Disbursement of the Escrow Shares. The Escrow Agent shall hold the Escrow Shares until the first anniversary of the consummation of a Business Combination (as such term is defined in the Registration Statement) by the Company (the “Escrow Period”), on which date it shall, upon written instructions from the Initial Shareholder and each of the First Fleet Shareholders, disburse the Initial Shareholder’s Company Escrow Shares to the Initial Shareholder and the First Fleet Sharholders’ First Fleet Escrow Shares; provided, however, that if the Escrow Agent is notified by the Company pursuant to Section 6.7 hereof that the Company is being liquidated at any time during the Escrow Period, then the Escrow Agent shall promptly destroy the certificates representing the Company Escrow Shares. The Escrow Agent shall have no further duties hereunder after the disbursement or destruction of the Escrow Shares in accordance with this Section 3.
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Samples: Stock Escrow Agreement (First Class Navigation CORP), Stock Escrow Agreement (First Class Navigation CORP)
Disbursement of the Escrow Shares. The Except as set forth herein, the Escrow Agent shall hold the Escrow Shares until for a period (the first anniversary of "ESCROW PERIOD") expiring on the consummation of a Business Combination earliest of: (i) the approval by the Public Stockholders (as such term is defined in the Registration Statement) by of the Company release of the Escrow Shares from escrow and (ii) one (1) year following the “consummation of a Business Combination. Upon the expiration of the Escrow Period”), on which date it shall, upon written instructions from each Initial Stockholder, the Initial Shareholder and Escrow Agent shall disburse each of the First Fleet Shareholders, disburse the Initial Shareholder’s Company Stockholder's Escrow Shares to the in accordance with such instruction from each Initial Shareholder and the First Fleet Sharholders’ First Fleet Escrow SharesStockholder; provided, however, that that, if the Escrow Agent is notified by the Company pursuant to Section 6.7 hereof that the Company is being has been liquidated at any time during the Escrow Period, then the Escrow Agent shall promptly destroy the certificates representing the Company Escrow Shares. The Escrow Agent shall have no further duties hereunder after the disbursement or destruction of the Escrow Shares in accordance with this Section 3.
Appears in 2 contracts
Samples: Stock Escrow Agreement (Alpha Security Group CORP), Stock Escrow Agreement (Alpha Security Group CORP)
Disbursement of the Escrow Shares. (a) The Escrow Agent shall hold the Escrow Shares until the first anniversary of the consummation of a Business Combination (as such term is defined in the Registration Statement) by the Company (the “Escrow Period”)Release Date, on which date it shall, upon written instructions from the each Initial Shareholder and Stockholder, disburse each of the First Fleet Shareholders, disburse the Initial Shareholder’s Company Stockholder's Escrow Shares (and any applicable stock power) to the such Initial Shareholder and the First Fleet Sharholders’ First Fleet Escrow SharesStockholder; provided, however, that if the Escrow Agent is notified by the Company pursuant to Section 6.7 hereof that the Company is being liquidated at any time during the Escrow Periodof a Trust Account Liquidation Date, then the Escrow Agent shall promptly destroy the certificates representing the Company Escrow Shares. The Escrow Agent shall have no further duties hereunder after the disbursement or destruction of the Escrow Shares in accordance with this Section 34.
(b) The Escrow Agent shall rely upon a certificate (the "Officer's Certificate"), executed by the Chief Executive Officer or Chief Financial Officer of the Company, in form reasonably acceptable to the Escrow Agent, that certifies that the Release Date has occurred, and shall not be required to disburse the Escrow Shares unless and until it receives the Officer's Certificate.
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