Common use of Deposit of Escrowed Proceeds in Escrow Clause in Contracts

Deposit of Escrowed Proceeds in Escrow. (1) The Corporation shall, and shall direct the Underwriters and the Private Placement Subscriber, or its respective counsel, as applicable, to deliver the Escrowed Proceeds to the Subscription Receipt Agent on or immediately prior to the Closing Date or an Over-Allotment Closing Date, as applicable, by way of certified cheque, bank draft or electronic wire transfer in immediately available funds, and upon receipt of such funds, the Subscription Receipt Agent shall deliver a signed receipt acknowledging receipt of the Escrowed Proceeds. The Subscription Receipt Agent shall immediately place such funds in an account segregated in the records of the Subscription Receipt Agent in accordance with the provisions of this Article 6. The Corporation acknowledges and agrees that it is a condition of the payment by the holders of Subscription Receipts of the aggregate Offering Price that the Escrowed Funds are held by the Subscription Receipt Agent in accordance with the provisions of this Article 6. The Corporation further acknowledges and confirms that it has no interest in the Escrowed Funds unless and until the Escrow Release Notice is delivered to the Subscription Receipt Agent (at or before the Escrow Release Deadline). The Subscription Receipt Agent shall retain the Escrowed Funds for the benefit of the holders of the Subscription Receipts and, upon the delivery of the Escrow Release Notice to the Subscription Receipt Agent (at or before the Escrow Release Deadline), for the benefit of the Corporation and the Underwriters (in the case of the Underwriters, in relation to 75% of the Underwriters' Commission and the Underwriters' pro rata share of the Earned Interest) in accordance with the provisions of this Article 6. Following actual receipt of the Escrowed Proceeds, the Subscription Receipt Agent will acknowledge receipt: (i) from Xxxxxxx Xxxxx of a transfer or transfers of funds in the aggregate amount of $24,500,000 and will confirm that such funds have been deposited in an account segregated in the records of the Subscription Receipt Agent and designated as the "Integra Resources Corp. (Brokered Private Placement)", and (ii) from the Private Placement Subscriber of a transfer or transfers of funds in the aggregate amount of $10,500,000⬤ and will confirm that such funds have been deposited in an account segregated in the records of the Subscription Receipt Agent and designated as the "Integra Resources Corp. (Non-Brokered Private Placement)".

Appears in 1 contract

Samples: Subscription Receipt Agreement (Integra Resources Corp.)

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Deposit of Escrowed Proceeds in Escrow. (1) The Corporation shall, and shall direct that the Underwriters and the Private Placement Subscriber, or its respective counsel, as applicable, to Receiptholder deliver the Escrowed Proceeds to the Subscription Receipt Agent on or immediately prior to the Closing Date or an Over-Allotment Closing Date, as applicable, by way of certified cheque, bank draft or electronic wire transfer in immediately available fundstransfer. In the event the Escrowed Proceeds are received by the Subscription Receipt Agent following December 24, and upon receipt of 2018 (unless the TSX Venture Exchange has confirmed the Escrowed Proceeds can be received after such fundsdate), unless otherwise directed by the Receiptholder, the Subscription Receipt Agent shall deliver a signed promptly by wire transfer return the funds to the Receiptholder (in accordance with the written direction of the Receiptholder and without further direction or authorization from the Corporation) and upon receipt acknowledging thereof, this Agreement shall terminate and the Subscription Receipts will not have been issued. Upon receipt of the Escrowed Proceeds. The , the Subscription Receipt Agent shall immediately place such funds in an a segregated interest- bearing account segregated in the records of the Subscription Receipt Agent in accordance with the provisions of this Article 6. The Corporation acknowledges and agrees that it is a condition of the payment by the holders of Subscription Receipts of the aggregate Offering Price $0.33 per Subscription Receipt therefor that the Escrowed Funds are held by the Subscription Receipt Agent in accordance with the provisions of this Article 6. The Corporation further acknowledges and confirms that it has no interest in the Escrowed Funds unless and until the Escrow Release Conversion Notice is delivered to the Subscription Receipt Agent (at or before by the Escrow Release Deadline)Corporation and the Receiptholder. The Subscription Receipt Agent shall retain the Escrowed Funds and the Earned Interest for the benefit of the holders of the Subscription Receipts Receiptholder and, upon the delivery of the Escrow Release Conversion Notice by the by the Corporation and the Receiptholder, to the Subscription Receipt Agent (at or before the Escrow Release Deadline)Agent, retroactively for the benefit of the Corporation and the Underwriters (in the case of the Underwriters, in relation to 75% of the Underwriters' Commission and the Underwriters' pro rata share of the Earned Interest) in accordance with the provisions of this Article 6. Following actual receipt of the Escrowed Proceeds, the Subscription Receipt Agent will acknowledge receipt: (i) from Xxxxxxx Xxxxx of a transfer or transfers of funds in the aggregate amount of $24,500,000 and will confirm that such funds have been deposited in an account segregated in the records of the Subscription Receipt Agent and designated as the "Integra Resources Corp. (Brokered Private Placement)", and (ii) from the Private Placement Subscriber of a transfer or transfers of funds in the aggregate amount of $10,500,000⬤ and will confirm that such funds have been deposited in an account segregated in the records of the Subscription Receipt Agent and designated as the "Integra Resources Corp. (Non-Brokered Private Placement)"Section 6.1.

Appears in 1 contract

Samples: Subscription Receipt Agreement

Deposit of Escrowed Proceeds in Escrow. (1) The Corporation shall, and shall direct the Underwriters and the Private Placement Subscriber, or its respective counsel, as applicable, Co-Lead Agents to deliver the portion of the Escrowed Proceeds relating to the Brokered Offering to the Subscription Receipt Agent on or immediately prior to the Closing Date or an Over-Allotment Closing Date, as applicable, by way of certified cheque, bank draft or electronic wire transfer in immediately available funds, and upon receipt of such funds, the Subscription Receipt Agent shall deliver a signed receipt acknowledging receipt of such Escrowed Proceeds. On the Closing Date of the Non-Brokered Offering, the Corporation shall cause to be delivered the portion of the Escrowed Proceeds relating to the Non-Brokered Offering to the Subscription Receipt Agent by way of certified cheque, bank draft or electronic wire transfer in immediately available funds, and upon receipt of such funds, the Subscription Receipt Agent shall deliver a signed receipt acknowledging receipt of such Escrowed Proceeds. The Subscription Receipt Agent shall immediately place such funds the Escrowed Proceeds in an a segregated account segregated in the records of the Subscription Receipt Agent in accordance with the provisions of this Article 6. The Corporation acknowledges and agrees that it is a condition of the payment by the holders of Subscription Receipts of the aggregate Offering Price that the Escrowed Funds Proceeds are held by the Subscription Receipt Agent in accordance with the provisions of this Article 6. The Corporation further acknowledges and confirms that it has no interest in the Escrowed Funds Proceeds unless and until the Escrow Release Notice is delivered to the Subscription Receipt Agent (at or before the Escrow Release Deadline). The Subscription Receipt Agent shall retain the Escrowed Funds Proceeds for the benefit of the holders of the Subscription Receipts and, upon the delivery of the Escrow Release Notice to the Subscription Receipt Agent (at or before the Escrow Release Deadline), retroactively for the benefit of the Corporation and the Underwriters Agents (in the case of the UnderwritersAgents, in relation to 75% of to, the Underwriters' Commission Agents’ Remaining Compensation and the Underwriters' Agents’ pro rata share of the Earned Interest) in accordance with the provisions of this Article 6. Following actual receipt of the Escrowed Proceeds, the Subscription Receipt Agent will acknowledge receipt: (i) from Xxxxxxx Xxxxx of a transfer or transfers of funds in the aggregate amount of $24,500,000 and will confirm that such funds have been deposited in an account segregated in the records of the Subscription Receipt Agent and designated as the "Integra Resources Corp. (Brokered Private Placement)", and (ii) from the Private Placement Subscriber of a transfer or transfers of funds in the aggregate amount of $10,500,000⬤ and will confirm that such funds have been deposited in an account segregated in the records of the Subscription Receipt Agent and designated as the "Integra Resources Corp. (Non-Brokered Private Placement)".

Appears in 1 contract

Samples: Subscription Receipt Agreement

Deposit of Escrowed Proceeds in Escrow. (1) The Corporation shall, and shall direct that the Underwriters Lead Underwriter, on its behalf and on behalf of the Private Placement Subscriberother Underwriters, or its respective counsel, as applicable, to deliver the Brokered Escrowed Proceeds to the Subscription Receipt Agent on or immediately prior to the Closing Date or an Over-Allotment Closing Date, as applicable, of the Brokered Offering by way of certified cheque, bank draft or electronic wire transfer in immediately available funds, and upon receipt of such funds, the Subscription Receipt Agent shall deliver a signed receipt acknowledging receipt of the Brokered Escrowed Proceeds. The Corporation shall deliver or cause to be delivered the Non-Brokered Escrowed Proceeds to the Subscription Receipt Agent on the Closing Date by electronic wire transfer, in immediately available funds, and upon receipt of such funds, the Subscription Receipt Agent shall deliver a signed receipt acknowledging receipt of the Non-Brokered Escrowed Proceeds. The Subscription Receipt Agent shall immediately place such funds in an account segregated in the records of the Subscription Receipt Agent accounts in accordance with the provisions of this Article 6. The Corporation acknowledges and agrees that it is a condition of the payment by the holders of Subscription Receipts Receiptholders of the aggregate Offering Price that the Escrowed Funds are held by the Subscription Receipt Agent in accordance with the provisions of this Article 6. The Corporation further acknowledges and confirms that it has no interest in the Escrowed Funds Proceeds or in the Earned Interest accrued thereon unless and until the applicable Escrow Release Notice is delivered to the Subscription Receipt Agent (at or before the Escrow Release Deadline)Agent. The Subscription Receipt Agent shall retain the Escrowed Funds Proceeds and the Earned Interest accrued thereon for the benefit of the holders of the Subscription Receipts and, upon the delivery of the applicable Escrow Release Notice Notices set out in Section 4.1 hereof, to the Subscription Receipt Agent (at or before the Escrow Release Deadline)Agent, retroactively for the benefit of the Corporation and the Underwriters (in the case of the Underwriters, in relation to 75% of the Underwriters' Commission and the Underwriters' pro rata share of the Earned Interest) in accordance with the provisions of this Article 6. Following actual receipt of the Escrowed Proceeds, the Subscription Receipt Agent will acknowledge receipt: (i) from Xxxxxxx Xxxxx of a transfer or transfers of funds in the aggregate amount of $24,500,000 and will confirm that such funds have been deposited in an account segregated in the records of the Subscription Receipt Agent and designated as the "Integra Resources Corp. (Brokered Private Placement)", and (ii) from the Private Placement Subscriber of a transfer or transfers of funds in the aggregate amount of $10,500,000⬤ and will confirm that such funds have been deposited in an account segregated in the records of the Subscription Receipt Agent and designated as the "Integra Resources Corp. (Non-Brokered Private Placement)".

Appears in 1 contract

Samples: Subscription Receipt Agreement (enCore Energy Corp.)

Deposit of Escrowed Proceeds in Escrow. (1) The Corporation shallshall deliver or shall cause to be delivered, and shall direct that the Underwriters and the Private Placement Subscriber, or its respective counsel, as applicable, to Agent deliver the Escrowed Proceeds to the Subscription Receipt Agent on or immediately prior to the Closing Date or an Over-Allotment Closing Date, as applicable, by way of certified cheque, bank draft or electronic wire transfer in immediately available funds, and upon receipt of such funds, the Subscription Receipt Agent shall deliver a signed receipt acknowledging receipt of the Escrowed Proceedstransfer. The Subscription Receipt Agent shall immediately place such funds in an a segregated account segregated in the records of the Subscription Receipt Agent in accordance with the provisions of this Article 6. The Corporation acknowledges and agrees that it is a condition of the payment by the holders of Flow-Through Unit Subscription Receipts of the aggregate Offering Price $0.06 per Flow-Through Unit Subscription Receipt therefor that the Escrowed Funds are held by the Subscription Receipt Agent in accordance with the provisions of this Article 6. The Corporation further acknowledges and confirms that it has no interest in the Escrowed Funds or in the Flow- Through Unit Subscription Receipt Interest unless and until the Escrow Release Notice is delivered to the Subscription Receipt Agent (at or before the Escrow Release Deadline)Agent. The Subscription Receipt Agent shall retain the Escrowed Funds and the Flow- Through Unit Subscription Receipt Interest for the benefit of the holders of the Flow-Through Unit Subscription Receipts and, upon the delivery of the Escrow Release Notice Notice, to the Subscription Receipt Agent (at or before the Escrow Release Deadline)Agent, retroactively for the benefit of the Corporation and the Underwriters (in the case of the Underwriters, in relation to 75% of the Underwriters' Commission and the Underwriters' pro rata share of the Earned Interest) in accordance with the provisions of this Article 6. Following actual receipt of the Escrowed Proceeds, the Subscription Receipt Agent will acknowledge receipt: (i) from Xxxxxxx Xxxxx of a transfer or transfers of funds in the aggregate amount of $24,500,000 and will confirm that such funds have been deposited in an account segregated in the records of the Subscription Receipt Agent and designated as the "Integra Resources Corp. (Brokered Private Placement)", and (ii) from the Private Placement Subscriber of a transfer or transfers of funds in the aggregate amount of $10,500,000⬤ and will confirm that such funds have been deposited in an account segregated in the records of the Subscription Receipt Agent and designated as the "Integra Resources Corp. (Non-Brokered Private Placement)".

Appears in 1 contract

Samples: Subscription Receipt Agreement

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Deposit of Escrowed Proceeds in Escrow. (1) The Corporation shall, and shall direct that, immediately prior to the Underwriters and issuance of the Private Placement SubscriberSubscription Receipts, or its respective counsel, as applicable, to deliver the Escrowed Proceeds to shall be deposited with the Subscription Receipt Agent on or immediately prior to the Closing Date or an Over-Allotment Closing Date, as applicable, by way of electronic wire transfer, certified cheque, cheque or bank draft or electronic wire transfer by the Underwriters, in immediately available funds, and upon receipt the amount of such funds, the Subscription Receipt Agent shall deliver a signed receipt acknowledging receipt of the Escrowed Proceeds$9,582,559.04. The Subscription Receipt Agent shall immediately place such funds in an a segregated account segregated in the records of the Subscription Receipt Agent in accordance with the provisions of this Article 6. The Corporation acknowledges and agrees that it is a condition of the payment by the holders of Subscription Receipts of the aggregate Offering Price $1.00 per Subscription Receipt therefor that the Escrowed Funds are held by the Subscription Receipt Agent in accordance with the provisions of this Article 6. The Corporation and the Underwriters each further acknowledges and confirms that it has no interest in the Escrowed Funds or in the interest accrued thereon unless and until the Escrow Release Notice is delivered to the Subscription Receipt Agent (at or before the Escrow Release Deadline)Agent. The Subscription Receipt Agent shall retain the Escrowed Funds and the interest accrued thereon for the benefit of the holders of the Subscription Receipts and, upon the delivery of the Escrow Release Notice Notice, to the Subscription Receipt Agent (at or before the Escrow Release Deadline)Agent, retroactively for the benefit of the Corporation and the Underwriters (in the case of the Underwriters, in relation to 75% of the Underwriters' Commission and the Underwriters' pro rata share of the Earned Interest) in accordance with the provisions of this Article 6. Following actual receipt of the Escrowed Proceeds, the Subscription Receipt Agent will acknowledge receipt: (i) from Xxxxxxx Xxxxx of a transfer or transfers of funds in the aggregate amount of $24,500,000 and will confirm that such funds have been deposited in an account segregated in the records of the Subscription Receipt Agent and designated as the "Integra Resources Corp. (Brokered Private Placement)", and (ii) from the Private Placement Subscriber of a transfer or transfers of funds in the aggregate amount of $10,500,000⬤ and will confirm that such funds have been deposited in an account segregated in the records of the Subscription Receipt Agent and designated as the "Integra Resources Corp. (Non-Brokered Private Placement)".

Appears in 1 contract

Samples: Subscription Receipt Agreement

Deposit of Escrowed Proceeds in Escrow. (1) The Corporation shall, and shall direct direct: (a) the Underwriters and the Private Placement Subscriber, or its respective counsel, as applicable, Lead Agent to deliver the Escrowed Proceeds in respect of the Brokered Offering; and (b) Gowling WLG (Canada) LLP to deliver the Escrowed Proceeds in respect of the Non-Brokered Offering, to the Subscription Receipt Agent on or immediately prior to the Closing Date or an Over-Allotment Closing Date, as applicable, by way of certified cheque, bank draft or electronic wire transfer in immediately available funds, and upon receipt of such funds, the Subscription Receipt Agent shall deliver to the Corporation and the Agents a signed receipt acknowledging receipt of the Escrowed Proceeds. The Subscription Receipt Agent shall immediately place such funds in an a segregated account segregated in the records of the Subscription Receipt Agent in accordance with the provisions of this Article 6. The Corporation acknowledges and agrees that it is a condition of the payment by the holders of Subscription Receipts of the aggregate Offering Price that the Escrowed Funds are held by the Subscription Receipt Agent in accordance with the provisions of this Article 6. The Corporation further acknowledges and confirms that it has no interest in the Escrowed Funds unless and until the Escrow Release Notice is delivered to the Subscription Receipt Agent (at or before the Escrow Release Deadline). The Subscription Receipt Agent shall retain the Escrowed Funds for the benefit of the holders of the Subscription Receipts and, upon the delivery of the Escrow Release Notice to the Subscription Receipt Agent (at or before the Escrow Release Deadline), retroactively for the benefit of the Corporation and the Underwriters Lead Agent (in the case of the UnderwritersLead Agent and the Lead Advisor, in relation to 75% of the UnderwritersNon-Escrowed Agents' Commission Commission, the Non- Escrowed Advisory Fee and the Underwriters' pro rata share of the Earned InterestEscrowed Expenses) in accordance with the provisions of this Article 6. Following actual receipt of the Escrowed Proceeds, the Subscription Receipt Agent will acknowledge receipt: (i) from Xxxxxxx Xxxxx of a transfer or transfers of funds in the aggregate amount of $24,500,000 and will confirm that such funds have been deposited in an account segregated in the records of the Subscription Receipt Agent and designated as the "Integra Resources Corp. (Brokered Private Placement)", and (ii) from the Private Placement Subscriber of a transfer or transfers of funds in the aggregate amount of $10,500,000⬤ and will confirm that such funds have been deposited in an account segregated in the records of the Subscription Receipt Agent and designated as the "Integra Resources Corp. (Non-Brokered Private Placement)".

Appears in 1 contract

Samples: Subscription Receipt Agreement

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