Escrow Agent Prior to entering into an escrow agreement, the Registry Operator must provide notice to ICANN as to the identity of the Escrow Agent, and provide ICANN with contact information and a copy of the relevant escrow agreement, and all amendments thereto. In addition, prior to entering into an escrow agreement, Registry Operator must obtain the consent of ICANN to (a) use the specified Escrow Agent, and (b) enter into the form of escrow agreement provided. ICANN must be expressly designated as a third-‐party beneficiary of the escrow agreement. ICANN reserves the right to withhold its consent to any Escrow Agent, escrow agreement, or any amendment thereto, all in its sole discretion.
Direction to Escrow Agent The Issuer and the Securityholders direct the Escrow Agent to hold the escrow securities in escrow until they are released from escrow under this Agreement.
Delivery to Escrow Agent You may tender your escrow securities to a person or company in a business combination. At least five business days prior to the date the escrow securities must be tendered under the business combination, you must deliver to the Escrow Agent:
Data Escrow Registry Operator shall comply with the registry data escrow procedures set forth in Specification 2 attached hereto (“Specification 2”).
Successor to Escrow Agent Any corporation with which the Escrow Agent may be amalgamated, merged or consolidated, or any corporation succeeding to the business of the Escrow Agent will be the successor of the Escrow Agent under this Agreement without any further act on its part or on the part or any of the Parties, provided that the successor is recognized as a transfer agent by the Canadian exchange the Issuer is listed on (or if the Issuer is not listed on a Canadian exchange, by any Canadian exchange) and notice is given to the securities regulators with jurisdiction. The Parties have executed and delivered this Agreement as of the date set out above. ODYSSEY TRUST COMPANY (signed) "Xxxx Xxxxxx" Authorized signatory (signed) "Xxxxxx Xxxxxx" Authorized signatory BIOVAXYS TECHNOLOGY CORP. (signed) "Xxxxx Xxxxxx" Authorized signatory Signed, sealed and delivered by ) XXXXXX XXXXXXX in the presence of: ) ) ) Signature of Witness ) (signed) "Xxxxxx Xxxxxxx" ) XXXXXX XXXXXXX ) Name of Witness ) ) Signed, sealed and delivered by ) XXXXX XXXXXX in the presence of: ) ) ) Signature of Witness ) (signed) "Xxxxx Xxxxxx" ) XXXXX XXXXXX ) Name of Witness ) Signed, sealed and delivered by ) XXXXX XXXX in the presence of: ) ) ) Signature of Witness ) (signed) "Xxxxx Xxxx" ) XXXXX XXXX ) Name of Witness ) ) Signed, sealed and delivered by ) XXXXXXX XXXXX in the presence of: ) ) ) Signature of Witness ) (signed) "Xxxxxxx Xxxxx" ) XXXXXXX XXXXX ) Name of Witness ) Signed, sealed and delivered by ) XXXXXXX XXXXXX in the presence of: ) ) ) Signature of Witness ) (signed) "Xxxxxxx Xxxxxx" ) XXXXXXX XXXXXX ) Name of Witness ) ) Schedule “A” to Escrow Agreement Securityholder Class or description Number Certificate(s) (if applicable) Common Shares 242,303 Options 62,400 Name: Xxxxxx Xxxxxxx Securities: Securityholder Class or description Number Certificate(s) (if applicable) Common Shares 12,417,333 Name: Xxxxx Xxxxxx Securities: Securityholder Class or description Number Certificate(s) (if applicable) Common Shares 4,696,067 Name: Xxxxx Xxxx Securities: Securityholder Class or description Number Certificate(s) (if applicable) Common Shares 6,037,800 Name: Xxxxxxx Xxxxx Securities: Securityholder Class or description Number Certificate(s) (if applicable) Options 32,448 Name: Xxxxxxx Xxxxxx Securities: Schedule “B” to Escrow Agreement Acknowledgment and Agreement to be Bound I acknowledge that the securities listed in the attached Schedule “A” (the “escrow securities”) have been or will be transferred to me and that the escrow securities are subject to an Escrow Agreement dated _ (the “Escrow Agreement”). For other good and valuable consideration, I agree to be bound by the Escrow Agreement in respect of the escrow securities, as if I were an original signatory to the Escrow Agreement. Dated at on . Where the transferee is an individual: Signed, sealed and delivered by ) [Transferee] in the presence of: ) ) ) Signature of Witness ) ) _ ) [Transferee] ) Name of Witness ) ) Where the transferee is not an individual: [Transferee] _ Authorized signatory _
Notice to Escrow Agent Documents will be considered to have been delivered to the Escrow Agent on the next business day following the date of transmission, if delivered by fax, the date of delivery, if delivered by hand during normal business hours or by prepaid courier, or 5 business days after the date of mailing, if delivered by mail, to the following: [Name, address, contact person, fax number]
Deposit of Escrow Securities in Escrow (1) You are depositing the securities (escrow securities) listed opposite your name in Schedule “A” with the Escrow Agent to be held in escrow under this Agreement. You will immediately deliver or cause to be delivered to the Escrow Agent any share certificates or other evidence of these securities which you have or which you may later receive.
Escrow of Funds Subject to the terms and conditions of the Grant Agreement, OPWC will disburse to Escrow Agent Grant funds available to Recipient, which disbursement shall be made by a check sent to Escrow Agent via regular U.S. Mail, or by such other means determined by the Director in the Director’s sole discretion, prior to the closing date as scheduled under the Contract (the “Escrow Funds”). The Escrow Funds shall be held by Escrow Agent, together with any funds of Recipient made available prior to closing on the terms and conditions hereinafter set forth.
Escrow Agent Not a Trustee The Escrow Agent accepts duties and responsibilities under this Agreement, and the escrow securities and any share certificates or other evidence of these securities, solely as a custodian, bailee and agent. No trust is intended to be, or is or will be, created hereby and the Escrow Agent shall owe no duties hereunder as a trustee.
Escrow Escrow shall be opened by Seller and funds deposited in escrow upon acceptance of this Agreement by both parties. The escrow holder will be a nationally-recognized escrow company selected by Seller. A copy of this Agreement will be delivered to the escrow holder and will serve as escrow instructions together with the escrow holder's standard instructions and any additional instructions required by the escrow holder to clarify its rights and duties (and the parties agree to sign these additional instructions). If there is any conflict between these other instructions and this Agreement, this Agreement will control.
