Delivery of the Escrow Shares Sample Clauses

Delivery of the Escrow Shares. The Issuer shall deposit the Escrow Shares with the Escrow Agent. Upon receipt of the Escrow Shares, the Escrow Agent shall, in writing with a separate receipt, acknowledge receipt of the Escrow Shares. The Escrow Shares shall be held by the Escrow Agent in accordance with the terms and conditions of this Agreement.

Delivery of the Escrow Shares. 2.1 Not later than two (2) Trading Days after the execution of the Stock Purchase Agreement, the Escrowing Party will deliver or cause to be delivered certificates evidencing an aggregate of Three Million, Five Hundred Twenty Four Thousand, Eight Hundred Ten (3,524,810) shares of Ordinary Stock (as adjusted for any stock dividend, stock split, stock combination, reclassification or similar transaction) (the “Escrow Shares”) to the Escrow Agent at the address set forth on Exhibit A hereto. 2.2 The Escrow Shares shall be delivered to the Escrow Agent (i) duly manually endorsed for transfer on the back of such certificate or on a stock power to be attached to such certificate, in each case duly executed in the name that appears on the face of such certificate and (ii) including a Medallion Guarantee stamp placed below the signature on any accompanying stock power (unless such Medallion Guarantee is waived by the Company and Company's transfer agent).

Delivery of the Escrow Shares. 3.4.1 At the Closing Time the Parties shall enter into the escrow agreement as set out in Schedule 3.4.1 (the "Escrow Agreement"). 3.4.2 Pursuant to this Agreement and the Escrow Agreement, the Escrow Shares shall be placed in escrow and released to the 6FJ Common Stockholders and Optionholders pending the meeting of revenue and profit targets as set forth in the Escrow Agreement or at any other time at the discretion of the board of directors of the Purchaser. Such revenue and profit targets have been determined on the basis of 6FigureJobs's operational budget, a copy of which is attached as a schedule to the Escrow Agreement.

Delivery of the Escrow Shares. The release of the Escrow Shares at any given time is subject to receipt by Escrow Agent of a written notice (a "Notice") executed by an authorized officer of each of Buyer and Seller, instructing Escrow Agent to disburse a specific number of the Escrow Shares to each of Buyer and Seller as set forth below, and as indicated in such instructions, based upon a determination of the Inventory on the Closing Date Balance Sheet following the audit, review and other procedures referred to in Section 3.3(a) of the Purchase Agreement; provided, however, that if items of dispute must be referred to a nationally recognized firm of certified public accountants, as provided in Section 3.3(a) of the Purchase Agreement, then a Notice of such determination may be executed and delivered by an authorized officer of either Buyer or Seller (with a copy to the other party) together with a copy of the signed report of such firm indicating the amount of the Net Assets on the Closing Date Balance Sheet. If such Notice indicates that the Inventory equals or exceeds $2,727,452, Escrow Agent shall release the Escrow Shares in full, to Seller. If such Notice indicates that the Net Assets are less than $2,727,452, Escrow Agent shall submit for issuance to the Buyer, from the Escrow Shares, the difference between the amount of the Inventory and $2,727,452, and pay the balance of the Escrow Shares and the Escrow Cash Amount, if any, to Seller. For purposes hereof, the Escrow Shares shall be valued at $6.625 per share.

Delivery of the Escrow Shares. 2.10.1 At the Closing Time, the Purchaser, the Stockholder Representative (as defined in Section 11.3), Xxxxxx-Xxxxxxxxx, Hill & XxXxxxxxx, LLP, as escrow agent, and any other parties thereto shall enter into the escrow agreement in the form attached hereto as Exhibit A. 2.10.2 Pursuant to this Agreement and the Escrow Agreement, the Escrow Shares shall, without any act of any Xylo Preferred Stockholders, be placed in escrow and released as set forth in the Escrow Agreement. The Escrow Shares shall be allocated from each Xylo Preferred Stockholder pro rata based on the number of Purchased Shares held by such Xylo Preferred Stockholder as of the Effective Time relative to the total number of all issued and outstanding Purchased Shares. Each Xylo Preferred Stockholder's contribution to the Escrow Shares is listed on the Consideration Schedule.

Delivery of the Escrow Shares. The release of the Escrow Shares at any given time is subject to receipt, on or after March 19, 1998, by Escrow Agent of a written notice (a "Notice") executed by an authorized officer of each of Buyer and Seller, instructing Escrow Agent to disburse the Escrow Shares to Buyer or Seller as set forth below and as indicated in such instructions. If such Notice indicates that Buyer has received, on or prior to March 19, 1998, the dollar amount of the inventory with respect to Ram products ordered from vendors located outside of the United States that is necessary to satisfy 75% of the forecasted sales for April 1998, subject to the terms of Section 7.5(g) of the Purchase Agreement, then Escrow Agent shall release the Escrow Shares to Seller. If such Notice indicates that Buyer has not received such amount on or prior to March 19, 1998, subject to the terms of Section 7.5(g) of the Purchase Agreement, then Escrow Agent shall release the Escrow Shares to Buyer.

Delivery of the Escrow Shares. At the Closing, the Purchaser shall deliver to the Seller certificates representing 469,000 of the Sale Shares, the Additional Sale Shares and the Warrant Certificate. The remaining 644,000 Sale Shares (such remaining amount, the "Escrow Shares"), shall be delivered to the Escrow Agent (as defined herein) and the Escrow Agent shall hold the Escrow Shares in accordance with the terms of the Escrow Agreement (as referred to below).

Delivery of the Escrow Shares. The Company, on behalf of the Shareholder shall deposit the Pooled Shares with the Pooling Agent. Upon receipt of the Pooled Shares, the Pooling Agent shall, in writing with a separate receipt, acknowledge receipt of the Pooled Shares. The Pooled Shares shall be held by the Pooling Agent in accordance with the terms and conditions of this Agreement. Upon deposit into escrow, the Pooling Agent will send a notice to the Shareholder with the details of the number of Pooled Shares of the Shareholder held in escrow by the Pooling Agent and the release dates in accordance with this Agreement.

Delivery of the Escrow Shares. Pursuant to the Settlement Agreement, SRG hereby delivers to the Escrow Agent, and the Escrow Agent hereby acknowledges receipt of, the Escrow Shares. The Escrow Agent shall hold and release the Escrow Shares in accordance with the terms and conditions of this Agreement.

Delivery of the Escrow Shares. At the Effective Time, Parent shall deliver to the Escrow Agent the Escrow Shares.