Return of Securities. The Client shall return the equivalent number of securities of the same type and class borrowed by it within the time specified by the AI in the Circulars issued from time to time.
Return of Securities. Pursuant to Section 10.16.2(b) of the Credit Agreement, upon Payment in Full (as defined in the Credit Agreement), the Administrative Agent shall return to the Company any Securities that have not been disposed of in accordance with Section 4.8 of this Agreement and Section 10.16 of the Credit Agreement.
Return of Securities. Simultaneously with the execution and delivery hereof (i) the Company shall return to each Youbang Shareholder all of the Youbang Shares delivered to the Company pursuant to the Purchase Agreement together with all other rights, claims and interests it may have with respect to Youbang or its respective assets and (ii) each Youbang Shareholder shall return to the Company all shares of the Company issued to him pursuant to the Purchase Agreement together with all other rights, claims and interests he or she may have with respect to the Company or its respective assets.
Return of Securities. In the event the Transaction is not consummated, FCBD shall offer Iptimize the exclusive right to repurchase the Shares and the Warrant Shares at $.001 per Share and Warrant Share, respectively;
Return of Securities. Upon payment in full of the Promissory Note, the Lender shall return to the Company any Securities that have not been disposed of in accordance with Section 4.5 of this Agreement.
Return of Securities. Upon payment in full of the Amount of the Loan then due (minus any previously made payments thereunder) and any default interest accrued, the Lender shall return to the Company any Securities that have not been disposed of in accordance with Section 4.5 of this Agreement.
Return of Securities. 1.1 Subject to the terms and conditions set forth herein, (i) the Transferor hereby returns, assigns, transfers and delivers to the Company the Returned Securities and (ii) the Company hereby accepts the assignment, transfer and delivery of such Returned Securities from the Transferor.
1.2 The closing of the return of the Returned Securities shall take place on the date hereof simultaneously with the execution and delivery of this Amendment by electronic delivery of documents (by pdf, email or other form of electronic communication). Each of the Transferor and the Company hereby agrees and acknowledges that effective immediately, the Transferor ceases to own any of the Returned Securities.
1.3 In full consideration for the return by the Transferor of the Returned Securities, on the date hereof, the Company shall repay $2,300,000 by wire transfer of immediately available funds to the account designated by the Transferor.
1.4 The parties hereto acknowledge and agree that, for all U.S. federal (and applicable state, local, and foreign) income tax purposes, (a) the return of the Returned Securities was integral to the terms of the Securities and (b) except to the extent otherwise required pursuant to a "determination" (as defined in Section 1313(a) of the Internal Revenue Code of 1986, as amended (the “Code”), or any similar provision of state, local or foreign law) or a change in applicable law, (i) for valid business reasons, such return is intended to restore the Transferor’s position with respect to the ownership of the Private Placement Warrants and Class B Shares of the Company to the intended status as if the Initial Securities did not include the Returned Securities, and, accordingly, the purchase and sale of the Initial Securities, to the extent that such Initial Securities constitute the Returned Securities, shall be disregarded, (ii) the parties hereto shall treat such return as an adjustment to the number of, and the purchase price paid for, the Initial Securities under the Securities Purchase Agreement and not as a separate sale or exchange of the Returned Securities, and (iii) such return shall not constitute or give rise to any actual, constructive or deemed distribution under Section 311 or any other provision of the Code (or any similar provision of state, local or foreign law). The parties hereto shall file all tax returns and otherwise report for tax purposes consistently with the preceding sentence except to the extent otherwise required pu...
Return of Securities. Subject to the satisfaction of all of the terms -------------------- and conditions set forth in this Agreement, at the closing, each party hereto agrees to return to the other party all stock certificates and warrants delivered to it under the Stock Exchange Agreement, which deliveries shall consist of the following:
(a) Each Shareholder shall deliver to the Company the Warrant to Purchase Common Stock of ChatCom, Inc. (representing the right to purchase 500,000 shares of Common Stock at a price of $1.75 per share), dated September 25, 1997, issued in its name (the "1997 Warrants").
(b) Each Shareholder shall deliver to the Company the stock certificate representing the 1,224,351 shares of Common Stock received by the Shareholder on September 25, 1997, which certificates shall be duly endorsed for cancellation (or accompanied by a duly executed assignment form separate from certificate) by each such Shareholder.
(c) The Company shall deliver to the Shareholders the warrant certificate No. D-1 and No. D-2, representing all of the 1996 Warrants.
(d) The Company shall deliver to the Shareholders stock certificate No. 1 and No. 2, representing all of the Preferred Shares purchased by the Shareholders on December 13, 1996 under the 1996 Purchase Agreement. The parties hereto agree to cause each of the securities, documents or other materials referred to in this Section 1.2 that is in their possession to be delivered to Xxxxx Xxxxxxxxxxxx Xxxxxxxxxxx XxXxxxxxx & Xxxx LLC, Xxx Xxxxxxxx Xxxxxx 00xx Xxxxx, Xxx Xxxx, XX 00000 (the "Escrow Agent") by no later than the first business day after the date of this Agreement.
Return of Securities. Lender acknowledges that, under the applicable SLA, the borrowers will not be required to return loaned securities immediately upon receipt of notice from GSAL terminating the applicable loan, but instead will be required to return such loaned securities no later than the earlier to occur of (i) the standard settlement date for trades of the Available Securities entered into on the date of such notice in the principal market therefor or (ii) five Business Days from the date GSAL provides such notice to the borrower. Upon receiving a notice from Custodian, Lender or Lender’s investment manager that Available Securities which have been lent to a borrower should no longer be considered Available Securities (whether because of the sale of such securities or otherwise), GSAL shall use its best efforts to notify promptly thereafter the borrower which has borrowed such securities that the loan of such securities is terminated and that such securities are to be returned within the time specified by the applicable SLA. Recognizing that borrowers have the standard settlement period to return securities after receiving notice to return securities, in the event Lender sells securities requiring that loaned securities be returned to settle such sale, then Lender shall use commercially reasonable efforts to notify, or cause its Custodian or Lender’s investment manager to notify, GSAL of the sale of such securities as quickly as practicable on the day of sale. Provided that GSAL has received notice of such sale from Custodian, Lender, or Lender’s investment manager no later than 7:00 p.m. EST on trade date (recognizing that from time to time there may be (i) North American, Central American and South American trades which are communicated on the day after the applicable trade date, and GSAL shall be notified no later than 1:00 p.m. EST on the day after trade date, and (ii) European trades which are communicated on the day after the applicable trade date, and GSAL shall be notified no later than 10:00 a.m. EST on the day after trade date), then GSAL agrees to pay any customary and reasonable overdraft charges imposed by Custodian as a result of the securities not being returned in time for scheduled settlement.
Return of Securities. 13.3.1 Where Securities have been utilised by MLI for any purpose and those Securities cease to be required for that purpose, MLI shall thereupon return or procure redelivery of those Securities or of Equivalent Securities to the Borrower by redelivering or crediting those Securities or Equivalent Securities to the Collateral Account, whereupon those Securities or Equiv alent Securities shall automatically be subject to the security created by or pursuant to this Agreement.
13.3.2 All returns and redeliveries of Securities or Equivalent Securities must be made together with any appropriate instruments of transfer or the like, and so that all right, title and interest in and to those Securities or Equivalent Securities shall vest in the Borrower, free from all liens, charges and encumbrances, other than the security created by or pursuant to this Agreement.
13.3.3 MLI shall be obliged to return or procure redelivery of Equivalent Securi ties not necessarily the original Securities and Clause 3.6 shall apply (with any necessary modifications) to a return or redelivery under this Clause 13.3 as it applies to a Securities Loan under Clause 3.
