Delivery and Transfer Sample Clauses

Delivery and Transfer. (a) Assets held by an Acquired Fund that are not already held by the Custodian shall be delivered by JHVST to the Custodian on the Closing Date. No later than three (3) business days preceding the Closing Date, JHVST shall instruct the Custodian to transfer these and all other Acquired Fund assets to the account of the corresponding Acquiring Fund as of the Effective Time. The assets so delivered shall be duly endorsed or in other proper form for transfer in such condition as to constitute a good delivery thereof, and shall be accompanied by all necessary state stock transfer stamps, if any, or a check for the appropriate purchase price thereof. An Acquired Fund's cash that is not already held by the Custodian shall be delivered to the Custodian for the account of the Acquiring Fund on the Closing Date and shall be in the form of currency or wire transfer in Federal funds, payable to the order of the account of the Acquiring Fund at the Custodian.
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Delivery and Transfer. Subject to the terms and conditions of this Agreement, at the Closing: (a) SVIH will transfer and deliver to Softline the SVIH Shares, and (b) Softline will transfer and deliver to SVIH the Softline Shares and the Technology Assets.
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Delivery and Transfer. On the applicable Transfer Date, GTC shall deliver to Buyer the Account Schedule relating to the Accounts purchased by Buyer; provided that, if GTC encounters mechanical difficulties that make it impossible to deliver the Account Schedule on the Transfer Date, GTC shall provide a statement or evidence of the reasons for such difficulties to Buyer and shall use its best efforts to deliver the Account Schedule as soon as practicable, but in no event later than [*] Business Days after the applicable Closing Date.
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Delivery and Transfer. At the Closing, the parties shall exchange executed copies of this Agreement and the Irrevocable Proxy Agreement against the promise of payment therefor by HOLDINGS and delivery of the Pledge Agreement as security for payment by HOLDINGS, and in the case that HOLDINGS exercises its Call Option with respect to the first set of Shares with respect to which the Call Option has become exercisable, payment of the appropriate amount due on such Shares.
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Delivery and Transfer of the device or access to the work The video art work is usually contained in a device (hard disc, DVD, etc.) that must be delivered by the author or seller to the purchaser, guaranteeing that the specific copy is the one specified as the copy number “X” of the series or edition of the work. A “Certificate of authenticity and edition” issued and signed by the author may be included, but this cannot be deemed to replace the agreement. Sometimes the video art work is not included in any device whatsoever, for example when it is hosted on a server or in the cloud and hence the “purchaser” is simply allowed access thereto without having a physical copy. In this case, the agreement must regulate the terms and conditions for access and include the relevant passwords; all this must be for an unlimited period of time (to make it equivalent to an ownership right for the work).
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Delivery and Transfer. Delivery Schedule Vintage Period Contract Quantity amounts Option Quantity amounts Scheduled Delivery Date [insert] [insert] [insert] [insert]
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Delivery and Transfer. At the closing of a purchase of Shares pursuant to this Section, the Seller shall deliver a bill xx sale or any other documentation reasonably requested by the Purchaser for transfer of the Shares. The Seller shall cause such Shares to be transferred free and clear of any liens, encumbrances, restrictions and security interests of any kind. The Purchaser shall thereupon be obligated to pay the purchase price therefor in accordance with subparagraph (ii) below.
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Delivery and Transfer. (a) Assets held by the Acquired Fund that are not already held by the Custodian shall be delivered by LSAVST to the Custodian on the Closing Date. No later than three (3) business days preceding the Closing Date, LSAVST shall instruct the Custodian to transfer these and all other Acquired Fund assets to the account of the Acquiring Fund as of the Effective Time. The assets so delivered shall be duly endorsed or in other proper form for transfer in such condition as to constitute a good delivery thereof, and shall be accompanied by all necessary federal and state stock transfer stamps, if any, or a check for the appropriate purchase price thereof. The Acquired Fund's cash that is not already held by the Custodian shall be delivered to the Custodian for the account of the Acquiring Fund on the Closing Date and shall be in the form of currency or wire transfer in Federal funds payable to the order of the account of the Acquiring Fund at the Custodian. (b) If, on the Closing Date, the Acquired Fund is unable to make delivery in the manner contemplated by Section 2.3(a) of securities held by the Acquired Fund for the reason that any of such securities purchased prior to the Closing Date have not yet been delivered to the Acquired Fund or its broker, then LSAVST shall waive the delivery requirements of Section 2.3(a) with respect to said undelivered securities if the Acquired Fund has delivered to the Custodian by or on the Closing Date, and with respect to said undelivered securities, executed copies of an agreement of assignment and escrow agreement and due bills executed on behalf of said broker or brokers, together with such other documents as may reasonably be required by LSAVST or the Custodian, including brokers' confirmation slips. (c) Investors Bank & Trust Company ("IBT"), as custodian for the Acquired Fund (the "Custodian"), shall deliver at the Closing a certificate of an authorized officer stating that: (a) the Acquired Fund's portfolio securities, cash, and any other assets shall have been delivered in proper form to the Acquiring Fund on the Closing Date; and (b) all necessary taxes, including all applicable federal and state stock transfer stamps, if any, shall have been paid, or provision for payment shall have been made, in conjunction with delivery of portfolio securities by the Acquired Fund. Section 2.4
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Related to Delivery and Transfer

  • Delivery and Title 3.1 The delivery dates and addresses are those in the Order. Time shall be of the essence in respect of the Supplier/Service Provider’s obligations under the Order.

  • Delivery and Control (i) With respect to any Investment Related Property consisting of Securities Accounts or Securities Entitlements, it shall cause the securities intermediary maintaining such Securities Account or Securities Entitlement to enter into an agreement substantially in the form of Exhibit C hereto pursuant to which it shall agree to comply with the Collateral Agent’s “entitlement orders” without further consent by such Grantor. With respect to any Investment Related Property that is a “Deposit Account,” it shall cause the depositary institution maintaining such account to enter into an agreement substantially in the form of Exhibit D hereto, pursuant to which the Collateral Agent shall have both sole dominion and control over such Deposit Account (within the meaning of the common law) and “control” (within the meaning of Section 9-104 of the UCC) over such Deposit Account. Each Grantor shall have entered into such control agreement or agreements with respect to: (i) any Securities Accounts, Securities Entitlements or Deposit Accounts that exist on the Credit Date, as of or prior to the Credit Date and (ii) any Securities Accounts, Securities Entitlements or Deposit Accounts that are created or acquired after the Credit Date, as of or prior to the deposit or transfer of any such Securities Entitlements or funds, whether constituting moneys or investments, into such Securities Accounts or Deposit Accounts. In addition to the foregoing, if any issuer of any Investment Related Property is located in a jurisdiction outside of the United States, each Grantor shall take such additional actions, including, without limitation, causing the issuer to register the pledge on its books and records or making such filings or recordings, in each case as may be necessary or advisable, under the laws of such issuer’s jurisdiction to insure the validity, perfection and priority of the security interest of the Collateral Agent. Upon the occurrence of an Event of Default, the Collateral Agent shall have the right, without notice to any Grantor, to transfer all or any portion of the Investment Related Property to its name or the name of its nominee or agent. In addition, the Collateral Agent shall have the right at any time, without notice to any Grantor, to exchange any certificates or instruments representing any Investment Related Property for certificates or instruments of smaller or larger denominations.

  • Payment and Transfer Unless otherwise mutually agreed, all transfers of funds hereunder shall be in immediately available funds. All Securities transferred by one party hereto to the other party (i) shall be in suitable form for transfer or shall be accompanied by duly executed instruments of transfer or assignment in blank and such other documentation as the party receiving possession may reasonably request, (ii) shall be transferred on the book-entry system of a Federal Reserve Bank, or (iii) shall be transferred by any other method mutually acceptable to Seller and Buyer.

  • Delivery and Redelivery of Securities for Carrying Purposes The Manager may deliver to you from time to time prior to the termination of the applicable AAU pursuant to Section 9.1 hereof against payment, for carrying purposes only, any Securities or Other Securities purchased by you under the applicable AAU or any Intersyndicate Agreement which the Manager is holding for sale for your account but which are not sold and paid for. You will redeliver to the Manager against payment any Securities or Other Securities delivered to you for carrying purposes at such times as the Manager may demand.

  • Registration and Transfer (a) The Registrar shall maintain, as agent of the Issuer for the purpose, at the Registrar’s office in London, a register for (i) registering and maintaining a record of the aggregate holdings of all DTC Global Securities and the International Global Securities, (ii) registering transfers between holders of the Global Securities, (iii) registering and maintaining a record of the aggregate holdings of all definitive registered Securities, (iv) registering transfers between holders of the definitive registered Securities and (v) registering and maintaining a record of any further issues of Securities pursuant to Section 9 hereof and any subsequent transfers thereof. In addition, the Registrar will (i) maintain and promptly update the respective Schedules to the DTC Global Securities and the International Global Securities, and (ii) ensure that the sum of the respective aggregate principal amounts shown by the latest entry in the respective Schedules to the DTC Global Securities and the International Global Securities does not exceed $1,500,000,000, plus the aggregate principal amount of any additional Securities issued by the Issuer in accordance with Section 9 hereof, at any one time. Upon presentation for the purpose at the said office of the Registrar of any Security duly endorsed by, or accompanied by delivery of a written instrument of transfer in form approved by the Registrar duly executed by, the registered holder of the Security, or the registered holder’s attorney thereunto duly authorized in writing, such Security shall be transferred upon such register and a new Security, bearing the guarantee of Japan in the form herein provided for, shall be authenticated and delivered in the name of the transferee. Transfers and exchanges of Securities shall be subject to such reasonable regulations as may be prescribed by the Issuer. Upon presentation for transfer or exchange of any Security in definitive form at any office of any transfer agent accompanied by a written instrument of transfer in a form approved by the Registrar duly executed by the registered holder or such registered holder’s attorney duly authorized in writing, such Security and written instrument shall be forwarded to the office of the Registrar. In addition, any transfer agent shall provide to the Registrar such information as the Registrar may reasonably require in connection with the delivery by such transfer agent of Securities in the definitive form in exchange for other Securities.

  • Exchange and Transfer 8 SECTION 4.02. Treatment of Holders of Warrant Certificates...................9 SECTION 4.03.

  • Delivery and Payment Delivery of and payment for the Underwritten Securities and the Option Securities (if the option provided for in Section 2(b) hereof shall have been exercised on or before the third Business Day immediately preceding the Closing Date) shall be made on the date and at the time specified in Schedule I hereto or at such time on such later date not more than three Business Days after the foregoing date as the Representatives shall designate, which date and time may be postponed by agreement between the Representatives and the Company or as provided in Section 9 hereof (such date and time of delivery and payment for the Securities being herein called the “Closing Date”). Delivery of the Securities shall be made to the Representatives for the respective accounts of the several Underwriters against payment by the several Underwriters through the Representatives of the purchase price thereof to or upon the order of the Company by wire transfer payable in same-day funds to an account specified by the Company. Delivery of the Underwritten Securities and the Option Securities shall be made through the facilities of The Depository Trust Company unless the Representatives shall otherwise instruct. If the option provided for in Section 2(b) hereof is exercised after the third Business Day immediately preceding the Closing Date, the Company will deliver the Option Securities (at the expense of the Company) to the Representatives, at 000 Xxxxxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx, xx the date specified by the Representatives (which shall be within three Business Days after exercise of said option) for the respective accounts of the several Underwriters, against payment by the several Underwriters through the Representatives of the purchase price thereof to or upon the order of the Company by wire transfer payable in same-day funds to an account specified by the Company. If settlement for the Option Securities occurs after the Closing Date, the Company will deliver to the Representatives on the settlement date for the Option Securities, and the obligation of the Underwriters to purchase the Option Securities shall be conditioned upon receipt of, supplemental opinions, certificates and letters confirming as of such date the opinions, certificates and letters delivered on the Closing Date pursuant to Section 6 hereof.

  • Electronic Delivery and Signatures Grantee hereby consents and agrees to electronic delivery of any Plan documents, proxy materials, annual reports and other related documents. If the Company establishes procedures for an electronic signature system for delivery and acceptance of Plan documents (including documents relating to any programs adopted under the Plan), Grantee hereby consents to such procedures and agrees that his or her electronic signature is the same as, and shall have the same force and effect as, his or her manual signature. Grantee consents and agrees that any such procedures and delivery may be effected by a third party engaged by the Company to provide administrative services related to the Plan, including any program adopted under the Plan.

  • Form and Transferability of Receipts Definitive Receipts shall be substantially in the form set forth in Exhibit A annexed to this Deposit Agreement, with appropriate insertions, modifications and omissions, as hereinafter provided. No Receipt shall be entitled to any benefits under this Deposit Agreement or be valid or obligatory for any purpose, unless such Receipt shall have been executed by the Depositary by the manual or facsimile signature of a duly authorized signatory of the Depositary and, if a Registrar for the Receipts shall have been appointed, countersigned by the manual or facsimile signature of a duly authorized officer of the Registrar. The Depositary shall maintain books on which each Receipt so executed and delivered as hereinafter provided and the transfer of each such Receipt shall be registered. Receipts bearing the manual or facsimile signature of a duly authorized signatory of the Depositary who was at any time a proper signatory of the Depositary shall bind the Depositary, notwithstanding that such signatory has ceased to hold such office prior to the execution and delivery of such Receipts by the Registrar or did not hold such office on the date of issuance of such Receipts. The Receipts may be endorsed with or have incorporated in the text thereof such legends or recitals or modifications not inconsistent with the provisions of this Deposit Agreement as may be required by the Depositary or required to comply with any applicable law or regulations thereunder or with the rules and regulations of any securities exchange upon which American Depositary Shares may be listed or to conform with any usage with respect thereto, or to indicate any special limitations or restrictions to which any particular Receipts are subject by reason of the date of issuance of the underlying Deposited Securities or otherwise. Title to a Receipt (and to the American Depositary Shares evidenced thereby), when properly endorsed or accompanied by proper instruments of transfer, shall be transferable by delivery with the same effect as in the case of a negotiable instrument; provided, however, that the Depositary, notwithstanding any notice to the contrary, may treat the Owner thereof as the absolute owner thereof for the purpose of determining the person entitled to distribution of dividends or other distributions or to any notice provided for in this Deposit Agreement and for all other purposes.

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