Release from Escrow of New Securities. (1) The Escrow Agent will send to a Securityholder share certificates or other evidence of the Securityholder's new securities as soon as reasonably practicable after the Escrow Agent receives; (a) a certificate from the successor issuer signed by a director or officer of the successor issuer authorized to sign (who is not a Securityholder): (i) stating that it is a successor issuer to the Issuer or Big Flash, as applicable, as a result of a business combination; (ii) containing a list of the securityholders whose new securities are subject to escrow under section 4.5; (iii) containing a list of the securityholders whose new securities are not subject to escrow under section 4.5; and (b) written confirmation from or on behalf of the disinterested directors of Big Flash that they have accepted the list of Securityholders whose new securities are not subject to escrow under section 4.5; and (2) If your new securities are subject to escrow, the Escrow Agent will hold your new securities in escrow on the same terms and conditions, including release dates, as applied to the escrow securities that you exchanged.
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Samples: Share Exchange Agreement (Big Flash Corp), Share Exchange Agreement (Big Flash Corp)
Release from Escrow of New Securities. (1) The Escrow Agent will send to a Securityholder share certificates or other evidence of the Securityholder's ’s new securities securitiee sEscroawsAgesnt oon as soon as reasonably practicable after the Escrow Agent receives;:
(a) a certificate from the successor issuer signed by a director or officer of the successor issuer authorized to sign (who is not a Securityholder):sign
(i) stating that it is a successor issuer to the Issuer or Big Flash, as applicable, as a result of a business combination;
(ii) containing a list of the securityholders whose new securities are subject to escrow under section 4.56.5;
(iii) containing a list of the securityholders whose new securities are not subject to escrow under section 4.56.5; and
(b) written confirmation from or on behalf of the disinterested directors of Big Flash Exchange that they have it has accepted the list of Securityholders whose new securities are not subject to escrow under section 4.56.5; and
(2) If your new securities are subject to escrow, the Escrow Agent will hold your new securities in escrow on the same terms and conditions, including release dates, as applied to the escrow securities that you exchanged.
Appears in 1 contract
Samples: CPC Escrow Agreement
Release from Escrow of New Securities. (1) The Escrow Agent will send to a Securityholder share certificates or other evidence of the Securityholder's ’s new securities as soon as reasonably practicable after the Escrow Agent receives;:
(a) a certificate from the successor issuer signed by a director or officer of the successor issuer authorized to sign (who is not a Securityholder):sign
(i) stating that it is a successor issuer to the Issuer or Big Flash, as applicable, as a result of a business combination;
(ii) containing a list of the securityholders whose new securities are subject to escrow under section 4.56.5;
(iii) containing a list of the securityholders whose new securities are not subject to escrow under section 4.5; and6.5;
(b2) written confirmation from or on behalf The escrow securities of the disinterested directors of Big Flash that they have accepted the list of Securityholders Securityholders, whose new securities are not subject to escrow under section 4.5; and6.5, will be released, and the Escrow Agent will send any share certificates or other evidence of the escrow securities in the possession of the Escrow Agent in accordance with section 2.4.
(23) If your new securities are subject to escrow, unless subsection (4) applies, the Escrow Agent will hold your new securities in escrow on the same terms and conditions, including release dates, as applied to the escrow securities that you exchanged.
(4) If the Issuer is a Tier 2 Issuer and the successor issuer is a Tier 1 Issuer, the release provisions in section 3.1(3) relating to graduation will apply.
Appears in 1 contract
Samples: Escrow Agreement