Common use of Transfer to Directors and Senior Officers Clause in Contracts

Transfer to Directors and Senior Officers. (a) You may transfer Escrowed Securities within escrow to existing or, upon their appointment, incoming directors or senior officers of the Issuer or any of its material operating subsidiaries, if the Issuer's board of directors has approved the transfer. (b) Prior to the transfer the Escrow Agent must receive: (i) a certified copy of the resolution of the board of directors of the Issuer approving the transfer; (ii) a certificate signed by a director or officer of the Issuer authorized to sign, stating that the transfer is to a director or senior officer of the Issuer or a material operating subsidiary and that any required approval from the Canadian exchange the Issuer is listed on has been received; (iii) an acknowledgment in the form of Schedule "B" signed by the transferee; (iv) copies of the letters sent to the securities regulators described in subsection (c) accompanying the acknowledgement; and (v) a transfer power of attorney, completed and executed by the transferor in accordance with the requirements of the Issuer's transfer agent. (c) At least ten (10) days prior to the transfer, the Issuer will file a copy of the acknowledgement with the securities regulators in the jurisdictions in which it is a reporting issuer.

Appears in 1 contract

Samples: Escrow Agreement

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Transfer to Directors and Senior Officers. (a1) You may transfer Escrowed Securities escrow securities within escrow to existing or, upon their appointment, incoming directors or senior officers of the Issuer or any of its material operating subsidiaries, if the Issuer's ’s board of directors otrafnsfedr. irectors has approved the transfer.approved (b2) Prior to the transfer the Escrow Agent must receive: (ia) a certified copy of the resolution of the board of directors of the Issuer approving Issuerapproving the transfer; (iib) a certificate signed by a director or officer of the Issuer authorized to sign, stating that the transfer is to a director or senior officer of the Issuer or a material operating subsidiary and that any required approval from the Canadian exchange the Issuer is listed on has been received; (iiic) an acknowledgment in the form of fortrmansfeorefe; Schedule "B" signed by the transferee;” s (ivd) copies of the letters sent to the securities regulators described in subsection (csubsection(3) accompanying the acknowledgement; and (ve) a transfer power of attorney, completed and executed by the transferor in accordance inaccordance with the requirements of requiresmtraennsfetr asgenot. f the Issuer's transfer agent. (c3) At least ten (10) 10 days prior to the transfer, the Issuer will file a copy of the acknowledgement with the securities regulators in the jurisdictions in which it is a reporting issuer.

Appears in 1 contract

Samples: Escrow Agreement

Transfer to Directors and Senior Officers. (a1) You A Securityholder may transfer Escrowed Escrow Securities within escrow to existing or, upon their appointment, incoming directors or senior officers of the Issuer or any of its material operating subsidiaries, if the Issuer's board of directors has approved the transfer. (b2) Prior to the transfer the Escrow Agent must receive: (ia) a certified copy of the resolution of the board of directors of the Issuer approving the transfer; (iib) a certificate signed by a director or officer of the Issuer authorized to sign, stating that the transfer is to a director or senior officer of the Issuer or a material operating subsidiary and that any required approval from the Canadian exchange the Issuer is listed on TSX has been received; (iiic) an acknowledgment in the form of Schedule "B" attached hereto signed by the transferee; (ivd) copies of the letters sent to the securities regulators described in subsection (c3) accompanying the acknowledgement; and (ve) a transfer power of attorney, completed and executed by the transferor in accordance with the requirements of the Issuer's transfer agent. (c3) At least ten (10) 10 days prior to the transfer, the Issuer will file a copy of the acknowledgement with the securities regulators in the jurisdictions in which it is the Issuer will be a reporting issuerissuer (the "JURISDICTIONS").

Appears in 1 contract

Samples: Escrow Agreement (Gryphon Gold Corp)

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Transfer to Directors and Senior Officers. (a1) You may transfer Escrowed Securities escrow securities within escrow to existing or, upon their appointment, incoming directors or senior officers of the Issuer or any of its material operating subsidiaries, if the Issuer's ’s board of directors otfhe trdanisfrer.ectors has approved the transfer.approved (b2) Prior to the transfer the Escrow Agent must receive: (ia) a certified copy of the resolution of the board of directors of the Issuer approving the transfer; (iib) a certificate signed by a director or officer of the Issuer authorized to sign, stating that the transfer is to a director or senior officer of the Issuer or a material operating subsidiary and that any required approval from the Canadian exchange the Issuer is listed on has been received; (iiic) an acknowledgment in the form of Schedule "B" signed by the transferee;Scheduleby “thBe t”ranssferieeg; xxx (ivd) copies of the letters sent to the securities regulators described in subsection (c3) accompanying the acknowledgement; and (ve) a transfer power of attorney, completed and executed by the transferor in accordance with the requirements of the Issuer's transfer agent.in (c3) At least ten (10) 10 days prior to the transfer, the Issuer will file a copy of the acknowledgement with the securities regulators in the jurisdictions in which it is a reporting issuer.

Appears in 1 contract

Samples: Escrow Agreement

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