share Escrow Agent shall continue to be liable for its acts and omissions until such termination and until the appointment of a substitute share escrow agent in accordance with Clause 8.4, in such event, the Share Escrow Agent shall provide all necessary cooperation and support to ensure the smooth transition to such substitute share escrow agent.
Appears in 1 contract
Samples: Share Escrow Agreement
CLOSURE OF THE ESCROW DEMAT ACCOUNT. 9.1. 9.1 In the event of termination in accordance with of this Agreement pursuant to Clause 8.2.1 8.1(i) or 8.2.2Clause 8.1(iii), the Share Escrow Agent shall close the Escrow Demat Account within a period of two (2) Working Days from completion of the events outlined in Clause 5 and shall send a prior written intimation to the Company, the Selling Shareholders Company and the BRLMs Promoter Selling Shareholder (with a copy to the Lead Manager) relating to the closure of the Escrow Demat Account.
9.2. 9.2 Notwithstanding Clause 9.1, 9.1 above, in the event of the termination of this Agreement in accordance with pursuant to Clause 8.2.38.1(iii), the Share Escrow Agent shall credit the Final Offered Shares which are lying to the credit of the Escrow Demat Account to the respective Promoter Selling Shareholder’s Demat Account within one (1) Working Day of the completion of credit of the Final Sold Shares in accordance with Clause 5.2 or the receipt by the Share Escrow Agent of the Share Escrow Failure Notice or the Selling Shareholder’s Share Escrow Failure Notice5.6 and Clause 5.7, as applicable the case may be and shall take necessary steps to ensure closure of the Escrow Demat AccountAccount in accordance with Clause 9.1 above, unless the Company, the BRLMs Company and the Promoter Selling Shareholders Shareholder have instructed it otherwiseotherwise after consultation with the Lead Manager.
9.3. 9.3 In the event of termination of this Agreement pursuant to Clauses 8.1(ii) or 8.2, the Share Escrow Agent shall close the Escrow Demat Account and Transfer the Final Offered Shares, as the case may be, which are lying to the credit of the Escrow Demat Account immediately (and in any event within one (1) Working Day of such termination or within any such other period as may be determined by the Company and the Promoter Selling Shareholder in consultation with the Lead Manager, unless the Final Offered Shares have been transferred earlier to the Promoter Selling Shareholder’s Demat Account pursuant to this Agreement) transfer the respective portion of the Final Offered Shares which are lying to the credit of the Escrow Demat Accounts to Promoter Selling Shareholder’s Demat Account and close the Escrow Demat Account within two (2) Working Days of such termination or within any such other period as may be determined by the Company and the Promoter Selling Shareholder in consultation with the Lead Manager.
9.4 In the event of termination of this Agreement pursuant to Clause 8.48.3, the Share Escrow Agent shall immediately and in any event within one (1) Working Day from the date of appointment of the substitute Share Escrow Agentshare escrow agent or within any such other period as may be determined by the Company and the Promoter Selling Shareholder in consultation with the Lead Manager, close debit all the Final Offered Shares in the Escrow Demat Account and debit all the Offered Shares from the Escrow Demat Account and credit them Accounts to the credit of the substitute share escrow demat account that shall be opened by the substitute share escrow agent.
9.4. 9.5 Upon its debit and delivery of the Offered Final Sold Shares and the remaining Equity Shares which are lying to the credit of the Escrow Demat Account to successful the Allottees demat accounts and/or to and the respective Promoter Selling Shareholder’s Demat Account Account, respectively, and closure of the Escrow Demat Account, as set out in this Clause 9.1 and 9.2 above9, the Share Escrow Agent shall, subject to Clause 8.3 and completion of the events outlined in Clause 58.4, be released and discharged from any and all further obligations arising out of or in connection with this Agreement other than as set out in this Agreement or as required under Applicable Law. Provided Agreement, without prejudice however to the accrued rights of the Parties hereunder, provided that upon termination due to any event mentioned specified under Clause 8.1(ii) or Clause 8.2, the Share Escrow Agent shall continue to be liable for its acts and omissions until such termination and until the appointment of a substitute share escrow agent in accordance with Clause 8.48.2, in such event, the Share Escrow Agent and shall provide all necessary cooperation and support to ensure the smooth transition to such substitute share escrow agent.
Appears in 1 contract
Samples: Share Escrow Agreement
CLOSURE OF THE ESCROW DEMAT ACCOUNT. 9.1. 9.1 In the event of termination in accordance with Clause 8.2.1 or 8.2.2Clauses 8.2(i), the Share Escrow Agent shall close the Escrow Demat Account within a period of two (2) Working Days from completion of the events outlined in Clause 5 and shall send a prior written intimation to the Company, the Selling Shareholders Shareholder and the BRLMs Book Running Lead Managers relating to the closure of the Escrow Demat Account.
9.2. Notwithstanding Clause 9.1, above, in 9.2 In the event of the termination of this Agreement in accordance with pursuant to Clause 8.2.38.2(ii), the Share Escrow Agent shall immediately (and in any event within one (1) Working Day of such termination, unless the Offered Shares have been transferred earlier to the Selling Shareholder Demat Account pursuant to this Agreement) transfer the portion of the Final Offered Shares which are lying to the credit of the Escrow Demat Account to Selling Shareholder Demat Account in accordance with Clauses 5.4 and 5.5 and close the Escrow Demat Account within two (2) Working Days of such termination in accordance with Applicable Law.
9.3 In the event of termination of this Agreement pursuant to Clause 8.3, the Share Escrow Agent shall within one (1) Working Day from the date of appointment of the substitute share escrow agent, debit all the Offered Shares in the Escrow Demat Accounts to the credit of the substitute share escrow demat account that shall be opened by the substitute share escrow agent in accordance with the instructions of the Company and the Selling Shareholder.
9.4 In case of occurrence of an event as stipulated under Clause 5.3, the Share Escrow Agent shall close the Escrow Demat Account within two (2) Working Days post credit of the Sold Shares to the Selling Shareholder Demat Account in terms of Clause 5.4 or Clause 5.5, as applicable.
9.5 Upon debit and delivery of such Offered Shares which are lying to the credit of the Escrow Demat Account to the respective Selling Shareholder’s Demat Account within one (1) Working Day of the completion of credit of the Final Sold Shares in accordance with Clause 5.2 Allottees and/ or the receipt by the Share Escrow Agent of the Share Escrow Failure Notice or to the Selling Shareholder’s Share Escrow Failure NoticeShareholder Demat Account, as applicable and shall take necessary steps to ensure closure of the Escrow Demat Account, unless the Company, the BRLMs and the Selling Shareholders have instructed it otherwise.
9.3. In the event of termination of this Agreement pursuant to Clause 8.4, the Share Escrow Agent shall immediately and in any event within one (1) Working Day from the date of appointment of the substitute Share Escrow Agent, close the Escrow Demat Account and debit all the Offered Shares from the Escrow Demat Account and credit them to the share escrow demat account opened by the substitute share escrow agent.
9.4. Upon its debit and delivery of the Offered Shares which are lying to the credit of the Escrow Demat Account to successful Allottees demat accounts and/or to the respective Selling Shareholder’s Demat Account and closure of the Escrow Demat Account, as set out in this Clause 9.1 and 9.2 above9, the Share Escrow Agent shall, subject to Clause 8.3 and completion of the events outlined in Clause 58.6, be released and discharged from any and all further obligations arising out of or in connection with this Agreement other than as set out in this Agreement or as required under Applicable Law. Provided without prejudice however to the accrued rights of the Parties hereunder, provided that upon termination due to any event mentioned specified under Clause 8.28.2 or Clause 8.3, the Share Escrow Agent shall continue to be liable for its acts and omissions until such termination and until the appointment of a substitute share escrow agent in accordance with Clause 8.48.3, in such event, the Share Escrow Agent and shall provide all necessary cooperation and support to ensure the smooth transition to such substitute share escrow agent.
Appears in 1 contract
Samples: Share Escrow Agreement
CLOSURE OF THE ESCROW DEMAT ACCOUNT. 9.1. In the event of termination in accordance with Clause 8.2.1 or 8.2.2, the 9.1 The Share Escrow Agent shall close the Escrow Demat Account within a period of two (2) Working Days from completion of the events outlined in Clause Section 5 or in the event of termination of this Agreement pursuant to Section 8.1(b) and shall send a prior written intimation to the Company, Company and the Selling Shareholders and (with a copy to the BRLMs Lead Managers) relating to the closure of the Escrow Demat Account.
9.2. 9.2 Notwithstanding Clause 9.1, Section 9.1 above, in the event of the termination of this Agreement in accordance with Clause 8.2.3pursuant to Section 8.1(c), the Share Escrow Agent shall credit the Offered Shares which are lying to the credit of the Escrow Demat Account to the respective Selling Shareholder’s Shareholders’ Demat Account within one (1) Working Day of the completion of credit of the Final Sold Shares Accounts in accordance with Clause 5.2 or the receipt by the Share Escrow Agent of the Share Escrow Failure Notice or the Selling Shareholder’s Share Escrow Failure Notice, as applicable Section 5 and shall take necessary steps to ensure closure of the Escrow Demat AccountAccount in accordance with Section 9.1 above, unless the Company, the BRLMs Company and the Selling Shareholders have instructed it otherwise.otherwise after prior written consent from the Lead Managers
9.3. 9.3 In the event of termination of this Agreement pursuant to Clause 8.4Section 8.1(b) or Section 8.2, the Share Escrow Agent shall immediately and in any event within one (1) Working Day from the date of appointment of the substitute Share Escrow Agent, close the Escrow Demat Account and debit all transfer the Offered Shares from the Escrow Demat Account and credit them to the share escrow demat account opened by the substitute share escrow agent.
9.4. Upon its debit and delivery of the Offered Shares Shares, which are lying to the credit of the Escrow Demat Account to successful Allottees the new escrow demat accounts and/or account to be opened and operated by the new share escrow agent as appointed, in accordance with Section 8.3, immediately, and in any event within one (1) Working Day of such termination or within such other period as may be determined by the Company in consultation with the Selling Shareholders and the Lead Managers. Upon debit and delivery of such Offered Shares, which are lying to the respective Selling Shareholder’s credit of the Escrow Demat Account and closure of the Escrow Demat Account, as set out in Clause 9.1 and 9.2 abovethis Section 9, the Share Escrow Agent shall, subject to Clause 8.3 and completion of the events outlined in Clause 5Section 8.4, be released and discharged from any and all further obligations arising out of or in connection with the Offered Shares, held in the Escrow Demat Account or this Agreement other than as set out in this Agreement or as required under Applicable Law. Provided Agreement, provided that upon termination of this Agreement due to any event mentioned under Clause Section 8.1(b) or Section 8.2, the Share Escrow Agent shall continue to be liable for its acts and omissions until such termination and until the appointment of a substitute new share escrow agent in accordance with Clause 8.4Section 8.3, in such event, the Share Escrow Agent shall provide all necessary cooperation and support in relation to ensure the a smooth transition to such substitute new share escrow agent.
Appears in 1 contract
Samples: Share Escrow Agreement
CLOSURE OF THE ESCROW DEMAT ACCOUNT. 9.1. 9.1 In the event of termination in accordance with of this Agreement pursuant to Clause 8.2.1 8.1(i) or 8.2.2Clause 8.1(ii), the Share Escrow Agent shall close the Escrow Demat Account within a period of two (2) Working Days from completion of the events outlined in Clause 5 5, and shall send a prior written intimation to the Company, Company and the Selling Shareholders and (with a copy to the BRLMs Managers) relating to the closure of the Escrow Demat Account.
9.2. 9.2 Notwithstanding Clause 9.1, 9.1 above, in the event of the termination of this Agreement in accordance with pursuant to Clause 8.2.38.1(ii), the Share Escrow Agent shall credit the Final Offered Shares which are lying to the credit of the Escrow Demat Account to the respective Selling Shareholder’s Shareholder Demat Account within one (1) Working Day of the completion of credit of the Final Sold Shares in accordance with Clause 5.2 or the receipt by the Share Escrow Agent of the Share Escrow Failure Notice or the Selling Shareholder’s Share Escrow Failure Notice, as applicable 5 and shall take necessary steps to ensure closure of the Escrow Demat AccountAccount in accordance with Clause 9.1 above, unless the Company, the BRLMs Company and the Selling Shareholders have instructed it otherwiseotherwise after prior written consent from the Managers.
9.3. 9.3 In the event of termination of this Agreement pursuant to Clause 8.4Clauses 8.1(ii) or 8.2, the Share Escrow Agent shall immediately and in any event within one (1) Working Day from the date of appointment of the substitute Share Escrow Agent, close the Escrow Demat Account (acting on the instructions of the Company and/ or the Selling Shareholders, as the case may be) and debit all Transfer the Offered Shares from Shares, as the case may be, which are lying to the credit of the Escrow Demat Account and credit them to the share respective Selling Shareholder Demat Account or the new escrow demat account to be opened and operated by the substitute new share escrow agent.
9.4agent as appointed in accordance with Clauses 8.1(ii) and 8.2, as the case may be, within seven days of such termination or within such other period as may be determined by the Company and the Selling Shareholders in consultation with the Managers. Upon its debit and delivery of the Offered Final Sold Shares and the remaining Equity Shares which are lying to the credit of the Escrow Demat Account to successful the Allottees demat accounts and/or to and the respective Selling Shareholder’s Shareholder Demat Account Account, respectively, and closure of the Escrow Demat Account, as set out in this Clause 9.1 and 9.2 above9, the Share Escrow Agent shall, subject to Clause 8.3 and completion of the events outlined in Clause 5, shall be released and discharged from any and all further obligations arising out of or in connection with this Agreement other than as set out in this Agreement or as required under Applicable Law. Provided Agreement, without prejudice however to the accrued rights of the Parties hereunder, provided that upon termination due to any event mentioned specified under Clause 8.1(ii) or Clause 8.2, the Share Escrow Agent shall continue to be liable for its acts and omissions until such termination and until the appointment of a substitute share escrow agent in accordance with Clause 8.48.2, in such event, the Share Escrow Agent and shall provide all necessary cooperation and support to ensure the smooth transition to such substitute share escrow agent.
9.4 In case of occurrence of an event as stipulated either under Clause 5.4 or Clause 5.5, the Share Escrow Agent shall close the Escrow Demat Account within two (2) Working Days post credit of the Sold Shares to the respective Selling Shareholder Demat Account.
Appears in 1 contract
Samples: Share Escrow Agreement
CLOSURE OF THE ESCROW DEMAT ACCOUNT. 9.1. 9.1 In the event of termination in accordance with of this Agreement pursuant to Clause 8.2.1 8.1(i) or 8.2.2Clause 8.1(iii), the Share Escrow Agent shall close the Escrow Demat Account within a period of two (2) Working Days from completion of the events outlined in Clause 5 and shall send a prior written intimation to the Company, Company and each of the Selling Shareholders and (with a copy to the BRLMs BRLMs) relating to the closure of the Escrow Demat Account.
9.2. 9.2 Notwithstanding Clause 9.1, 9.1 above, in the event of the termination of this Agreement in accordance with pursuant to Clause 8.2.38.1(iii), the Share Escrow Agent shall immediately credit the Final Offered Shares which are lying to the credit of the Escrow Demat Account to the respective Selling Shareholder’s Shareholders’ Demat Account within one (1) Working Day of the completion of credit of the Final Sold Shares Accounts in accordance with Clause 5.2 or the receipt by the Share Escrow Agent of the Share Escrow Failure Notice or the Selling Shareholder’s Share Escrow Failure Notice, as applicable 5 and shall take necessary steps to ensure closure of the Escrow Demat AccountAccount in accordance with Clause 9.1 above, unless the Company, the BRLMs Company and the Selling Shareholders have instructed it otherwiseotherwise after consultation with the BRLMs.
9.3. 9.3 In the event of termination of this Agreement pursuant to Clause 8.4Clauses 8.1(ii) or 8.2, the Share Escrow Agent shall immediately and in any event within one (1) Working Day from the date of appointment of the substitute Share Escrow Agent, close the Escrow Demat Account and debit all Transfer the Offered Shares from Shares, as the case may be, which are lying to the credit of the Escrow Demat Account and credit them to the share new escrow demat account to be opened and operated by the substitute new share escrow agent.
9.4agent as appointed in accordance with Clauses 8.1(ii) and 8.2, within seven days of such termination or within such other period as may be determined by the Company and the Selling Shareholders in consultation with the BRLMs. Upon its debit and delivery of the Offered Final Sold Shares and the remaining Equity Shares which are lying to the credit of the Escrow Demat Account to successful the Allottees demat accounts and/or to and the respective Selling Shareholder’s Shareholders’ Demat Account Account, respectively, and closure of the Escrow Demat Account, as set out in this Clause 9.1 and 9.2 above9, the Share Escrow Agent shall, subject to Clause 8.3 and completion of the events outlined in Clause 58.3, be released and discharged from any and all further obligations arising out of or in connection with this Agreement other than as set out in this Agreement or as required under Applicable Law. Provided Agreement, without prejudice however to the accrued rights of the Parties hereunder, provided that upon termination due to any event mentioned specified under Clause 8.1(ii) or Clause 8.2, the Share Escrow Agent shall continue to be liable for its acts and omissions until such termination and until shall be subject to the duties and obligations contained herein and the appointment of a substitute share escrow agent in accordance with Clause 8.48.2, in such event, the Share Escrow Agent and shall provide all necessary cooperation and support to ensure the smooth transition to such substitute share escrow agent.
Appears in 1 contract
Samples: Share Escrow Agreement
CLOSURE OF THE ESCROW DEMAT ACCOUNT.
9.1. In the event of termination in accordance with Clause 8.2.1 or 8.2.2, the Share Escrow Agent shall close the Escrow Demat Account within a period of two (2) Working Days from completion of the events outlined in Clause 5 and shall send prior written intimation to the Company, the Selling Shareholders and the BRLMs relating to the closure of the Escrow Demat Account.
9.2. Notwithstanding Clause 9.1, above, in the event of the termination of this Agreement in accordance with Clause Section 8.2.3, the Share Escrow Agent shall credit the respective Offered Shares which are lying to the credit of the Escrow Demat Account to the respective Selling Shareholder’s Demat Account within one (1) Working Day of the completion of credit of the Final Sold Shares in accordance with Clause 5.2 or the receipt by the Share Escrow Agent of the Share Escrow Failure Notice or the Selling Shareholder’s Share Escrow Failure Notice, as applicable applicable, and shall take necessary steps to ensure closure of the Escrow Demat Account, unless the Company, the BRLMs and the Selling Shareholders have instructed it otherwise.
9.3. In the event of termination of this Agreement pursuant to Clause 8.4, the Share Escrow Agent shall immediately and in any event within one (1) Working Day from the date of appointment of the substitute Share Escrow Agent, close the Escrow Demat Account and debit all the Offered Shares from the Escrow Demat Account and credit them to the share escrow demat account opened by the substitute share escrow agentagent or transfer to the respective Selling Shareholders’ Demat Accounts in accordance with Clause 8.6, within two (2) Working Days of such termination or within such other period as may be determined by the Company and the Selling Shareholders in consultation with the BRLMs.
9.4. Upon its debit and delivery of the Final Sold Shares and the remaining Offered Shares which are lying to the credit of the Escrow Demat Account to successful Allottees demat accounts and/or to the respective Selling Shareholder’s Demat Account and closure of the Escrow Demat Account, as set out in Clause 9.1 and 9.2 above, the Share Escrow Agent shall, subject to Clause 8.3 and completion of the events outlined in Clause 5, be released and discharged from any and all further obligations arising out of or in connection with this Agreement other than as set out in this Agreement or as required under Applicable Law. Provided that upon termination due to any event mentioned under Clause 8.2, the Share Escrow Agent shall continue to be liable for its acts and omissions until such termination and until the appointment of a substitute share escrow agent in accordance with Clause 8.4, in such event, the Share Escrow Agent shall provide all necessary cooperation and support to ensure the smooth transition to such substitute share escrow agent.
Appears in 1 contract
Samples: Share Escrow Agreement
CLOSURE OF THE ESCROW DEMAT ACCOUNT. 9.1. In the event of termination in accordance with Clause 8.2.1 or 8.2.2, the 9.1 The Share Escrow Agent shall close the Escrow Demat Account within a period of two (2) Working Days from completion of the events outlined in Clause Section 5 or in the event of termination of this Agreement pursuant to Section 8 and shall send a prior written intimation to the Company, Company and the Selling Shareholders and Shareholder with a copy to the BRLMs relating to the closure of the Escrow Demat Account.
9.2. 9.2 Notwithstanding Clause 9.1, Section 9.1 above, in the event of the termination of this Agreement in accordance with Clause 8.2.3pursuant to Section 8.1(ii) or Section 8.2, the Share Escrow Agent shall credit close the Escrow Demat Account and transfer the Offered Shares which are lying to the credit of the Escrow Demat Account to the respective Selling Shareholder’s Demat Account within one (1) Working Day of new escrow demat account to be opened and operated by the completion of credit of the Final Sold Shares substitute share escrow agent as appointed, in accordance with Clause 5.2 or the receipt by the Share Escrow Agent of the Share Escrow Failure Notice or the Selling Shareholder’s Share Escrow Failure NoticeSection 8.2, as applicable and shall take necessary steps to ensure closure of the Escrow Demat Accountimmediately, unless the Company, the BRLMs and the Selling Shareholders have instructed it otherwise.
9.3. In the event of termination of this Agreement pursuant to Clause 8.4, the Share Escrow Agent shall immediately and in any event within one seven (17) Working Day from the date Days of appointment of the substitute Share Escrow Agent, close the Escrow Demat Account and debit all the Offered Shares from the Escrow Demat Account and credit them to the share escrow demat account opened such termination or within such other period as may be determined by the substitute share escrow agent.
9.4Company and the Selling Shareholder in consultation with the BRLMs. Upon its debit and delivery of the Sold Shares and any remaining Offered Shares which are lying to the credit of the Escrow Demat Account to successful the Allottees demat accounts and/or to and the respective Selling Shareholder’s Shareholder Demat Account Account, respectively, and closure of the Escrow Demat Account, as set out in Clause 9.1 and 9.2 abovethis Section 9, the Share Escrow Agent shall, subject to Clause 8.3 and completion of the events outlined in Clause 5, shall be released and discharged from any and all further obligations arising out of or in connection with this Agreement the Offered Shares other than as set out in this Agreement Agreement, or as required under Applicable Law. Provided , without prejudice however to the accrued rights of the Parties hereunder, provided that upon termination due to any event mentioned specified under Clause Section 8.1(ii) or Section 8.2, the Share Escrow Agent shall continue to be liable for its acts and omissions until such termination and until the appointment of a substitute share escrow agent in accordance with Clause 8.4Section 8.2, in such event, the Share Escrow Agent and shall provide all necessary cooperation and support to ensure the smooth transition to such substitute share escrow agent.
Appears in 1 contract
Samples: Share Escrow Agreement
CLOSURE OF THE ESCROW DEMAT ACCOUNT. 9.1. 9.1 In the event of termination in accordance with of this Agreement pursuant to Clause 8.2.1 8.1(i) or 8.2.2Clause 8.1(iii), the Share Escrow Agent shall close the Escrow Demat Account within a period of two (2) Working Days from completion of the events outlined in Clause 5 and shall send a prior written intimation to the Company, Bank and each of the Selling Shareholders and (with a copy to the BRLMs BRLMs) relating to the closure of the Escrow Demat Account.
9.2. 9.2 Notwithstanding Clause 9.1, 9.1 above, in the event of the termination of this Agreement in accordance with pursuant to Clause 8.2.38.1(iii), the Share Escrow Agent shall credit the Final Offered Shares which are lying to the credit of the Escrow Demat Account to the respective Selling Shareholder’s Shareholders’ Demat Account within one (1) Working Day of the completion of credit of the Final Sold Shares in accordance with Clause 5.2 or the receipt by the Share Escrow Agent of the Share Escrow Failure Notice or the Selling Shareholder’s Share Escrow Failure Notice, as applicable 5 and shall take necessary steps to ensure closure of the Escrow Demat AccountAccount in accordance with Clause 9.1 above, unless the Company, the BRLMs Bank and the Selling Shareholders have instructed it otherwiseotherwise after consultation with the BRLMs.
9.3. 9.3 In the event of termination of this Agreement pursuant to Clause 8.4Clauses 8.1(ii) or 8.2, the Share Escrow Agent shall immediately and in any event within one (1) Working Day from the date of appointment of the substitute Share Escrow Agent, close the Escrow Demat Account and debit all transfer the Final Offered Shares from Shares, as the Escrow Demat Account and credit them to the share escrow demat account opened by the substitute share escrow agent.
9.4. Upon its debit and delivery of the Offered Shares case maybe, which are lying to the credit of the Escrow Demat Account to successful Allottees the new escrow demat accounts and/or to the respective Selling Shareholder’s Demat Account and closure of the Escrow Demat Account, as set out in Clause 9.1 and 9.2 above, the Share Escrow Agent shall, subject to Clause 8.3 and completion of the events outlined in Clause 5, be released and discharged from any and all further obligations arising out of or in connection with this Agreement other than as set out in this Agreement or as required under Applicable Law. Provided that upon termination due to any event mentioned under Clause 8.2, the Share Escrow Agent shall continue account to be liable for its acts opened and omissions until such termination and until operated by the appointment of a substitute new share escrow agent as appointed in accordance with Clause 8.4, in such event, the Share Escrow Agent shall provide all necessary cooperation and support to ensure the smooth transition to such substitute share escrow agent.Clauses 8.1(ii),
Appears in 1 contract
Samples: Share Escrow Agreement
CLOSURE OF THE ESCROW DEMAT ACCOUNT. 9.1. 9.1 In the event of termination in accordance with Clause 8.2.1 or 8.2.2, the Share Escrow Agent shall close the Escrow Demat Account within a period of two (2) Working Days from completion of the events outlined in Clause 5 and shall send prior written intimation to the Company, the Selling Shareholders and the BRLMs relating to the closure of the Escrow Demat Account.
9.2. 9.2 Notwithstanding anything contained in Clause 9.1, 9.1 above, in the event of the termination of this Agreement in accordance with Clause 8.2.3pursuant to an occurrence of an Event of Failure, the Share Escrow Agent shall credit the respective portion of the Offered Shares which are lying to the credit of the Escrow Demat Account to the respective Selling Shareholder’s Shareholder Demat Account within one (1) Working Day of the completion of credit of the Final Sold Shares Accounts in accordance with Clause 5.2 or the receipt by the Share Escrow Agent of the Share Escrow Failure Notice or the Selling Shareholder’s Share Escrow Failure Notice, as applicable 5 and shall take necessary steps to ensure closure of the Escrow Demat AccountAccount in accordance with Clause 9.1 above, unless the Company, the BRLMs Company and the respective Selling Shareholders have instructed it otherwise.
9.3. 9.3 In the event of termination of this Agreement pursuant to Clause 8.2.3, the Share Escrow Agent shall immediately (and in any event within one (1) Working Day of such termination, unless the Offered Shares have been transferred earlier to the respective Selling Shareholder Demat Accounts pursuant to this Agreement) transfer the respective portion of the Offered Shares which are lying to the credit of the Escrow Demat Account to the respective Selling Shareholder Demat Accounts and close the Escrow Demat Account within two (2) Working Days of such termination in accordance with Applicable Laws.
9.4 In the event of termination of this Agreement pursuant to Clause 8.4, the Share Escrow Agent shall immediately and in any event within one (1) Working Day from the date of appointment of the substitute Share Escrow Agentshare escrow agent, close the Escrow Demat Account and debit all the Offered Shares from the Escrow Demat Account and credit them to the share escrow demat account opened by the substitute share escrow agent, in accordance with the instructions of the Company and the Selling Shareholders.
9.4. 9.5 Upon its debit and delivery of the such Offered Shares which are lying to the credit of the Escrow Demat Account to successful Allottees demat accounts and/or to the respective Selling Shareholder’s Shareholder Demat Account Accounts and closure of the Escrow Demat Account, as set out in Clause 9.1 9.1, 9.2 and 9.2 9.3 above, the Share Escrow Agent shall, subject to Clause 8.3 and completion of the events outlined in Clause 58.3, be released and discharged from any and all further obligations arising out of or in connection with this Agreement other than as set out in this Agreement or as required under Applicable Law. Provided .
9.6 Without prejudice however to the accrued rights of the Parties hereunder, provided that upon termination due to any event mentioned specified under Clause 8.28.2.3 or Clause 8.4, the Share Escrow Agent shall continue to be liable for its acts and omissions until such termination and until the appointment of a substitute share escrow agent in accordance with Clause 8.4, in such event, the Share Escrow Agent and shall provide all necessary cooperation and support to ensure the smooth transition to such substitute share escrow agent.
Appears in 1 contract
Samples: Share Escrow Agreement
CLOSURE OF THE ESCROW DEMAT ACCOUNT. 9.1. In the event of termination in accordance with Clause Clauses 8.2.1 or 8.2.2, the Share Escrow Agent shall close the Escrow Demat Account within a period of two (2) Working Days from completion of the events outlined in Clause 5 and shall send prior written intimation to the Company, the Selling Shareholders and the BRLMs relating to the closure of the Escrow Demat Account.
9.2. Notwithstanding Clause 9.1, above, in the event of the termination of this Agreement in accordance with Clause 8.2.3, the Share Escrow Agent shall credit the Offered Shares which are lying to the credit of the Escrow Demat Account to the respective Selling Shareholder’s Shareholders’ Demat Account within one (1) Working Day of the completion of credit of the Final Sold Shares in accordance with Clause 5.2 or the receipt by the Share Escrow Agent of the Share Escrow Failure Notice or the Selling Shareholder’s Shareholders’ Share Escrow Failure Notice, as applicable and shall take necessary steps to ensure closure of the Escrow Demat Account, unless the Company, the BRLMs and the Selling Shareholders have instructed it otherwise.
9.3. In the event of termination of this Agreement pursuant to Clause 8.4, the Share Escrow Agent shall immediately and in any event within one (1) Working Day from the date of appointment of the substitute Share Escrow Agentshare escrow agent, close the Escrow Demat Account and debit all the Offered Shares from the Escrow Demat Account and credit them to the share escrow demat account opened by the substitute share escrow agentagent or transfer the Offered Shares to the respective Selling Shareholders’ Demat Accounts in accordance with Clause 8.6, within three (3) Working Days of such termination or within such other period as may be determined by the Company and the Selling Shareholders in consultation with the BRLMs.
9.4. Upon its debit and delivery of the Offered Final Sold Shares and/ or the Unsold Shares which are lying to the credit of the Escrow Demat Account to successful Allottees demat accounts and/or to the respective Selling Shareholder’s Shareholders’ Demat Account and closure of the Escrow Demat Account, as set out in Clause Clauses 9.1 and 9.2 above, the Share Escrow Agent shall, subject to Clause 8.3 and completion of the events outlined in Clause 5, and without prejudice to any accrued rights or claims of any of the other Parties hereto, be released and discharged from any and all further obligations arising out of or in connection with this Agreement other than as set out in this Agreement or as required under Applicable LawLaw and without prejudice to any accrued rights or claims of any of the other Parties hereto. Provided that upon termination due to any event mentioned under Clause 8.2, the Share Escrow Agent shall continue to be liable for its acts and omissions until such termination and until the appointment of a substitute share escrow agent in accordance with Clause 8.4, in such event, the Share Escrow Agent shall provide all necessary cooperation and support to ensure the smooth transition to such substitute share escrow agent.
Appears in 1 contract
Samples: Share Escrow Agreement
CLOSURE OF THE ESCROW DEMAT ACCOUNT. 9.1. In the event of termination in accordance with Clause 8.2.1 or 8.2.2, the 9.1 The Share Escrow Agent shall close the Escrow Demat Account within a period of two (2) Working Days from completion of the events outlined in Clause Section 5 or in the event of termination of this Agreement pursuant to Section 8 and shall send a prior written intimation to the Company, Company and the Selling Shareholders and with a copy to the BRLMs relating to the closure of the Escrow Demat Account.
9.2. 9.2 Notwithstanding Clause 9.1, Section 9.1 above, in the event of the termination of this Agreement in accordance with Clause 8.2.3pursuant to Section 8.1(ii) or Section 8.2, the Share Escrow Agent shall credit close the Escrow Demat Account and transfer the Offered Shares which are lying to the credit of the Escrow Demat Account to the respective Selling Shareholder’s Demat Account within one (1) Working Day of new escrow demat account to be opened and operated by the completion of credit of the Final Sold Shares substitute share escrow agent as appointed, in accordance with Clause 5.2 or the receipt by the Share Escrow Agent of the Share Escrow Failure Notice or the Selling Shareholder’s Share Escrow Failure NoticeSection 8.2, as applicable and shall take necessary steps to ensure closure of the Escrow Demat Accountimmediately, unless the Company, the BRLMs and the Selling Shareholders have instructed it otherwise.
9.3. In the event of termination of this Agreement pursuant to Clause 8.4, the Share Escrow Agent shall immediately and in any event within one seven (17) Working Day from the date Days, of appointment of the substitute Share Escrow Agent, close the Escrow Demat Account and debit all the Offered Shares from the Escrow Demat Account and credit them to the share escrow demat account opened such termination or within such other period as may be determined by the substitute share escrow agent.
9.4Company and the Selling Shareholders in consultation with the BRLMs. Upon its debit and delivery of the Sold Shares and any remaining Offered Shares which are lying to the credit of the Escrow Demat Account to successful the Allottees demat accounts and/or to and the respective Selling Shareholder’s Shareholder Demat Account Account, respectively, and closure of the Escrow Demat Account, as set out in Clause 9.1 and 9.2 abovethis Section 9, the Share Escrow Agent shall, subject to Clause 8.3 and completion of the events outlined in Clause 5, shall be released and discharged from any and all further obligations arising out of or in connection with this Agreement the Offered Shares other than as set out in this Agreement Agreement, or as required under Applicable Law. Provided , without prejudice however to the accrued rights of the Parties hereunder, provided that upon termination due to any event mentioned specified under Clause Section 8.1(ii) or Section 8.2, the Share Escrow Agent shall continue to be liable for its acts and omissions until such termination and until the appointment of a substitute share escrow agent in accordance with Clause 8.4Section 8.2, in such event, the Share Escrow Agent and shall provide all necessary cooperation and support to ensure the smooth transition to such substitute share escrow agent.
Appears in 1 contract
Samples: Share Escrow Agreement
CLOSURE OF THE ESCROW DEMAT ACCOUNT. 9.1. 9.1 In the event of termination in accordance with Clause 8.2.1 or 8.2.28.2(i), the Share Escrow Agent shall close the Escrow Demat Account within a period of two (2) Working Days from completion of the events outlined in Clause 5 and shall send a prior written intimation to the Company, the Selling Shareholders and the BRLMs Lead Managers relating to the closure of the Escrow Demat Account.
9.2. Notwithstanding Clause 9.1, above, in 9.2 In the event of the termination of this Agreement in accordance with pursuant to Clause 8.2.38.2(ii), the Share Escrow Agent shall credit immediately (and in any event within one (1) Working Day of such termination, unless the Offered Shares have been transferred earlier to the respective Selling Shareholder Demat Accounts pursuant to this Agreement) transfer the respective portion of the Offered Shares which are lying to the credit of the Escrow Demat Account Accounts to the respective Selling Shareholder’s Shareholder Demat Accounts and close the Escrow Demat Account within one two (12) Working Day Days of the completion of credit of the Final Sold Shares in accordance with Clause 5.2 or the receipt by the Share Escrow Agent of the Share Escrow Failure Notice or the Selling Shareholder’s Share Escrow Failure Notice, as applicable and shall take necessary steps to ensure closure of the Escrow Demat Account, unless the Company, the BRLMs and the Selling Shareholders have instructed it otherwisesuch termination.
9.3. 9.3 In the event of termination of this Agreement pursuant to Clause 8.48.3, the Share Escrow Agent shall immediately and in any event within one (1) Working Day from the date of appointment of the substitute Share Escrow Agentshare escrow agent, close the Escrow Demat Account and debit all the Offered Shares from in the Escrow Demat Account and credit them Accounts to the credit of the substitute share escrow demat account that shall be opened by the substitute share escrow agent.
9.4. 9.4 In case of occurrence of an event as stipulated either under Clause 5.4 or Clause 5.5, the Share Escrow Agent shall close the Escrow Demat Account within two (2) Working Days post credit of the Sold Shares to the respective Selling Shareholder Demat Accounts in terms of Clause 5.4 or Clause 5.6, as applicable.
9.5 Upon its debit and delivery of the such Offered Shares which are lying to the credit of the Escrow Demat Account to successful Allottees demat accounts and/or to the respective Selling Shareholder’s Demat Account and closure of the Escrow Demat Account, as set out in this Clause 9.1 and 9.2 above9, the Share Escrow Agent shall, subject to Clause 8.3 and completion of the events outlined in Clause 58.4, be released and discharged from any and all further obligations arising out of or in connection with this Agreement other than as set out in this Agreement or as required under Applicable Law. Provided Agreement.
9.6 Without prejudice however to the accrued rights of the Parties hereunder, provided that upon termination due to any event mentioned specified under Clause 8.28.2(ii) or Clause 8.3, the Share Escrow Agent shall continue to be liable for its acts and omissions until such termination and until the appointment of a substitute share escrow agent in accordance with Clause 8.48.3, in such event, the Share Escrow Agent and shall provide all necessary cooperation and support to ensure the smooth transition to such substitute share escrow agent.
Appears in 1 contract
Samples: Share Escrow Agreement
CLOSURE OF THE ESCROW DEMAT ACCOUNT. 9.1. In the event of termination in accordance with Clause 8.2.1 or 8.2.2, the Share Escrow Agent shall close the Escrow Demat Account within a period of two (2) Working Days from completion of the events outlined in Clause 5 and shall send prior written intimation to the Company, each of the Selling Shareholders and the BRLMs Book Running Lead Managers relating to the closure of the Escrow Demat Account.
9.2. Notwithstanding Clause 9.1, above, in the event of the termination of this Agreement in accordance with Clause Section 8.2.3, the Share Escrow Agent shall credit the respective Offered Shares which are lying to the credit of the Escrow Demat Account to the respective Selling Shareholder’s Shareholders’ Demat Account within one (1) Working Day of the completion of credit of the Final Sold Shares in accordance with Clause Section 5.2 or the receipt by the Share Escrow Agent of the Share Escrow Failure Notice or the Selling Shareholder’s Shareholders’ Share Escrow Failure Notice, as applicable and shall take necessary steps to ensure closure of the Escrow Demat Account, unless the Company, the BRLMs Book Running Lead Managers and the Selling Shareholders have instructed it otherwiseotherwise .
9.3. In the event of termination of this Agreement pursuant to Clause 8.4, the Share Escrow Agent shall immediately and in any event within one (1) Working Day from the date of appointment of the substitute Share Escrow Agent, close the Escrow Demat Account Account, after and subject to undertaking the debit of all the Offered Shares from the Escrow Demat Account and credit them crediting such Offered Shares to the share escrow demat account opened by the substitute share escrow agent.
9.4. Upon its debit and delivery of the Offered Shares which are lying to the credit of the Escrow Demat Account to successful Allottees demat accounts and/or to the respective Selling Shareholder’s Shareholders’ Demat Account Accounts and closure of the Escrow Demat Account, as set out in Clause 9.1 and 9.2 above, the Share Escrow Agent shall, subject to Clause 8.3 and completion of the events outlined in Clause 5, be released and discharged from any and all further obligations arising out of or in connection with this Agreement other than as set out in this Agreement or as required under Applicable Law. Provided that upon termination due to any event mentioned under Clause 8.2, the Share Escrow Agent shall continue to be liable for its acts and omissions until such termination and until the appointment of a substitute share escrow agent in accordance with Clause 8.4, in such event, the Share Escrow Agent shall provide all necessary cooperation and support to ensure the smooth transition to such substitute share escrow agent.
Appears in 1 contract
Samples: Share Escrow Agreement
CLOSURE OF THE ESCROW DEMAT ACCOUNT. 9.1.
9.1 In the event of termination in accordance with Clause 8.2.1 or 8.2.28.2(i), the Share Escrow Agent shall close the Escrow Demat Account within a period of two (2) Working Days from completion of the events outlined in Clause 5 and shall send a prior written intimation to the Company, the Promoter Selling Shareholders and the BRLMs Lead Managers relating to the closure of the Escrow Demat Account.
9.2. Notwithstanding Clause 9.1, above, in 9.2 In the event of the termination of this Agreement in accordance with pursuant to Clause 8.2.38.2(ii), the Share Escrow Agent shall credit immediately (and in any event within one (1) Working Day of such termination, unless the Offered Shares have been transferred earlier to the respective Promoter Selling Shareholder Demat Accounts pursuant to this Agreement) transfer the respective portion of the Offered Shares which are lying to the credit of the Escrow Demat Account Accounts to respective Promoter Selling Shareholder Demat Accounts and close the respective Selling Shareholder’s Escrow Demat Account within one two (12) Working Day Days of the completion of credit of the Final Sold Shares in accordance with Clause 5.2 or the receipt by the Share Escrow Agent of the Share Escrow Failure Notice or the Selling Shareholder’s Share Escrow Failure Notice, as applicable and shall take necessary steps to ensure closure of the Escrow Demat Account, unless the Company, the BRLMs and the Selling Shareholders have instructed it otherwisesuch termination.
9.3. 9.3 In the event of termination of this Agreement pursuant to Clause 8.48.3, the Share Escrow Agent shall immediately and in any event within one (1) Working Day from the date of appointment of the substitute Share Escrow Agentshare escrow agent, close the Escrow Demat Account and debit all the Offered Shares from in the Escrow Demat Account and credit them Accounts to the credit of the substitute share escrow demat account that shall be opened by the substitute share escrow agent.
9.4. 9.4 In case of occurrence of an event as stipulated either under Clause 5.4 or Clause 5.5, the Share Escrow Agent shall close the Escrow Demat Account within two (2) Working Days post credit of the Sold Shares to the respective Promoter Selling Shareholder Demat Accounts in terms of Clause 5.4 or Clause 5.6, as applicable.
9.5 Upon its debit and delivery of the such Offered Shares which are lying to the credit of the Escrow Demat Account to successful Allottees demat accounts and/or to the respective Promoter Selling Shareholder’s Shareholder Demat Account Accounts and closure of the Escrow Demat Account, as set out in this Clause 9.1 and 9.2 above9, the Share Escrow Agent shall, subject to Clause 8.3 and completion of the events outlined in Clause 58.4, be released and discharged from any and all further obligations arising out of or in connection with this Agreement other than as set out in this Agreement or as required under Applicable Law. Provided Agreement.
9.6 Without prejudice however to the accrued rights of the Parties hereunder, provided that upon termination due to any event mentioned specified under Clause 8.28.2(ii) or Clause 8.3, the Share Escrow Agent shall continue to be liable for its acts and omissions until such termination and until the appointment of a substitute share escrow agent in accordance with Clause 8.48.3, in such event, the Share Escrow Agent and shall provide all necessary cooperation and support to ensure the smooth transition to such substitute share escrow agent.
Appears in 1 contract
Samples: Shareholder Agreement
CLOSURE OF THE ESCROW DEMAT ACCOUNT. 9.1. In the event of termination in accordance with Clause 8.2.1 or 8.2.2, the 9.1 The Share Escrow Agent shall close the Escrow Demat Account within a period of two (2) Working Days from completion of the events outlined in Clause 5 or in the event of termination of this Agreement pursuant to Clause 8 and shall send a prior written intimation to the Company, the Company and each Selling Shareholders and Shareholder with a copy to the BRLMs relating to the closure of the Escrow Demat Account.
9.2. 9.2 Notwithstanding Clause 9.1, 9.1 above, in the event of the termination of this Agreement in accordance with pursuant to Clause 8.2.38.1(iii) or Clause 8.2, the Share Escrow Agent shall credit close the Escrow Demat Account and transfer the Offered Shares which are lying to the credit of the Escrow Demat Account to the respective Selling Shareholder’s Demat Account within one (1) Working Day of new escrow demat account to be opened and operated by the completion of credit of the Final Sold Shares substitute share escrow agent as appointed, in accordance with Clause 5.2 or the receipt by the Share Escrow Agent of the Share Escrow Failure Notice or the Selling Shareholder’s Share Escrow Failure Notice8.2, as applicable and shall take necessary steps to ensure closure of the Escrow Demat Accountimmediately, unless the Company, the BRLMs and the Selling Shareholders have instructed it otherwise.
9.3. In the event of termination of this Agreement pursuant to Clause 8.4, the Share Escrow Agent shall immediately and in any event within one seven (17) Working Day from the date Days of appointment of the substitute Share Escrow Agent, close the Escrow Demat Account and debit all the Offered Shares from the Escrow Demat Account and credit them to the share escrow demat account opened such termination or within such other period as may be determined by the substitute share escrow agent.
9.4Company and the Selling Shareholders in consultation with the BRLMs. Upon its debit and delivery of the Sold Shares and any remaining Offered Shares which are lying to the credit of the Escrow Demat Account to successful the Allottees demat accounts and/or to and the respective Selling Shareholder’s Shareholder Demat Account Accounts, respectively, and closure of the Escrow Demat Account, as set out in this Clause 9.1 and 9.2 above9, the Share Escrow Agent shall, subject to Clause 8.3 and completion of the events outlined in Clause 5, shall be released and discharged from any and all further obligations arising out of or in connection with this Agreement the Offered Shares other than as set out in this Agreement Agreement, or as required under Applicable Law. Provided , without prejudice, however to the accrued rights of the Parties hereunder, provided that upon termination due to any event mentioned specified under Clause 8.1(iii) or Clause 8.2, the Share Escrow Agent shall continue to be liable for its acts and omissions until such termination and until the appointment of a substitute share escrow agent in accordance with Clause 8.48.2, in such event, the Share Escrow Agent and shall provide all necessary cooperation and support to ensure the smooth transition to such substitute share escrow agent.
Appears in 1 contract
Samples: Share Escrow Agreement
CLOSURE OF THE ESCROW DEMAT ACCOUNT. 9.1. In the event of termination in accordance with Clause 8.2.1 or 8.2.2, the 9.1 The Share Escrow Agent shall close the Escrow Demat Account (acting on the instructions of the Company) within a period of two (2) Working Days from completion of the events outlined in Clause 5 or in the event of termination of this Agreement pursuant to Clause 8 and shall send a prior written intimation to the Company, Company and the Selling Shareholders and with a copy to the BRLMs relating to the closure of the Escrow Demat Account.
9.2. 9.2 Notwithstanding Clause 9.1, 9.1 above, in the event of the termination of this Agreement in accordance with pursuant to Clause 8.2.38.1 or Clause 8.4, the Share Escrow Agent shall credit close the Escrow Demat Account (acting on the instructions of the Company) and transfer the Offered Shares which are lying to the credit of the Escrow Demat Account to the respective Selling Shareholder’s Demat Account within one (1) Working Day of new escrow demat account to be opened and operated by the completion of credit of the Final Sold Shares new share escrow agent as appointed, in accordance with Clause 5.2 or the receipt by the Share Escrow Agent of the Share Escrow Failure Notice or the Selling Shareholder’s Share Escrow Failure Notice, as applicable and shall take necessary steps to ensure closure of the Escrow Demat Account, unless the Company, the BRLMs and the Selling Shareholders have instructed it otherwise.
9.3. In the event of termination of this Agreement pursuant to Clause 8.4, the Share Escrow Agent shall immediately immediately, and in any event within one four (14) Working Day from the date Days of appointment of the substitute Share Escrow Agent, close the Escrow Demat Account and debit all the Offered Shares from the Escrow Demat Account and credit them to the share escrow demat account opened such termination or within such other period as may be determined by the substitute share escrow agent.
9.4Company and the Selling Shareholders in consultation with the BRLMs. Upon its debit and delivery of the Sold Shares and any remaining Offered Shares which are lying to the credit of the Escrow Demat Account to successful the Allottees demat accounts and/or to and the respective Selling Shareholder’s Shareholder Demat Account Account, respectively, and closure of the Escrow Demat Account, as set out in this Clause 9.1 and 9.2 above9, the Share Escrow Agent shall, subject to Clause 8.3 and completion of the events outlined in Clause 5, shall be released and discharged from any and all further obligations arising out of or in connection with this Agreement the Offered Shares other than as set out in this Agreement or as required under Applicable Law. Provided Agreement, provided that upon termination due to any event mentioned specified under Clause 8.1(ii) or Clause 8.2, the Share Escrow Agent shall continue to be liable for its acts and omissions until such termination and until the appointment of a substitute share escrow agent in accordance with Clause 8.48.2, in such event, the Share Escrow Agent and shall provide all necessary cooperation and support to ensure the smooth transition to such substitute share escrow agent.
Appears in 1 contract
Samples: Share Escrow Agreement
CLOSURE OF THE ESCROW DEMAT ACCOUNT. 9.1. 9.1 In the event of termination in accordance with Clause 8.2.1 or 8.2.2, the Share Escrow Agent shall close the Escrow Demat Account within a period of two (2) Working Days from completion of the events outlined in Clause 5 and shall send prior written intimation to the Company, the Selling Shareholders and the BRLMs BRLM relating to the closure of the Escrow Demat Account.
9.2. 9.2 Notwithstanding anything contained in Clause 9.1, 9.1 above, in the event of the termination of this Agreement in accordance with Clause 8.2.3pursuant to an occurrence of an Event of Failure, the Share Escrow Agent shall credit the respective portion of the Offered Shares which are lying to the credit of the Escrow Demat Account to the respective Selling Shareholder’s Shareholder Demat Account within one (1) Working Day of the completion of credit of the Final Sold Shares Accounts in accordance with Clause 5.2 or the receipt by the Share Escrow Agent of the Share Escrow Failure Notice or the Selling Shareholder’s Share Escrow Failure Notice, as applicable 5 and shall take necessary steps to ensure closure of the Escrow Demat AccountAccount in accordance with Clause 9.1 above, unless the Company, the BRLMs Company and the respective Selling Shareholders have instructed it otherwise.
9.3. 9.3 In the event of termination of this Agreement pursuant to Clause 8.2.3, the Share Escrow Agent shall immediately (and in any event within one (1) Working Day of such termination, unless the Offered Shares have been transferred earlier to the respective Selling Shareholder Demat Accounts pursuant to this Agreement) transfer the respective portion of the Offered Shares which are lying to the credit of the Escrow Demat Account to the respective Selling Shareholder Demat Accounts and close the Escrow Demat Account within two (2) Working Days of such termination in accordance with Applicable Laws.
9.4 In the event of termination of this Agreement pursuant to Clause 8.4, the Share Escrow Agent shall immediately and in any event within one (1) Working Day from the date of appointment of the substitute Share Escrow Agentshare escrow agent, close the Escrow Demat Account and debit all the Offered Shares from the Escrow Demat Account and credit them to the share escrow demat account opened by the substitute share escrow agent, in accordance with the instructions of the Company and the Selling Shareholders.
9.4. 9.5 Upon its debit and delivery of the such Offered Shares which are lying to the credit of the Escrow Demat Account to successful Allottees demat accounts and/or to the respective Selling Shareholder’s Shareholder Demat Account Accounts and closure of the Escrow Demat Account, as set out in Clause 9.1 9.1, 9.2 and 9.2 9.3 above, the Share Escrow Agent shall, subject to Clause 8.3 and completion of the events outlined in Clause 58.3, be released and discharged from any and all further obligations arising out of or in connection with this Agreement other than as set out in this Agreement or as required under Applicable Law. Provided .
9.6 Without prejudice however to the accrued rights of the Parties hereunder, provided that upon termination due to any event mentioned specified under Clause 8.28.2.3 or Clause 8.4, the Share Escrow Agent shall continue to be liable for its acts and omissions until such termination and until the appointment of a substitute share escrow agent in accordance with Clause 8.4, in such event, the Share Escrow Agent and shall provide all necessary cooperation and support to ensure the smooth transition to such substitute share escrow agent.
Appears in 1 contract
Samples: Share Escrow Agreement
CLOSURE OF THE ESCROW DEMAT ACCOUNT. 9.1. 9.1 In the event of termination in accordance with Clause 8.2.1 8 or 8.2.2completion of the events outlined in Clause 5 hereto, the Share Escrow Agent shall close the Escrow Demat Account within a period of two (2) Working Days from such termination completion of the events outlined in Clause 5 and shall send prior written intimation to the Company, the Promoter Selling Shareholders Shareholder and the BRLMs relating to the closure of the Escrow Demat Account.
9.2. Notwithstanding Clause 9.1, above, in 9.2 In the event of the termination of this Agreement in accordance with pursuant to Clause 8.2.38.2.3 or Clause 8.4, the Share Escrow Agent shall credit immediately (and in any event within one Working Day of such termination, unless the Offered Shares have been transferred earlier to the Promoter Selling Shareholder pursuant to this Agreement) transfer the Equity Shares constituting the Offered Shares which are lying to the credit of the Escrow Demat Account to the respective Promoter Selling Shareholder’s Shareholder Demat Account within one (1) Working Day of the completion of credit of the Final Sold Shares in accordance with Clause 5.2 or the receipt by the Share Escrow Agent of the Share Escrow Failure Notice or the Selling Shareholder’s Share Escrow Failure Notice, as applicable and shall take necessary steps to ensure closure of the Escrow Demat Account, unless the Company, the BRLMs and the Selling Shareholders have instructed it otherwise.
9.3. In the event of termination of this Agreement pursuant to Clause 8.4, the Share Escrow Agent shall immediately and in any event within one (1) Working Day from the date of appointment of the substitute Share Escrow Agent, close the Escrow Demat Account and debit all the Offered Shares from the Escrow Demat Account and credit them to the share escrow demat account opened by the substitute share escrow agentagent (as applicable) and close the Escrow Demat Account within seven (7) Working Days of such termination.
9.4. 9.3 Upon its debit and delivery of the such Offered Shares which are lying to the credit of the Escrow Demat Account to successful Allottees demat accounts and/or and to the respective Promoter Selling Shareholder’s Shareholder Demat Account and closure of the Escrow Demat Account, as set out in Clause 9.1 and 9.2 above, the Share Escrow Agent shall, subject to Clause 8.3 and completion of the events outlined in Clause 58.3, be released and discharged from any and all further obligations arising out of or in connection with this Agreement other than as set out in this Agreement or as required under Applicable Law. Provided that upon termination due to any event mentioned under Clause 8.2, the Share Escrow Agent shall continue to be liable for its acts and omissions until such termination and until the appointment of a substitute share escrow agent in accordance with Clause 8.4, in such event, the Share Escrow Agent shall provide all necessary cooperation and support to ensure the smooth transition to such substitute share escrow agentAgreement.
Appears in 1 contract
Samples: Share Escrow Agreement
CLOSURE OF THE ESCROW DEMAT ACCOUNT. 9.1. In the event of termination in accordance with Clause 8.2.1 or 8.2.20, the Share Escrow Agent shall close the Escrow Demat Account within a period of two (2) 2 Working Days from completion of the events outlined in Clause 5 and shall send prior written intimation to the Company, the Selling Shareholders and the BRLMs Book Running Lead Manager relating to the closure of the Escrow Demat Account.
9.2. Notwithstanding Clause 9.1, above, in the event of the termination of this Agreement in accordance with Clause 8.2.3Section 8.2(c), the Share Escrow Agent shall credit the respective Offered Shares which are lying to the credit of the Escrow Demat Account to the respective Selling Shareholder’s Shareholders’ Demat Account within one (1) 1 Working Day of the completion of credit of the Final Sold Shares in accordance with Clause 5.2 or the receipt by the Share Escrow Agent of the Share Escrow Failure Notice or the Selling Shareholder’s Shareholders’ Share Escrow Failure Notice, as applicable and shall take necessary steps to ensure closure of the Escrow Demat Account, unless the Company, the BRLMs Book Running Lead Manager and the Selling Shareholders have instructed it otherwise.
9.3. In the event of termination of this Agreement pursuant to Clause 8.4, the Share Escrow Agent shall immediately and in any event within one (1) 1 Working Day from the date of appointment of the substitute Share Escrow Agent, close the Escrow Demat Account and debit all the Offered Shares from the Escrow Demat Account and credit them to the share escrow demat account opened by the substitute share escrow agent.
9.4. Upon its debit and delivery of the Offered Shares which are lying to the credit of the Escrow Demat Account to successful Allottees demat accounts and/or Unsold Shares to the respective Selling Shareholder’s Shareholders’ Demat Account Accounts and closure of the Escrow Demat Account, as set out in Clause 9.1 and 9.2 above, the Share Escrow Agent shall, subject to Clause 8.3 and completion of the events outlined in Clause 5, be released and discharged from any and all further obligations arising out of or in connection with this Agreement other than as set out in this Agreement or as required under Applicable Law. Provided that upon termination due to any event mentioned under Clause 8.2, the Share Escrow Agent shall continue to be liable for its acts and omissions until such termination and until the appointment of a substitute share escrow agent in accordance with Clause 8.4, in such event, the Share Escrow Agent shall provide all necessary cooperation and support to ensure the smooth transition to such substitute share escrow agent.Clause
Appears in 1 contract
Samples: Share Escrow Agreement
CLOSURE OF THE ESCROW DEMAT ACCOUNT. 9.1. In the event of termination in accordance with Clause 8.2.1 or 8.2.28.2.1, the Share Escrow Agent shall close the Escrow Demat Account within a period of two (2) Working Days from completion of the events outlined in Clause 5 and shall send prior written intimation to the Company, the Selling Shareholders and the BRLMs relating to the closure of the Escrow Demat Account.
9.2. Notwithstanding Clause 9.1, 9.1 above, in the event of the termination of this Agreement in accordance with Clause 8.2.2 or 8.2.3, the Share Escrow Agent shall credit the respective Offered Shares which are lying to the credit of the Escrow Demat Account to the respective Selling Shareholder’s Shareholders’ Demat Account within one (1) Working Day of the completion of credit of the Final Sold Shares in accordance with Clause 5.2 or the receipt by the Share Escrow Agent of the Share Escrow Failure Notice or the Selling Shareholder’s Shareholders’ Share Escrow Failure Notice, as applicable and shall take necessary steps to ensure closure of the Escrow Demat Account, in accordance with Applicable Laws, unless the Company, the BRLMs and the Selling Shareholders have instructed it otherwise.
9.3. In the event of termination of this Agreement pursuant to Clause 8.4, the Share Escrow Agent shall immediately and in any event within one (1) Working Day from the date of appointment of the substitute Share Escrow Agentshare escrow agent, close the Escrow Demat Account and debit all the Offered Shares from the Escrow Demat Account and credit them to the share escrow demat account opened by the substitute share escrow agent.
9.4. Upon its debit and delivery of the Offered Shares which are lying to the credit of the Escrow Demat Account to successful Allottees demat accounts and/or to the respective Selling Shareholder’s Shareholders’ Demat Account Accounts and closure of the Escrow Demat Account, as set out in Clause 9.1 and 9.2 above, the Share Escrow Agent shall, subject to Clause 8.3 and completion of the events outlined in Clause 5, be released and discharged from any and all further obligations arising out of or in connection with this Agreement other than as set out in this Agreement or as required under Applicable LawLaws. Provided that upon termination due to any event mentioned under Clause 8.2, the Share Escrow Agent shall continue to be liable for its acts and omissions until such termination and until the appointment of a substitute share escrow agent in accordance with Clause 8.48.4Error! Reference source not found., in such event, the Share Escrow Agent shall provide all necessary cooperation and support to ensure the smooth transition to such substitute share escrow agent.
Appears in 1 contract
Samples: Share Escrow Agreement
CLOSURE OF THE ESCROW DEMAT ACCOUNT. 9.1. 9.1 In the event of termination in accordance with Clause 8.2.1 or 8.2.28.2(i), the Share Escrow Agent shall close the Escrow Demat Account within a period of two (2) Working Days from completion of the events outlined in Clause 5 and shall send a prior written intimation to the Company, the Promoter Selling Shareholders and the BRLMs Managers relating to the closure of the Escrow Demat Account.
9.2. Notwithstanding this Clause 9.1, above, in the event of the termination of this Agreement in accordance with Clause 8.2.3pursuant to an occurrence of an Event of Failure, the Share Escrow Agent shall credit the Offered Shares which are lying to the credit of the Escrow Demat Account to the respective Promoter Selling Shareholder’s Shareholder Demat Account within one (1) Working Day of the completion of credit of the Final Sold Shares in accordance with Clause 5.2 or the receipt by the Share Escrow Agent of the Share Escrow Failure Notice or the Selling Shareholder’s Share Escrow Failure Notice, as applicable 5 and shall take necessary steps to ensure closure of the Escrow Demat AccountAccount within two (2) Working Days of such termination and in accordance with this Clause 9.1, unless the Company, the BRLMs Company and the Promoter Selling Shareholders have instructed it otherwise.
9.3. 9.2 In the event of termination of this Agreement pursuant to Clause 8.48.2, the Share Escrow Agent shall immediately (and in any event within one (1) Working Day of such termination, unless the Offered Shares have been transferred earlier to the respective Promoter Selling Shareholder Demat Accounts pursuant to this Agreement) transfer the respective portion of the Offered Shares which are lying to the credit of the Escrow Demat Accounts in accordance with clauses
9.3 In the event of termination of this Agreement pursuant to Clause 8.3, the Share Escrow Agent shall within one (1) Working Day from the date of appointment of the substitute Share Escrow Agentshare escrow agent, close the Escrow Demat Account and debit all the Offered Shares from in the Escrow Demat Account and credit them Accounts to the credit of the substitute share escrow demat account that shall be opened by the substitute share escrow agentagent in accordance with the instructions of the Company and the Promoter Selling Shareholders.
9.4. 9.4 In case of occurrence of an event as stipulated under Clause 5.3, the Share Escrow Agent shall close the Escrow Demat Account within two (2) Working Days post credit of the Sold Shares to the respective Promoter Selling Shareholder Demat Accounts in terms of Clause 5.4 or Clause 5.6, as applicable.
9.5 Upon its debit and delivery of the such Offered Shares which are lying to the credit of the Escrow Demat Account to successful Allottees demat accounts and/or to the respective Promoter Selling Shareholder’s Shareholders’ Demat Account Accounts and closure of the Escrow Demat Account, as set out in this Clause 9.1 and 9.2 above9, the Share Escrow Agent shall, subject to Clause 8.3 8.4 and completion of the events outlined in Clause 5, be released and discharged from any and all further obligations arising out of or in connection with this Agreement other than as set out in this Agreement or as required under Applicable Law. Provided .
9.6 Without prejudice however to the accrued rights of the Parties hereunder, provided that upon termination due to any event mentioned specified under Clause 8.28.2 or Clause 8.3, the Share Escrow Agent shall continue to be liable for its acts and omissions until such termination and until the appointment of a substitute share escrow agent in accordance with Clause 8.4, in such event, the Share Escrow Agent 8.3 and shall provide all necessary cooperation and support to ensure the smooth transition to such substitute share escrow agent.
Appears in 1 contract
Samples: Share Escrow Agreement
CLOSURE OF THE ESCROW DEMAT ACCOUNT. 9.1. 9.1 In the event of termination in accordance with Clause 8.2.1 or 8.2.28.2(i), the Share Escrow Agent shall close the Escrow Demat Account within a period of two (2) Working Days from completion of the events outlined in Clause 5 and shall send a prior written intimation to the Company, the Selling Shareholders and the BRLMs relating to the closure of the Escrow Demat Account.
9.2. Notwithstanding Clause 9.1, above, in 9.2 In the event of the termination of this Agreement in accordance with pursuant to Clause 8.2.38.2(ii) and (iii), the Share Escrow Agent shall credit immediately (and in any event within one (1) Working Day of such termination, unless the Offered Shares have been transferred earlier to the respective Selling Shareholder Demat Accounts pursuant to this Agreement) transfer the respective portion of the Offered Shares which are lying to the credit of the Escrow Demat Account Accounts to the respective Selling Shareholder’s Shareholder Demat Accounts and close the Escrow Demat Account within one two (12) Working Day Days of the completion of credit of the Final Sold Shares in accordance with Clause 5.2 or the receipt by the Share Escrow Agent of the Share Escrow Failure Notice or the Selling Shareholder’s Share Escrow Failure Notice, as applicable and shall take necessary steps to ensure closure of the Escrow Demat Account, unless the Company, the BRLMs and the Selling Shareholders have instructed it otherwisesuch termination.
9.3. 9.3 In the event of termination of this Agreement pursuant to Clause 8.48.3, the Share Escrow Agent shall immediately and in any event within one (1) Working Day from the date of appointment of the substitute Share Escrow Agentshare escrow agent, close the Escrow Demat Account and debit all the Offered Shares from in the Escrow Demat Account and credit them Accounts to the credit of the substitute share escrow demat account that shall be opened by the substitute share escrow agent, in accordance with the instructions of the Company and the Selling Shareholders.
9.4. 9.4 In case of occurrence of an event as stipulated either under Clause 5.4 or Clause 5.5, the Share Escrow Agent shall close the Escrow Demat Account within two (2) Working Days post credit of the Sold Shares to the respective Selling Shareholder Demat Accounts in terms of Clause 5.4 or Clause 5.6, as applicable.
9.5 Upon its debit and delivery of the such Offered Shares which are lying to the credit of the Escrow Demat Account to successful Allottees demat accounts and/or to the respective Selling Shareholder’s Demat Account Shareholders’ demat accounts and closure of the Escrow Demat Account, as set out in this Clause 9.1 and 9.2 above9, the Share Escrow Agent shall, subject to Clause 8.3 8.4 and completion of the events outlined outlines in Clause 5, be released and discharged from any and all further obligations arising out of or in connection with this Agreement other than as set out in this Agreement or as required under Applicable Law. Provided Agreement.
9.6 Without prejudice however to the accrued rights of the Parties hereunder, provided that upon termination due to any event mentioned specified under Clause 8.28.2(ii) or Clause 8.3, the Share Escrow Agent shall continue to be liable for its acts and omissions until such termination and until the appointment of a substitute share escrow agent in accordance with Clause 8.48.3, in such event, the Share Escrow Agent and shall provide all necessary cooperation and support to ensure the smooth transition to such substitute share escrow agent.
Appears in 1 contract
Samples: Share Escrow Agreement
CLOSURE OF THE ESCROW DEMAT ACCOUNT. 9.1. In the event of termination in accordance with Clause 8.2.1 or 8.2.2, the Share Escrow Agent shall close the Escrow Demat Account within a period of two (2) Working Days from completion of the events outlined in Clause 5 and shall send prior written intimation to the Company, the Selling Shareholders and the BRLMs relating to the closure of the Escrow Demat Account.
9.2. Notwithstanding Clause 9.1, 9.1 above, in the event of the termination of this Agreement in pursuant to occurrence of an Event of Failure or in accordance with Clause 8.2.3, the Share Escrow Agent shall credit the Offered Shares which are lying to the credit of the Escrow Demat Account to each of the respective Selling Shareholder’s Shareholders’ Demat Account within one (1) Working Day of the completion of credit of the Final Sold Shares in accordance with Clause 5.2 or the receipt by the Share Escrow Agent of the Share Escrow Failure Notice or the Selling Shareholder’s Share Escrow Failure Notice, as applicable 5 and shall take necessary steps to ensure closure of the Escrow Demat Account, in accordance with Applicable Law, unless the Company, the BRLMs Company and the Selling Shareholders have instructed it otherwise.
9.3. In the event of termination of this Agreement pursuant to Clause 8.4, the Share Escrow Agent shall immediately and in any event within one (1) Working Day from the date of appointment of the substitute Share Escrow Agentshare escrow agent, close the Escrow Demat Account and debit all the Offered Shares from the Escrow Demat Account and credit them to the share escrow demat account opened by the substitute share escrow agent, in accordance with the instructions of the Company and the Selling Shareholders.
9.4. Upon its debit and delivery of the Offered Shares which are lying to the credit of the Escrow Demat Account to successful Allottees demat accounts and/or to each of the respective Selling Shareholder’s Shareholders’ Demat Account Accounts and closure of the Escrow Demat Account, as set out in Clause 9.1 and 9.2 and 9.3 above, the Share Escrow Agent shall, subject to Clause 8.3 and completion of the events outlined in Clause 5, be released and discharged from any and all further obligations arising out of or in connection with this Agreement other than as set out in this Agreement or as required under Applicable Law. Provided that upon termination due to any event mentioned under Clause 8.2, the Share Escrow Agent shall continue to be liable for its acts and omissions until such termination and until the appointment of a substitute share escrow agent in accordance with Clause 8.48.4Error! Reference source not found., in such event, and the Share Escrow Agent shall provide all necessary cooperation and support to ensure the smooth transition to such substitute share escrow agent.
Appears in 1 contract
Samples: Share Escrow Agreement
CLOSURE OF THE ESCROW DEMAT ACCOUNT. 9.1. 9.1 In the event of termination in accordance with Clause 8.2.1 or 8.2.28.2(i), the Share Escrow Agent shall close the Escrow Demat Account within a period of two (2) Working Days from completion of the events outlined in Clause 5 and shall send a prior written intimation to the Company, the Selling Shareholders and the BRLMs Lead Managers relating to the closure of the Escrow Demat Account.
9.2. Notwithstanding Clause 9.1, above, in 9.2 In the event of the termination of this Agreement in accordance with pursuant to Clause 8.2.38.2, the Share Escrow Agent shall credit immediately (and in any event within one (1) Working Day of such termination, unless the Offered Shares have been transferred earlier to the respective Selling Shareholder Demat Accounts pursuant to this Agreement) transfer the respective portion of the Offered Shares which are lying to the credit of the Escrow Demat Account Accounts to the respective Selling Shareholder’s Shareholder Demat Account within one (1) Working Day of the completion of credit of the Final Sold Shares in accordance with Clause 5.2 or the receipt by the Share Escrow Agent of the Share Escrow Failure Notice or the Selling Shareholder’s Share Escrow Failure Notice, as applicable Accounts and shall take necessary steps to ensure closure of the Escrow Demat Account, unless the Company, the BRLMs and the Selling Shareholders have instructed it otherwiseAccount within two (2) Working Days of such termination.
9.3. 9.3 In the event of termination of this Agreement pursuant to Clause 8.48.3, the Share Escrow Agent shall immediately and in any event within one (1) Working Day from the date of appointment of the substitute Share Escrow Agentshare escrow agent, close the Escrow Demat Account and debit all the Offered Shares from in the Escrow Demat Account and credit them Accounts to the credit of the substitute share escrow demat account that shall be opened by the substitute share escrow agentagent in accordance with the instructions of the Company and the Selling Shareholders.
9.4. 9.4 In case of occurrence of an event as stipulated under Clause 5.3, the Share Escrow Agent shall close the Escrow Demat Account within two (2) Working Days post credit of the Sold Shares to the respective Selling Shareholder Demat Accounts in terms of Clause 5.4 or Clause 5.6, as applicable.
9.5 Upon its debit and delivery of the such Offered Shares which are lying to the credit of the Escrow Demat Account to successful Allottees demat accounts and/or to the respective Selling Shareholder’s Shareholders’ Demat Account Accounts and closure of the Escrow Demat Account, as set out in this Clause 9.1 and 9.2 above9, the Share Escrow Agent shall, subject to Clause 8.3 8.4 and completion of the events outlined in Clause 5, be released and discharged from any and all further obligations arising out of or in connection with this Agreement other than as set out in this Agreement or as required under Applicable Law. Provided .
9.6 Without prejudice however to the accrued rights of the Parties hereunder, provided that upon termination due to any event mentioned specified under Clause 8.28.2 or Clause 8.3, the Share Escrow Agent shall continue to be liable for its acts and omissions until such termination and until the appointment of a substitute share escrow agent in accordance with Clause 8.4, in such event, the Share Escrow Agent 8.3 and shall provide all necessary cooperation and support to ensure the smooth transition to such substitute share escrow agent.
Appears in 1 contract
Samples: Share Escrow Agreement
CLOSURE OF THE ESCROW DEMAT ACCOUNT. 9.1. In the event of termination of this Agreement in accordance with Clause 8.2.1 or 8.2.2, the Share Escrow Agent shall close the Escrow Demat Account within a period of two (2) Working Days from completion of the events outlined in Clause 5 and shall send a prior written intimation to the Company, the Promoter Selling Shareholders Shareholder and the BRLMs relating to the closure of the Escrow Demat Account.
9.2. Notwithstanding Clause 9.1, 9.1 above, in the event of the termination of this Agreement in accordance with Clause 8.2.38.2.3 or Clause 8.2.4, the Share Escrow Agent shall credit the Offered Shares which are lying to the credit of the Escrow Demat Account to the respective Promoter Selling Shareholder’s Demat Account within one (1) Working Day of the completion of credit of the Final Sold Shares in accordance with Clause 5.2 or the receipt by the Share Escrow Agent of the Share Escrow Failure Notice or the Selling Shareholder’s Share Escrow Failure Notice, as applicable in accordance with Clause 5.5 or 5.7, as applicable, and shall take necessary steps to ensure closure of the Escrow Demat Account, in accordance with Applicable Law, unless the Company, the BRLMs and the Promoter Selling Shareholders Shareholder have instructed it otherwise.
9.3. In the event of termination of this Agreement pursuant to Clause 8.4, the Share Escrow Agent shall immediately and in any event within one (1) Working Day from the date of appointment of the substitute Share Escrow Agentshare escrow agent, close the Escrow Demat Account and debit all the Offered Shares from the Escrow Demat Account and credit them to the share escrow demat account opened by the substitute share escrow agentagent in accordance with the instructions of the Company and the Selling Shareholders.
9.4. Upon its debit and delivery of the Offered Shares which are lying to the credit of the Escrow Demat Account to successful Allottees Allottees’ demat accounts and/or to the respective Promoter Selling Shareholder’s Demat Account and closure of the Escrow Demat Account, as set out in Clause 9.1 and 9.2 above, the Share Escrow Agent shall, subject to Clause 8.3 and completion of the events outlined in Clause 5, be released and discharged from any and all further obligations arising out of or in connection with this Agreement other than as set out in this Agreement or as required under Applicable Law. Provided that upon termination due to any event mentioned under Clause 8.2, the Share Escrow Agent shall continue to be liable for its acts and omissions until such termination and until the appointment of a substitute share escrow agent in accordance with Clause 8.48.4Error! Reference source not found., in such event, the Share Escrow Agent shall provide all necessary cooperation and support to ensure the smooth transition to such substitute share escrow agent.
Appears in 1 contract
Samples: Share Escrow Agreement
CLOSURE OF THE ESCROW DEMAT ACCOUNT. 9.1. 9.1 In the event of termination in accordance with Clause 8.2.1 or 8.2.2, the Share Escrow Agent shall close the Escrow Demat Account within a period of two (2) Working Days from completion of the events outlined in Clause 5 and shall send prior written intimation to the Company, the Selling Shareholders and the BRLMs relating to the closure of the Escrow Demat Account.
9.2. 9.2 Notwithstanding Clause 9.1, 9.1 above, in the event of the termination of this Agreement in accordance with Clause 8.2.3pursuant to an occurrence of an Event of Failure, the Share Escrow Agent shall credit the Offered Shares which are lying to the credit of the Escrow Demat Account to the respective Selling Shareholder’s Shareholder Demat Account within one (1) Working Day of the completion of credit of the Final Sold Shares Accounts in accordance with Clause 5.2 or the receipt by the Share Escrow Agent of the Share Escrow Failure Notice or the Selling Shareholder’s Share Escrow Failure Notice, as applicable 5 and shall take necessary steps to ensure closure of the Escrow Demat AccountAccount in accordance with Clause 9.1 above, unless the Company, the BRLMs Company and the Selling Shareholders have instructed it otherwise, upon consulting with the BRLMs, in accordance with Clause 6.4.
9.3. 9.3 In the event of termination of this Agreement pursuant to Clause 8.2.3, the Share Escrow Agent shall immediately (and in any event within one (1) Working Day of such termination, unless the Offered Shares have been transferred earlier to the respective Selling Shareholder Demat Accounts pursuant to this Agreement) transfer the Offered Shares which are lying to the credit of the Escrow Demat Accounts to respective Selling Shareholder Demat Accounts and close the Escrow Demat Account within two (2) Working Days of such termination in accordance with Applicable Laws.
9.4 In the event of termination of this Agreement pursuant to Clause 8.4, the Share Escrow Agent shall immediately and in any event within one (1) Working Day from the date of appointment of the substitute Share Escrow Agent, close the Escrow Demat Account and debit all the Offered Shares from the Escrow Demat Account and credit them to the share escrow demat account opened by the substitute share escrow agent, in accordance with the instructions of the Company and the Selling Shareholders.
9.4. 9.5 Upon its debit and delivery of the such Offered Shares which are lying to the credit of the Escrow Demat Account to successful Allottees demat accounts and/or to the respective Selling Shareholder’s Shareholder Demat Account Accounts and closure of the Escrow Demat Account, as set out in Clause 9.1 9.1, 9.2 and 9.2 9.3 above, the Share Escrow Agent shall, subject to Clause 8.3 and completion of the events outlined in Clause 58.3, be released and discharged from any and all further obligations arising out of or in connection with this Agreement other than as set out in this Agreement or as required under Applicable Law. Provided .
9.6 Without prejudice however to the accrued rights of the Parties hereunder, provided that upon termination due to any event mentioned specified under Clause 8.28.2.3 or Clause 8.4, the Share Escrow Agent shall continue to be liable for its acts and omissions until such termination and until the appointment of a substitute share escrow agent in accordance with Clause 8.4, in such event, the Share Escrow Agent and shall provide all necessary cooperation and support to ensure the smooth transition to such substitute share escrow agent.
Appears in 1 contract
Samples: Share Escrow Agreement
CLOSURE OF THE ESCROW DEMAT ACCOUNT. 9.1. 9.1 In the event of termination in accordance with Clause 8.2.1 or 8.2.28.2(i), the Share Escrow Agent shall close the Escrow Demat Account within a period of two (2) Working Days from completion of the events outlined in Clause 5 and shall send a prior written intimation to the Company, the Selling Shareholders and the BRLMs Managers relating to the closure of the Escrow Demat Account.
9.2. Notwithstanding this Clause 9.1, above9, in the event of the termination of this Agreement in accordance with Clause 8.2.3pursuant to an occurrence of an Event of Failure, the Share Escrow Agent shall credit the Offered Shares which arelying to the credit of the Escrow Demat Account to the Selling Shareholder Demat Accounts in accordance with Clause 5 and shall take necessary steps to ensure closure of the Escrow Demat Account in accordance with this Clause 9.1, unless the Company or any of the Selling Shareholders have instructed it otherwise.
9.2 In the event of termination of this Agreement pursuant to Clause 8.2(ii), the Share Escrow Agent shall immediately (and in any event within one (1) Working Day of such termination, unless the Offered Shares have been transferred earlier to the respective Selling Shareholder Demat Accounts pursuant to this Agreement) transfer the respective portion of the Offered Shares which are lying to the credit of the Escrow Demat Account Accounts to the respective Selling Shareholder’s Shareholder Demat Accounts or any new escrow demat account opened pursuant to Clause 8.3, and close the Escrow Demat Account within one two (12) Working Day Days of the completion of credit of the Final Sold Shares in accordance with Clause 5.2 or the receipt by the Share Escrow Agent of the Share Escrow Failure Notice or the Selling Shareholder’s Share Escrow Failure Notice, as applicable and shall take necessary steps to ensure closure of the Escrow Demat Account, unless the Company, the BRLMs and the Selling Shareholders have instructed it otherwisesuch termination.
9.3. 9.3 In the event of termination of this Agreement pursuant to Clause 8.48.3, the Share Escrow Agent shall immediately and in any event within one (1) Working Day from the date of appointment of the substitute Share Escrow Agentshare escrow agent, close the Escrow Demat Account and debit all the Offered Shares from in the Escrow Demat Account and credit them to the credit of the substitute share escrow demat account that shall be opened by the substitute share escrow agent.
9.4. 9.4 In case of occurrence of an event as stipulated either under Clause 5.4 or Clause 5.5, the Share Escrow Agent shall closethe Escrow Demat Account within two (2) Working Days post credit of the Sold Shares to the respective Selling Shareholder Demat Accounts in terms of Clause 5.4 or Clause 5.6, as applicable.
9.5 Upon its debit and delivery of the such Offered Shares which are lying to the credit of the Escrow Demat Account to successful Allottees demat accounts and/or to the respective Selling Shareholder’s Demat Account and closure of the Escrow Demat Account, as set out in this Clause 9.1 and 9.2 above9, the Share Escrow Agent shall, subject to Clause 8.3 and completion of the events outlined in Clause 58.4, be released and discharged from any and all further obligations arising out of or in connection with this Agreement other than as set out in this Agreement or as required under Applicable Law. Provided , without prejudice however to the accrued rights of the Parties hereunder, provided that upon termination due to any event mentioned specified under Clause 8.28.2 or Clause 8.3, the Share Escrow Agent shall continue to be liable for its acts and omissions until such termination and until the appointment of a substitute share escrow agent in accordance with Clause 8.48.3, in such event, the Share Escrow Agent and shall provide all necessary cooperation and support to ensure the smooth transition to such substitute share escrow agent.
Appears in 1 contract
Samples: Share Escrow Agreement
CLOSURE OF THE ESCROW DEMAT ACCOUNT. 9.1. In the event of termination in accordance with Clause 8.2.1 or 8.2.2, the Share Escrow Agent shall close the Escrow Demat Account within a period of two (2) Working Days from completion of the events outlined in Clause 5 and shall send prior written intimation to the Company, the Selling Shareholders and the BRLMs BRLM relating to the closure of the Escrow Demat Account.
9.2. Notwithstanding Clause 9.1, above, in the event of the termination of this Agreement in accordance with Clause Section 8.2.3, the Share Escrow Agent shall credit the respective Offered Shares which are lying to the credit of the Escrow Demat Account (unless such Final Offered Shares have been transferred earlier to the respective Selling Shareholder’s Shareholders pursuant to this Agreement) to the respective Selling Shareholders’ Demat Account within one (1) Working Day of the completion of credit of the Final Sold Shares in accordance with Clause Section 5.2 or the receipt by the Share Escrow Agent of the Share Escrow Failure Notice or the Selling Shareholder’s Shareholders’ Share Escrow Failure Notice, as applicable and shall take necessary steps to ensure closure of the Escrow Demat Account, unless the Company, the BRLMs BRLM and the Selling Shareholders have instructed it otherwiseotherwise .
9.3. In the event of termination of this Agreement pursuant to Clause 8.2.3, the Share Escrow Agent shall immediately (and in any event within one (1) Working Day of such termination, unless the Offered Shares have been transferred earlier to the respective Selling Shareholder Demat Accounts pursuant to this Agreement) transfer the respective portion of the Offered Shares which are lying to the credit of the Escrow Demat Account to the respective Selling Shareholder Demat Accounts and close the Escrow Demat Account within two (2) Working Days of such termination in accordance with Applicable Laws.
9.4. In the event of termination of this Agreement pursuant to Clause 8.4, the Share Escrow Agent shall immediately and in any event within one (1) Working Day from the date of appointment of the substitute Share Escrow Agent, close the Escrow Demat Account and debit all the Offered Shares from the Escrow Demat Account and credit them to the share escrow demat account opened by the substitute share escrow agent.
9.49.5. Upon its debit and delivery of the Offered Shares which are lying to the credit of the Escrow Demat Account to successful Allottees demat accounts and/or to the respective Selling Shareholder’s Shareholders’ Demat Account Accounts and closure of the Escrow Demat Account, as set out in Clause 9.1 and 9.2 above, the Share Escrow Agent shall, subject to Clause 8.3 and completion of the events outlined in Clause 5, be released and discharged from any and all further obligations arising out of or in connection with this Agreement other than as set out in this Agreement or as required under Applicable Law, without prejudice however to the accrued rights of the Parties hereunder. Provided that upon termination due to any event mentioned under Clause 8.2, the Share Escrow Agent shall continue to be liable for its acts and omissions until such termination and until the appointment of a substitute share escrow agent in accordance with Clause 8.4, in such event, the Share Escrow Agent shall provide all necessary cooperation and support to ensure the smooth transition to such substitute share escrow agent.
Appears in 1 contract
Samples: Share Escrow Agreement
CLOSURE OF THE ESCROW DEMAT ACCOUNT. 9.1. 9.1 In the event of termination in accordance with Clause 8.2.1 or 8.2.28.2(i), the Share Escrow Agent shall close the Escrow Demat Account within a period of two (2) Working Days from completion of the events outlined in Clause 5 and shall send a prior written intimation to the Company, the Selling Shareholders and the BRLMs Lead Managers relating to the closure of the Escrow Demat Account.
9.2. Notwithstanding Clause 9.1, above, in 9.2 In the event of the termination of this Agreement in accordance with pursuant to Clause 8.2.38.2(ii), the Share Escrow Agent shall credit immediately (and in any event within one (1) Working Day of such termination, unless the Offered Shares have been transferred earlier to the respective Selling Shareholder Demat Accounts pursuant to this Agreement) Transfer the respective portion of the Offered Shares which are lying to the credit of the Escrow Demat Account Accounts to the respective Selling Shareholder’s Shareholder Demat Accounts and close the Escrow Demat Account within one two (12) Working Day Days of the completion of credit of the Final Sold Shares such termination, in accordance with Clause 5.2 or the receipt by the Share Escrow Agent of the Share Escrow Failure Notice or the Selling Shareholder’s Share Escrow Failure Notice, as applicable and shall take necessary steps to ensure closure of the Escrow Demat Account, unless the Company, the BRLMs and the Selling Shareholders have instructed it otherwiseApplicable Law.
9.3. 9.3 In the event of termination of this Agreement pursuant to Clause 8.48.2(iii) and Clause 8.3, the Share Escrow Agent shall immediately and in any event within one (1) Working Day from the date of appointment of the substitute Share Escrow Agentshare escrow agent, close the Escrow Demat Account and debit all the Offered Shares from in the Escrow Demat Account and credit them Accounts to the credit of the substitute share escrow demat account that shall be opened by the substitute share escrow agent.
9.4. 9.4 In case of occurrence of an event as stipulated either under Clause 5.4 or Clause 5.5, the Share Escrow Agent shall close the Escrow Demat Account within two (2) Working Days post credit of the Sold Shares to the respective Selling Shareholder Demat Accounts in terms of Clause 5.4 or Clause 5.6, as applicable.
9.5 Upon its debit and delivery of the such Offered Shares which are lying to the credit of the Escrow Demat Account to successful Allottees demat accounts and/or to the respective Selling Shareholder’s Shareholder Demat Account Accounts and closure of the Escrow Demat Account, as set out in this Clause 9.1 and 9.2 above9, the Share Escrow Agent shall, subject to Clause 8.3 and completion of the events outlined in Clause 58.4, be released and discharged from any and all further obligations arising out of or in connection with this Agreement other than as set out in this Agreement or as required under Applicable Law. Provided Agreement.
9.6 Without prejudice however to the accrued rights of the Parties hereunder, provided that upon termination due to any event mentioned specified under Clause 8.28.2(iii) or Clause 8.3, the Share Escrow Agent shall continue to be liable for its acts and omissions until such termination and until the appointment of a substitute share escrow agent in accordance with Clause 8.4, in such event, the Share Escrow Agent 8.2(iii) or Clause 8.3 and shall provide all necessary cooperation and support to ensure the smooth transition to such substitute share escrow agent.
Appears in 1 contract
Samples: Share Escrow Agreement
CLOSURE OF THE ESCROW DEMAT ACCOUNT. 9.1. 9.1 In the event of termination in accordance with Clause 8.2.1 or 8.2.28.2(i), the Share Escrow Agent shall close the Escrow Demat Account within a period of two (2) Working Days from completion of the events outlined in Clause 5 and shall send a prior written intimation to the Company, the Selling Shareholders and the BRLMs Lead Managers relating to the closure of the Escrow Demat Account.
9.2. Notwithstanding Clause 9.1, above, in 9.2 In the event of the termination of this Agreement in accordance with pursuant to Clause 8.2.38.2(ii), the Share Escrow Agent shall credit immediately (and in any event within one (1) Working Day of such termination, unless the Offered Shares have been transferred earlier to the respective Selling Shareholder Demat Accounts pursuant to this Agreement) transfer the respective portion of the Offered Shares which are lying to the credit of the Escrow Demat Account Accounts to the respective Selling Shareholder’s Shareholders’ Demat Accounts and close the Escrow Demat Account within one two (12) Working Day Days of the completion of credit of the Final Sold Shares in accordance with Clause 5.2 or the receipt by the Share Escrow Agent of the Share Escrow Failure Notice or the Selling Shareholder’s Share Escrow Failure Notice, as applicable and shall take necessary steps to ensure closure of the Escrow Demat Account, unless the Company, the BRLMs and the Selling Shareholders have instructed it otherwisesuch termination.
9.3. 9.3 In the event of termination of this Agreement pursuant to Clause 8.48.3, the Share Escrow Agent shall immediately and in any event within one (1) Working Day from the date of appointment of the substitute Share Escrow Agentshare escrow agent, close the Escrow Demat Account and debit all the Offered Shares from in the Escrow Demat Account and credit them Accounts to the credit of the substitute share escrow demat account that shall be opened by the substitute share escrow agentagent in accordance with the instructions of the Company.
9.4. 9.4 In case of occurrence of an event as stipulated either under Clause 5.4 or Clause 5.5, the Share Escrow Agent shall close the Escrow Demat Account within two (2) Working Days post credit of the Sold Shares to the respective Selling Shareholders’ Demat Accounts in terms of Clause 5.4 or Clause 5.6, as applicable.
9.5 Upon its debit and delivery of the such Offered Shares which are lying to the credit of the Escrow Demat Account to successful Allottees demat accounts and/or to the respective Selling Shareholder’s Shareholders’ Demat Account Accounts and closure of the Escrow Demat Account, as set out in this Clause 9.1 and 9.2 above9, the Share Escrow Agent shall, subject to Clause 8.3 and completion of the events outlined in Clause 58.4, be released and discharged from any and all further obligations arising out of or in connection with this Agreement other than as set out in this Agreement or as and required under Applicable Law. Provided .
9.6 Without prejudice however to the accrued rights of the Parties hereunder, provided that upon termination due to any event mentioned specified under Clause 8.28.2(ii) or Clause 8.3, the Share Escrow Agent shall continue to be liable for its acts and omissions until such termination and until the appointment of a substitute share escrow agent in accordance with Clause 8.48.3, in such event, the Share Escrow Agent and shall provide all necessary cooperation and support to ensure the smooth transition to such substitute share escrow agent.
Appears in 1 contract
Samples: Share Escrow Agreement
CLOSURE OF THE ESCROW DEMAT ACCOUNT. 9.1. 9.1 In the event of termination in accordance with of this Agreement pursuant to Clause 8.2.1 8.1(i) or 8.2.2Clause 8.1(ii), the Share Escrow Agent shall close the Escrow Demat Account within a period of two (2) Working Days from completion of the events outlined in Clause 5 5, and shall send a prior written intimation to the Company, Company and the Selling Shareholders and (with a copy to the BRLMs BRLMs) relating to the closure of the Escrow Demat Account.
9.2. 9.2 Notwithstanding Clause 9.1, 9.1 above, in the event of the termination of this Agreement in accordance with pursuant to Clause 8.2.38.1(ii), the Share Escrow Agent shall credit the Final Offered Shares which are lying to the credit of the Escrow Demat Account to the respective Selling Shareholder’s Shareholder Demat Account within one (1) Working Day of the completion of credit of the Final Sold Shares in accordance with Clause 5.2 or the receipt by the Share Escrow Agent of the Share Escrow Failure Notice or the Selling Shareholder’s Share Escrow Failure Notice, as applicable 5 and shall take necessary steps to ensure closure of the Escrow Demat AccountAccount in accordance with Clause 9.1 above, unless the Company, the BRLMs Company and the Selling Shareholders have instructed it otherwiseotherwise after prior notice (in writing) to the BRLMs.
9.3. 9.3 In the event of termination of this Agreement pursuant to Clause 8.4Clauses 8.1(ii) or 8.2, the Share Escrow Agent shall immediately and in any event within one (1) Working Day from the date of appointment of the substitute Share Escrow Agent, close the Escrow Demat Account (acting on the instructions of the Company and/ or the Selling Shareholders, as the case may be) and debit all transfer the Final Offered Shares from Shares, which are lying to the credit of the Escrow Demat Account and credit them to the share respective Selling Shareholder Demat Account or the new escrow demat account to be opened and operated by the substitute new share escrow agent.
9.4agent as appointed in accordance with Clauses 8.1(ii) and 8.2, as the case may be, within seven days of such termination or within such other period as may be determined by the Company and the Selling Shareholders in consultation with the BRLMs. Upon its debit and delivery of the Offered Final Sold Shares and the remaining Equity Shares which are lying to the credit of the Escrow Demat Account to successful the Allottees demat accounts and/or to and the respective Selling Shareholder’s Shareholder Demat Account Account, respectively, and closure of the Escrow Demat Account, as set out in this Clause 9.1 and 9.2 above9, the Share Escrow Agent shall, subject to Clause 8.3 and completion of the events outlined in Clause 5, shall be released and discharged from any and all further obligations arising out of or in connection with this Agreement other than and subject to as set out in this Agreement or as required under Applicable Law. Provided Agreement, without prejudice however to the accrued rights of the Parties hereunder, provided that upon termination due to any event mentioned specified under Clause 8.1(ii) or Clause 8.2, the Share Escrow Agent shall continue to be b e liable for its acts and omissions until such termination and until the appointment of a substitute share escrow agent in accordance with Clause 8.48.2, in such event, the Share Escrow Agent and shall provide all necessary cooperation and support to ensure the smooth transition to such substitute share escrow agent.
9.4 In case of occurrence of an event as stipulated either under Clause 5.4 or Clause 5.5, the Share Escrow Agent shall close the Escrow Demat Account within two (2) Working Days post credit of the Final Sold Shares to the respective Selling Shareholder Demat Account.
Appears in 1 contract
Samples: Share Escrow Agreement
CLOSURE OF THE ESCROW DEMAT ACCOUNT. 9.1. 9.1 In the event of termination in accordance with of this Agreement pursuant to Clause 8.2.1 8.1(i) or 8.2.2Clause 8.1(iii), the Share Escrow Agent shall close the Escrow Demat Account within a period of two (2) Working Days from completion of the events outlined in Clause 5 5, and shall send after sending a prior written intimation to the Company, Company and each of the Selling Shareholders and (with a copy to the BRLMs BRLMs) relating to the closure of the Escrow Demat Account.
9.2. 9.2 Notwithstanding Clause 9.1, 9.1 above, in the event of the termination of this Agreement in accordance with pursuant to Clause 8.2.38.1(iii), the Share Escrow Agent shall credit the Final Offered Shares which are lying to the credit of the Escrow Demat Account to the respective Selling Shareholder’s Shareholders Demat Account within one (1) Working Day of the completion of credit of the Final Sold Offered Shares in accordance with Clause 5.2 or the receipt by the Share Escrow Agent of the Share Escrow Failure Notice or the Selling Shareholder’s Share Escrow Failure Notice, as applicable 5 and shall take necessary steps to ensure closure of the Escrow Demat AccountAccount in accordance with Clause 9.1 above, unless the Company, the BRLMs Company and the Selling Shareholders have instructed it otherwiseotherwise after consultation with the BRLMs.
9.3. 9.3 In the event of termination of this Agreement pursuant to Clause 8.48.1(ii) or Clause 8.2, the Share Escrow Agent shall immediately close the Escrow Demat Account and transfer the Final Offered Shares, as the case maybe, which are lying to the credit of the Escrow Demat Account to the new escrow demat account to be opened and operated by the new share escrow agent as appointed in any event accordance with Clauses 8.1(ii) and 8.2 within one (1) Working Day from the date of appointment of the substitute Share Escrow Agent, close the Escrow Demat Account and debit all the Offered Shares from the Escrow Demat Account and credit them share escrow agent or to the share escrow demat account opened respective Selling Shareholders Demat Accounts, within one (1) Working Day of such termination or within such other period as may be determined by the substitute share escrow agentCompany and the Selling Shareholders in consultation with the BRLMs.
9.4. 9.4 Upon its debit and delivery of the Offered Final Sold Shares and the remaining Equity Shares which are lying to the credit of the Escrow Demat Account to successful the Allottees demat accounts and/or to and the respective Selling Shareholder’s Shareholders Demat Account Account, respectively, and closure of the Escrow Demat Account, as set out in this Clause 9.1 and 9.2 above9, the Share Escrow Agent shall, subject to Clause 8.3 and completion of the events outlined in Clause 5, shall be released and discharged from any and all further obligations arising out of or in connection with this Agreement other than as set out in this Agreement or as required under Applicable Law. Provided Agreement, without prejudice however to the accrued rights of the Parties hereunder, provided that upon termination due to any event mentioned specified under Clause 8.1(ii) or Clause 8.2, the Share Escrow Agent shall continue to be liable for its acts and omissions until such termination and until the appointment of a substitute share escrow agent in accordance with Clause 8.48.2, in such event, the Share Escrow Agent and shall provide all necessary cooperation and support to ensure the smooth transition to such substitute share escrow agent.
Appears in 1 contract
Samples: Share Escrow Agreement
CLOSURE OF THE ESCROW DEMAT ACCOUNT. 9.1. In the event of termination in accordance with Clause 8.2.1 or 8.2.2, the Share Escrow Agent shall close the Escrow Demat Account within a period of two (2) Working Days from completion of the events outlined in Clause 5 and shall send prior written intimation to the Company, the Selling Shareholders and the BRLMs Book Running Lead Managers relating to the closure of the Escrow Demat Account.
9.2. Notwithstanding Clause 9.1, above, in In the event of the termination of this Agreement in accordance with Clause 8.2.2 or 8.2.3, the Share Escrow Agent shall credit the respective Offered Shares which are lying to the credit of the Escrow Demat Account to the respective Selling Shareholder’s Shareholders’ Demat Account within one (1) Working Day of the completion of credit of the Final Sold Shares in accordance with Clause 5.2 or the receipt by the Share Escrow Agent of the Share Escrow Failure Notice or the Selling Shareholder’s Shareholders’ Share Escrow Failure Notice, as applicable and shall take necessary steps to ensure closure of the Escrow Demat Account, in accordance with Applicable Laws, unless the Company, the BRLMs Book Running Lead Managers and the Selling Shareholders have instructed it otherwise.
9.3. In the event of termination of this Agreement pursuant to Clause 8.4, the Share Escrow Agent shall immediately and in any event within one (1) Working Day from the date of appointment of the substitute Share Escrow Agentshare escrow agent, close the Escrow Demat Account and debit all the Offered Shares from the Escrow Demat Account and credit them to the share escrow demat account opened by the substitute share escrow agent.
9.4. Upon its debit and delivery of the Offered Shares which are lying to the credit of the Escrow Demat Account to successful Allottees demat accounts and/or to the respective Selling Shareholder’s Shareholders’ Demat Account Accounts and closure of the Escrow Demat Account, as set out in Clause 9.1 and 9.2 above, the Share Escrow Agent shall, subject to Clause 8.3 and completion of the events outlined in Clause 5, be released and discharged from any and all further obligations arising out of or in connection with this Agreement other than as set out in this Agreement or as required under Applicable Law. Provided that upon termination due to any event mentioned under Clause 8.2, the Share Escrow Agent shall continue to be liable for its acts and omissions until such termination and until the appointment of a substitute share escrow agent in accordance with Clause 8.48.4Error! Reference source not found., in such event, the Share Escrow Agent shall provide all necessary cooperation and support to ensure the smooth transition to such substitute share escrow agent.
Appears in 1 contract
Samples: Share Escrow Agreement
CLOSURE OF THE ESCROW DEMAT ACCOUNT. 9.1. 9.1 In the event of termination in accordance with Clause 8.2.1 or 8.2.28.2(i), the Share Escrow Agent shall close the Escrow Demat Account within a period of two (2) Working Days from completion of the events outlined in Clause 5 and shall send a prior written intimation to the Company, the Selling Shareholders and the BRLMs Book Running Lead Managers relating to the closure of the Escrow Demat Account.
9.2. Notwithstanding this Clause 9.1, above, in the event of the termination of this Agreement in accordance with Clause 8.2.3pursuant to an occurrence of an Event of Failure, the Share Escrow Agent shall credit the Offered Shares which are lying to the credit of the Escrow Demat Account to the respective Selling Shareholder’s Shareholder Demat Account within one (1) Working Day of the completion of credit of the Final Sold Shares in accordance with Clause 5.2 or the receipt by the Share Escrow Agent of the Share Escrow Failure Notice or the Selling Shareholder’s Share Escrow Failure Notice, as applicable 5 and shall take necessary steps to ensure closure of the Escrow Demat AccountAccount in accordance with Clause 9.1, unless the Company, the BRLMs Company and the Selling Shareholders Shareholder have instructed it otherwise.
9.3. 9.2 In the event of termination of this Agreement pursuant to Clause 8.48.2(ii), the Share Escrow Agent shall immediately (and in any event within one (1) Working Day of such termination, unless the Offered Shares have been transferred earlier to the respective Selling Shareholder Demat Accounts pursuant to this Agreement) transfer the respective portion of the Offered Shares which are lying to the credit of the Escrow Demat Accounts to respective Selling Shareholder Demat Accounts and close the Escrow Demat Account within two (2) Working Days of such termination.
9.3 In the event of termination of this Agreement pursuant to Clause 8.3, the Share Escrow Agent shall within one (1) Working Day from the date of appointment of the substitute Share Escrow Agentshare escrow agent, close the Escrow Demat Account and debit all the Offered Shares from in the Escrow Demat Account and credit them Accounts to the credit of the substitute share escrow demat account that shall be opened by the substitute share escrow agent.
9.4. 9.4 In case of occurrence of an event as stipulated under Clause 5.3, the Share Escrow Agent shall close the Escrow Demat Account within two (2) Working Days post credit of the Sold Shares to the respective Selling Shareholder Demat Accounts in terms of Clause 5.5, as applicable.
9.5 Upon its debit and delivery of the such Offered Shares which are lying to the credit of the Escrow Demat Account to successful Allottees demat accounts and/or to the respective Selling Shareholder’s Demat Account and closure of the Escrow Demat Account, as set out in this Clause 9.1 and 9.2 above9, the Share Escrow Agent shall, subject to Clause 8.3 and completion of the events outlined in Clause 58.5, be released and discharged from any and all further obligations arising out of or in connection with this Agreement other than as set out in this Agreement or as required under Applicable LawAgreement. Provided Without prejudice however to the accrued rights of the Parties hereunder, provided that upon termination due to any event mentioned specified under Clause 8.28.2 or Clause 8.3, the Share Escrow Agent shall continue to be liable for its acts and omissions until such termination and until the appointment of a substitute share escrow agent in accordance with Clause 8.48.3, in such event, the Share Escrow Agent and shall provide all necessary cooperation and support to ensure the smooth transition to such substitute share escrow agent.
Appears in 1 contract
Samples: Share Escrow Agreement