Dealing With Escrow Securities Sample Clauses

Dealing With Escrow Securities. 4.1 Restriction on Transfer, etc. UNLESS IT IS EXPRESSLY PERMITTED IN THIS AGREEMENT, YOU WILL NOT SELL, TRANSFER, ASSIGN, MORTGAGE, ENTER INTO A DERIVATIVE TRANSACTION CONCERNING, OR OTHERWISE DEAL IN ANY WAY WITH YOUR ESCROW SECURITIES OR ANY RELATED SHARE CERTIFICATES OR OTHER EVIDENCE OF THE ESCROW SECURITIES. IF A SECURITYHOLDER IS A PRIVATE COMPANY CONTROLLED BY ONE OR MORE PRINCIPALS (AS DEFINED IN SECTION 3.5 OF THE POLICY) OF THE ISSUER, THE SECURITYHOLDER MAY NOT PARTICIPATE IN A TRANSACTION THAT RESULTS IN A CHANGE OF ITS CONTROL OR A CHANGE IN THE ECONOMIC EXPOSURE OF THE PRINCIPALS TO THE RISKS OF HOLDING ESCROW SECURITIES. 4.2 Pledge, Mortgage or Charge as Collateral for a Loan
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Dealing With Escrow Securities. 6 4.1 Restriction on Transfer, etc 6 4.2 Pledge, Mortgage or Charge as Collateral for a Loan 7 4.3 Voting of Escrow Securities 7 4.4 Dividends on Escrow Securities 7 4.5 Exercise of Other Rights Attaching to Escrow Securities 7 5.1 Transfer to Directors and Senior Officers 7 5.2 Transfer to Other Principals 8 5.3 Transfer upon Bankruptcy 9 5.4 Transfer Upon Realization of Pledged, Mortgaged or Charged Escrow Securities 9 5.5 Transfer to Certain Plans and Funds 9 5.6 Effect of Transfer Within Escrow 10 6.1 Business Combinations 10 6.2 Delivery to Escrow Agent 10 6.3 Delivery to Depositary 11 6.4 Release of Escrow Securities to Depositary 11 6.5 Escrow of New Securities 11 6.6 Release from Escrow of New Securities 12
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Dealing With Escrow Securities. 3 4.1 Restriction on Transfer, etc. 3 4.2 Pledge, Mortgage or Charge as Collateral for a Loan 3 4.3 Voting of Escrow Securities 3 4.4 Dividends on Escrow Securities 3 4.5 Exercise of Other Rights Attaching to Escrow Securities 3 5.1 Transfer to Directors and Senior Officers 3 5.2 Transfer to Other Principals 4 5.3 Transfer upon Bankruptcy 5 5.4 Transfer Upon Realization of Pledged, Mortgaged or Charged Escrow Securities 5 5.5 Transfer to Certain Plans and Funds 5 5.6 Effect of Transfer Within Escrow 6 6.1 Business Combinations 6 6.2 Delivery to Escrow Agent 6 6.3 Delivery to Depositary 7 6.4 Release of Escrow Securities to Depositary 7 6.5 Escrow of New Securities 7 6.6 Release from Escrow of New Securities 7 7.1 Resignation of Escrow Agent 8 8.1 Escrow Agent Not a Trustee 9 8.2 Escrow Agent Not Responsible for Genuineness 9 8.3 Escrow Agent Not Responsible for Furnished Information 9 8.4 Escrow Agent Not Responsible after Release 9 8.5 Indemnification of Escrow Agent 9 8.6 Additional Provisions 9 8.7 Limitation of Liability of Escrow Agent 10 8.8 Remuneration of Escrow Agent 10 8.9 Notice to Escrow Agent 10 9.1 Notice to Escrow Agent 11 9.2 Notice to Issuer 11 9.3 Deliveries to Securityholders 11 9.4 Change of Address 11 9.5 Postal Interruption 11 10.1 Interpretation - “holding securities” 12 10.2 Further Assurances 12 10.3 Time 12 10.5 Governing Laws 12 10.6 Consent of Exchange to Amendment 12 10.7 Counterparts 12 10.8 Singular and Plural 12 10.9 Language 12 10.10 Benefit and Binding Effect 12 10.11 Entire Agreement 12 10.12 Successor to Escrow Agent 12 SCHEDULE “A” – Securityholders SCHEDULE “B” – Acknowledgment and Agreement to be Bound AMONG: H-Source Holdings Ltd., a company duly incorporated under the laws of British Columbia, having its registered and records office at Suite 1500, 1055 West Georgia Street, Vancouver, British Columbia, Canada, V6E 4N7 (the "Issuer" or "H-Source") (the "Escrow Agent") (a "Securityholder" or "you") (collectively, the "Parties")
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Dealing With Escrow Securities. 5.1. For greater certainty, the provisions of Part 5 of this Agreement only apply to those Escrow Securities that remain in escrow under this Agreement. The provisions of Part 5 of this Agreement shall immediately cease to apply to any Escrow Securities once they have been released from escrow under this Agreement. 5.2. Unless expressly permitted by this Agreement, the Shareholder shall not sell, transfer, assign, mortgage, enter into a derivative transaction concerning, or otherwise deal in any way with the Escrow Securities or any related share certificates or other evidence of the Escrow Securities. The Shareholder may transfer all or a portion of the Escrow Securities pursuant to a Permitted Transfer (as defined in Schedule “B”) provided that any transferee of the Escrow Securities must become a party to this Agreement and any purported transfer of Escrow Securities to a person that does not become a party hereto shall be null and void ab initio. Each certificate representing Escrow Securities held in escrow shall have the following legend noted conspicuously thereon: THE SECURITIES REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO THE PROVISIONS OF THAT CERTAIN ESCROW AGREEMENT DATED AUGUST 20, 2008 BY AND AMONG SONUS PHARMACEUTICALS, INC., COMPUTERSHARE TRUST COMPANY OF CANADA, AS ESCROW AGENT, AND THE SHAREHOLDER, OR, IF APPLICABLE, XXXXXX XXXXXX, AS SHAREHOLDER’S AGENT. THIS CERTIFICATE IS SUBJECT TO RESTRICTIONS ON TRANSFER UNTIL RELEASED FROM SUCH RESTRICTIONS IN ACCORDANCE WITH THE TERMS OF SUCH ESCROW AGREEMENT 5.3. Any dividend or other distribution on the Escrow Securities shall be deposited with the Escrow Agent to be held in escrow along with the corresponding Escrow Securities. Any such dividend or other distribution shall be released from escrow in conjunction with the release from escrow of the corresponding Escrow Securities and the Purchaser shall direct the Escrow Agent to do the same in the applicable Release Notice. If the Escrow Securities are reclassified or changed into other securities or property pursuant to a merger, consolidation or other reorganization of Purchaser after the Effective Time that does not otherwise constitute a Business Combination (as defined in Schedule “A”) the occurrence of which constitutes the achievement of Milestone 10 set forth in Schedule “A”, then such reclassified shares or other securities or property, as the case may be, shall be deposited with the Escrow Agent to be held in escrow and released from...
Sample 1
Dealing With Escrow Securities. 4.1 Restriction on Transfer Unless it is expressly permitted in this Agreement, each Securityholder will not sell, transfer, assign, mortgage, enter into a derivative transaction concerning, or otherwise deal in any way with its escrow securities or any related share certificates or other evidence of the escrow securities. If a Securityholder is a private company controlled by one or more principals of the Issuer, the Securityholder may not participate in a transaction that results in a change of its control or a change in the economic exposure of the principals to the risks of holding escrow securities. 4.2 Pledge, Mortgage or Charge as Collateral for a Loan
Sample 1
Dealing With Escrow Securities. 4.1 Restriction on Transfer, etc. UNLESS IT IS EXPRESSLY PERMITTED IN THIS AGREEMENT, YOU WILL NOT SELL, TRANSFER, ASSIGN, MORTGAGE, ENTER INTO A DERIVATIVE TRANSACTION CONCERNING, OR OTHERWISE DEAL IN ANY WAY WITH YOUR ESCROW SECURITIES OR ANY RELATED SHARE CERTIFICATES OR OTHER EVIDENCE OF THE ESCROW SECURITIES. IF THE SECURITYHOLDER IS A PRIVATE COMPANY CONTROLLED BY ONE OR MORE PRINCIPALS (AS DEFINED IN SECTION 3.5 OF THE POLICY) OF THE ISSUER, THE SECURITYHOLDER MAY NOT PARTICIPATE IN A TRANSACTION THAT RESULTS IN A CHANGE OF ITS CONTROL OR A CHANGE IN THE ECONOMIC EXPOSURE OF THE PRINCIPALS TO THE RISKS OF HOLDING ESCROW SECURITIES. 4.2 Pledge, Mortgage or Charge as Collateral for a Loan You may pledge, mortgage or charge your escrow securities to a financial institution as collateral for a loan, provided that no escrow securities or any share certificates or other evidence of escrow securities will be transferred or delivered by the Escrow Agent to the financial institution for this purpose. The loan agreement must provide that the escrow securities will remain in escrow if the lender realizes on the escrow securities to satisfy the loan.
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Dealing With Escrow Securities. 9 PART 5 PERMITTED TRANSFERS WITHIN ESCROW 10 PART 6 BUSINESS COMBINATIONS 14
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Dealing With Escrow Securities 
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Related to Dealing With Escrow Securities

  • Additional escrow securities If you acquire additional escrow securities, those securities will be added to the securities already in escrow, to increase the number of remaining escrow securities. After that, all of the escrow securities will be released in accordance with the applicable release schedule in the tables above.

  • Dividends on Escrow Securities You may receive a dividend or other distribution on your escrow securities, and elect the manner of payment from the standard options offered by the Issuer. If the Escrow Agent receives a dividend or other distribution on your escrow securities, other than additional escrow securities, the Escrow Agent will pay the dividend or other distribution to you on receipt.

  • Voting of Escrow Securities You may exercise any voting rights attached to your escrow securities.

  • Release of Escrow Securities (1) When an emerging issuer becomes an established issuer, the release schedule for its escrow securities changes. (2) If an emerging issuer becomes an established issuer 18 months or more after its listing date, all escrow securities will be released immediately. (3) If an emerging issuer becomes an established issuer within 18 months after its listing date, all escrow securities that would have been released to that time, if the Issuer was an established issuer on its listing date, will be released immediately. Remaining escrow securities will be released in equal installments on the day that is 6 months, 12 months and 18 months after the listing date.

  • Deposit of Escrow Securities in Escrow (1) You are depositing the securities (escrow securities) listed opposite your name in Schedule “A” with the Escrow Agent to be held in escrow under this Agreement. You will immediately deliver or cause to be delivered to the Escrow Agent any share certificates or other evidence of these securities which you have or which you may later receive. (2) If you receive any other securities (additional escrow securities): (a) as a dividend or other distribution on escrow securities; (b) on the exercise of a right of purchase, conversion or exchange attaching to escrow securities, including securities received on conversion of special warrants; (c) on a subdivision, or compulsory or automatic conversion or exchange of escrow securities; or (d) from a successor issuer in a business combination, if Part 6 of this Agreement applies, you will deposit them in escrow with the Escrow Agent. You will deliver or cause to be delivered to the Escrow Agent any share certificates or other evidence of those additional escrow securities. When this Agreement refers to escrow securities, it includes additional escrow securities. (3) You will immediately deliver to the Escrow Agent any replacement share certificates or other evidence of additional escrow securities issued to you.

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