SHARES AND STOCK POWERS TO BE PLACED IN ESCROW Sample Clauses

SHARES AND STOCK POWERS TO BE PLACED IN ESCROW. On the Closing Date, (i) Castelle shall issue certificates for the Shares in the names of the Designated Shareholders evidencing the shares of Castelle Stock to be held in escrow in accordance with this Escrow Agreement, and (ii) the Designated Shareholders shall deliver to Escrow Agent three stock powers each endorsed by the Designated Shareholders in blank (the "Stock Powers"). Ibex and the Designated Shareholders' Agent shall ensure that all signatures on the Stock Powers delivered to Escrow Agent in accordance with the preceding sentence have been guaranteed by a national bank or New York Stock Exchange member firm. The shares and Stock Powers referred to in this Section 2.1 shall be held by Escrow Agent in escrow (the "Escrow") in accordance with the provisions of this Escrow Agreement.
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SHARES AND STOCK POWERS TO BE PLACED IN ESCROW. On the Closing Date, (i) Isonics shall issue certificates for an aggregate of 176,991 shares of Isonics Stock (the "Escrow Shares") in the name of Seller, evidencing the shares of Isonics Stock to be held in escrow in accordance with this Escrow Agreement, and deliver such stock certificates to the Escrow Agent, and (ii) Seller shall deliver to the Escrow Agent five "assignments separate from certificate" ("Stock Powers") endorsed by Seller in blank, each signature guaranteed by a national bank or New York Stock Exchange member firm. The shares and Stock Powers referred to in this Section 2.1 shall be held by the Escrow Agent in escrow (the "Escrow") in accordance with the provisions of this Escrow Agreement and shall not be subject to any lien, attachment, trustee process or any other judicial process of any creditor of any party hereto.
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SHARES AND STOCK POWERS TO BE PLACED IN ESCROW. InnerSpace shall issue certificates to Sundance representing 1,900,000 shares (the "Shares") of common stock, $.0001 par value, of InnerSpace ("InnerSpace Common Stock") pursuant to Section 1.1 of the Stock Purchase Agreement in certificated form. Of these Shares, 1,400,000 Shares (the "Escrow Shares") shall be held in escrow in accordance with this Escrow Agreement and deemed Escrow Shares. The Escrow Shares shall be held by the Escrow Agent in the Escrow in accordance with the provisions of this Escrow Agreement and shall not be subject to any lien, attachment, trustee process or any other judicial process of any party hereto or creditor thereof.
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SHARES AND STOCK POWERS TO BE PLACED IN ESCROW. Parent shall issue certificates for the aggregate number of shares of Parent Common Stock issuable by Parent in the Merger pursuant to Section 2.2(c) of the Merger Agreement (the "Escrow Shares") in book entry form evidencing the shares of Parent Common Stock to be held in escrow in accordance with this Escrow Agreement. The Escrow Shares shall be held by the Escrow Agent in the Escrow in accordance with the provisions of this Escrow Agreement and shall not be subject to any lien, attachment, trustee process or any other judicial process of any creditor of any party hereto or the Shareholders. All such shares shall be deemed Escrow Shares, and the persons with rights in respect of such Escrow Shares shall be deemed Shareholders, for all purposes hereunder.
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SHARES AND STOCK POWERS TO BE PLACED IN ESCROW. Simultaneously with the consummation of the transactions contemplated by the Purchase Agreement, (i) the Purchaser shall deliver to the Escrow Agent certificates in the aggregate amount of one hundred forty thousand (140,000) shares of Common Stock in the names of the Selling Shareholders, in the individual amounts set forth on Exhibit B, evidencing the shares of Common Stock to be held in escrow in accordance with this Escrow Agreement (the "ESCROWED SHARES"), and (ii) each Selling Shareholder shall deliver to the Escrow Agent three "assignments separate from certificate" ("STOCK POWERS"), in the form attached hereto as Exhibit C, endorsed by each such Selling Shareholder in blank. The shares and Stock Powers referred to in this Section 2.1 shall be held by Purchaser in escrow (the "ESCROW") in accordance with the provisions of this Escrow Agreement.
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SHARES AND STOCK POWERS TO BE PLACED IN ESCROW. Gateway shall issue certificates for twenty-five (25%) of the Exchange Shares in the name of the Purelink Shareholders (the "Escrow Shares") and shall deliver such certificates to the Escrow Agent. The Purelink Shareholders will execute and deliver blank stock powers to the Escrow Agent. The Escrow Shares and the stock powers shall be held by the Escrow Agent in the Escrow in accordance with the provisions of this Escrow Agreement and shall not be subject to any lien, attachment, trustee process or any other judicial process of any creditor of any party hereto or the Purelink Shareholders.
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Related to SHARES AND STOCK POWERS TO BE PLACED IN ESCROW

  • Terms of the Units and Placement Warrants 8.1 The Units and their component parts are substantially identical to the units to be offered in the IPO except that: (i) the Units and component parts will be subject to transfer restrictions described in the Insider Letter, (ii) the Placement Warrants will be non-redeemable so long as they are held by the initial holder thereof (or any of its permitted transferees), and may be exercisable on a “cashless” basis if held by a Subscriber or its permitted transferees, as further described in the Warrant Agreement and (iii) the Units and component parts are being purchased pursuant to an exemption from the registration requirements of the Securities Act and will become freely tradable only after the expiration of the lockup described above in clause (i) and they are registered pursuant to the Registration Rights Agreement to be signed on or before the date of the Prospectus or an exemption from registration is available.

  • Authorization Purchase and Sale Terms of the Private Placement Warrants A. Authorization of the Private Placement Warrants. The Company has duly authorized the issuance and sale of the Private Placement Warrants to the Purchaser.

  • Purchase of the Units (a) The Company agrees to issue and sell the Underwritten Units to the several Underwriters as provided in this underwriting agreement (this “Agreement”), and each Underwriter, on the basis of the representations, warranties and agreements set forth herein and subject to the conditions set forth herein, agrees, severally and not jointly, to purchase at a price per Unit of $9.80 (the “Purchase Price”) from the Company the respective number of Underwritten Units set forth opposite such Underwriter’s name in Schedule 1 hereto.

  • Legend on Stock Certificates Certificates evidencing the Option Shares, to the extent appropriate at the time, shall have noted conspicuously on the certificates a legend intended to give all persons full notice of the existence of the conditions, restrictions, rights and obligations set forth herein and in the Plan.

  • Purchase of Shares from each Fund The Shares are offered in four classes (each, a "Class"), as described in the Prospectus, as amended or supplemented from time to time.

  • Authorization Purchase and Sale Terms of the Sponsor Warrants A. Authorization of the Sponsor Warrants. The Company has duly authorized the issuance and sale of the Sponsor Warrants to the Purchaser.

  • Purchase and Sale of Preferred Shares and Warrants 1.1.1. On or prior to the Initial Closing, as hereinafter defined, the Company shall adopt and file the Certificate of Designation with the Secretary of State of the State of Delaware and authorize, execute and deliver the Warrant Agreement.

  • Legends on Stock Certificates All stock certificates representing shares of Common Stock issued to the Optionee upon exercise of this option shall have affixed thereto legends substantially in the following forms, in addition to any other legends required by applicable state law: "The shares of stock represented by this certificate have not been registered under the Securities Act of 1933 and may not be transferred, sold or otherwise disposed of in the absence of an effective registration statement with respect to the shares evidenced by this certificate, filed and made effective under the Securities Act of 1933, or an opinion of counsel satisfactory to the Company to the effect that registration under such Act is not required." "The shares of stock represented by this certificate are subject to certain restrictions on transfer contained in an Option Agreement, a copy of which will be furnished upon request by the issuer."

  • LOANS AND PRE-RELEASE OF SHARES AND RECEIPTS Notwithstanding Section 2.3 of the Deposit Agreement, the Depositary may execute and deliver Receipts prior to the receipt of Shares pursuant to Section 2.2 of the Deposit Agreement ("Pre-Release"). The Depositary may, pursuant to Section 2.5 of the Deposit Agreement, deliver Shares upon the receipt and cancellation of Receipts which have been Pre-Released, whether or not such cancellation is prior to the termination of such Pre-Release or the Depositary knows that such Receipt has been Pre-Released. The Depositary may receive Receipts in lieu of Shares in satisfactory of a Pre-Release. Each Pre-Release will be (a) preceded or accompanied by a written representation from the person to whom Receipts are to be delivered that such person, or its customer, owns the Shares or Receipts to be remitted, as the case may be, (b) at all times fully collateralized with cash or such other collateral as the Depositary deems appropriate, (c) terminable by the Depositary on not more than five (5) business days notice, and (d) subject to such further indemnities and credit regulations as the Depositary deems appropriate. The number of American Depositary Shares which are outstanding at any time as a result of Pre-Releases will not normally exceed thirty percent (30%) of the Shares deposited under the Deposit Agreement; provided, however, that the Depositary reserves the right to change or disregard such limit from time to time as it deems appropriate. The Depositary may retain for its own account any compensation received by it in connection with the foregoing.

  • CONDITIONS TO THE INVESTOR’S OBLIGATION TO PURCHASE SHARES OF COMMON STOCK The obligation of the Investor to buy Purchase Shares under this Agreement is subject to the satisfaction of each of the following conditions on or prior to the Commencement Date and, once such conditions have been initially satisfied, there shall not be any ongoing obligation to satisfy such conditions after the Commencement has occurred:

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