Deposit of Consideration. Subject to obtaining the Final Order and the satisfaction or waiver of the other conditions precedent contained herein in its favour (other than conditions which, by their nature, are only capable of being satisfied as of the Effective Time), the Purchaser has deposited or caused to be deposited with the Depositary in escrow in accordance with Section 2.9, the funds required to effect payment in full of the aggregate Consideration to be paid pursuant to the Arrangement.
Deposit of Consideration. (a) The Purchaser shall deliver to the Escrow Agent (i) the Purchase Agreement or a counterpart thereof signed by the Purchaser, (ii) this Escrow Agreement or a counterpart thereof signed by the Purchaser, (iii) funds specified in the Purchase Agreement to be paid by the Purchaser to the Seller, and (iv) instructions for payment of the funds deposited by the Purchaser with the Escrow Agent to the Seller.
Deposit of Consideration. Subject to obtaining the Final Order and the satisfaction or waiver of the other conditions precedent contained herein in its favour (other than conditions which, by their nature, are only capable of being satisfied as of the Effective Time), Purchaser has complied with its obligations under Section 2.10 and the Depositary will have confirmed to Corporation receipt from or on behalf of Purchaser of the funds contemplated by Section 2.10.
Deposit of Consideration. Following receipt by the Depositary of a Purchaser Call Option Exercise Notice or a Triggering Event Notice, as the case may be, and prior to the Acquisition Date, the Purchaser shall have deposited or caused to be deposited with the Depositary in escrow, the consideration to be issued pursuant to the Acquisition.
Deposit of Consideration. Promptly following the Exchange Effective Time, and on the same date thereof in the case of the Cash Consideration, Parent shall provide (i) to The Bank of New York (the “Depositary”) the Parent Ordinary Shares being issued in the form of Parent ADSs and the Depositary shall deposit with the Exchange Agent, for the benefit of holders of Company Virginia Sub Common Stock, for exchange in accordance with this Article III, receipts representing such Parent ADSs, and (ii) to the Exchange Agent, (x) if applicable, the Parent Ordinary Shares being issued in account entry form and (y) immediately available funds equal to the aggregate Cash Consideration (collectively, the “Exchange Fund”) and Parent shall instruct the Exchange Agent to timely exchange the Share Consideration or pay the Cash Consideration, and such cash in lieu of fractional shares, in accordance with this Agreement. Parent shall cause the Final Surviving Corporation, as successor to the Company, to make the payments contemplated by Sections 2.7 and 2.9 and shall, to the extent so required, make the necessary funds available to the Final Surviving Corporation.
Deposit of Consideration a. Concurrently with the execution hereof, each Purchaser shall deposit with the Escrow Agent the portion of the Purchase Price due for the Debentures and Warrant to be purchased by it at the Closing in accordance with Section 1.1(a)(ii) of the Purchase Agreement, and the Company shall deliver to the Escrow Agent the Debentures and the Warrants in accordance with Section 1.1(a)(ii) of the Purchase Agreement, and wiring instructions for the transfer of amounts to be paid to the Company in accordance with Section 2(b). In addition, the Purchasers and the Company shall each deposit with the Escrow Agent all other certificates and other documents required under the Purchase Agreement to be delivered by them at the Closing (such certificates and other documents being hereinafter referred to as the "ANCILLARY CLOSING DOCUMENTS").
Deposit of Consideration. Prior to the Acceptance Time and pursuant to an agreement reasonably acceptable to the Company (the “Exchange Agent Agreement”), Parent shall appoint an exchange agent reasonably acceptable to the Company (the “Exchange Agent”) to act as agent for the holders of Shares to receive the funds to which such holders shall become entitled pursuant to this Agreement. Prior to each of the Acceptance Time and the Effective Time, Parent shall deposit, or shall cause to be deposited, with the Exchange Agent immediately available funds equal to the aggregate Offer Price and the aggregate Merger Consideration, as applicable, to be paid in respect of Certificates (the “Exchange Fund”), and Parent shall instruct the Exchange Agent to timely pay the aggregate Offer Price or the aggregate Merger Consideration, as applicable, in accordance with this Agreement. The Exchange Fund shall be invested by the Exchange Agent as directed by Parent; provided that (i) no such investment of or losses thereon shall relieve Parent from making the payments required by this Article II or elsewhere in this Agreement, or affect the amount payable in respect of the Shares, and following any losses Parent shall promptly provide additional funds to the Exchange Agent in the amount of any such losses, (ii) no such investment shall have maturities that could prevent or delay payments to be made pursuant to this Agreement, and (iii) such investments shall be in short-term obligations of the United States of America with maturities of no more than thirty (30) days or guaranteed by, and backed by the full faith and credit of, the United States of America. Any and all interest or other amounts earned with respect to such funds shall become part of the Exchange Fund, and any amounts in excess of the amounts payable under this Agreement shall be promptly returned to either Parent or the Surviving Company. The Exchange Fund shall not be used for any other purpose. The Surviving Company shall (and Parent shall cause the Surviving Company to) pay all charges and expenses, including those of the Exchange Agent, in connection with the exchange of Shares and the payment of the aggregate Offer Price and the aggregate Merger Consideration in respect of the Shares.
Deposit of Consideration a. Concurrently with the execution hereof, JNC shall deposit with the Escrow Agent the portion of the Purchase Price due for the November Debentures and the November JNC Warrant to be purchased by it at the Closing and Purchasers shall deliver to the Escrow Agent the 6% Convertible Debentures due October 24, 2000 (the "6% DEBENTURES") in accordance with Section 1.1(a)(ii) of the Purchase Agreement, and the Company shall deliver to the Escrow Agent the Debentures and the November JNC Warrant in accordance with Section 1.1(a)(ii) of the Purchase Agreement, and wiring instructions for the transfer of amounts to be paid to the Company in accordance with Section 2(b). In addition, the Purchasers and the Company shall each deposit with the Escrow Agent all other certificates and other documents required under the Purchase Agreement to be delivered by them at the Closing (such certificates and other documents being hereinafter referred to as the "ANCILLARY CLOSING DOCUMENTS").
Deposit of Consideration. SVT will procure that Nevada Holdco will, following receipt of the Final Order and on or before the Effective Date: (i) deposit in escrow with the Depository a sufficient number of Resulting Issuer Compressed Shares to issue to Nevada Holdco Shareholders pursuant to the Business Combination (other than to Nevada Holdco Shareholders exercising Nevada Holdco Dissent Rights and who have not withdrawn their notice of objection); (ii) deposit in escrow with the Depository a sufficient number of Resulting Issuer Common Shares to issue to SVT Shareholders pursuant to the SVT Component of the Business Combination (other than to SVT Shareholders exercising SVT Dissent Rights and who have not withdrawn their notice of objection); and (iii) deposit in escrow with the Depository a sufficient number of Resulting Issuer Common Shares and Resulting Issuer Compressed Shares to issue to Fxxxx Shareholders pursuant to the Fxxxx Component of the Business Combination.
Deposit of Consideration. At or prior to the Effective Time, MB shall, for the benefit of the holders of shares of TCG Common Stock, TCG Nonvoting Preferred Stock, TCG Series A Preferred Stock, TCG Warrants and TCG Stock Options, as applicable (a) deposit with the Exchange Agent, or authorize the Exchange Agent to issue, an aggregate number of shares of MB Common Stock equal to the stock portion of the aggregate Base Merger Consideration and an aggregate number of shares of MB Series A Preferred Stock equal to the aggregate TCG Series A Preferred Stock Merger Consideration, (b) deposit, or cause to be deposited, with the Exchange Agent the cash portion of the aggregate Base Merger Consideration plus, to the extent then determinable, any cash payable in lieu of fractional shares pursuant to Section 2.4, and (c) deposit, or cause to be deposited, with the Exchange Agent cash in an amount to satisfy the aggregate amount to be paid under Section 1.6(a)(x) hereof. In addition, from time to time as required following the Effective Time, MB shall, for the benefit of the holders of shares of TCG Common Stock, TCG Nonvoting Preferred Stock and TCG Series A Preferred Stock, as applicable, deposit with the Exchange Agent any dividends or distributions applicable to the stock portion of the Base Merger Consideration or TCG Series A Preferred Stock Merger Consideration payable pursuant to Section 2.3(d) (all such shares and cash to be deposited with the Exchange Agent pursuant to this Section 2.2, collectively, the "Exchange Fund").
