Deposit of Stock Sample Clauses
The 'Deposit of Stock' clause outlines the requirement for a party to place shares or stock certificates into the custody of a third party, often an escrow agent, as part of a contractual arrangement. Typically, this clause specifies the conditions under which the stock is to be deposited, who will hold the stock, and the circumstances that will trigger its release or return, such as the fulfillment of certain obligations or the occurrence of specific events. Its core practical function is to provide security and assurance to the parties involved by ensuring that the stock is safeguarded and only transferred according to agreed terms, thereby reducing the risk of non-performance or disputes.
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Deposit of Stock. Subject to the terms and conditions of this Deposit Agreement, Stock or evidence of rights to receive Stock may be deposited by delivery thereof to the Custodian accompanied by any appropriate instrument or instruments of transfer, or endorsement, in form satisfactory to the Custodian, together with all such certifications as may be required by the Depositary or the Custodian in accordance with the provisions of this Deposit Agreement, and together with a written order directing the Depositary to execute and deliver to, or upon the written order of, the person or persons stated in such order a Receipt or Receipts for the number of American Depositary Shares representing such deposit. No Stock shall be accepted for deposit unless accompanied by evidence satisfactory to the Depositary that any necessary approval has been granted by the governmental authority or body in the Republic of Ireland, if any, which is then performing the function of the regulation of currency exchange. If required by the Depositary, Stock presented for deposit at any time, whether or not the transfer books of the Company are closed, shall also be accompanied by an agreement or assignment, or other instrument satisfactory to the Depositary, which will provide for the prompt transfer to the Custodian of any dividend, or right to subscribe for additional Stock or to receive other property which any person in whose name the Stock is or has been recorded may thereafter receive upon or in respect of such deposited Stock, or in lieu thereof, such agreement of indemnity or other agreement as shall be satisfactory to the Depositary. At the request and risk and expense of any holder of Stock, and for the amountaccount of such holder, the Depositary may receive certificates for Stock to be deposited, together with the other instruments herein specified, for the purpose of forwarding to the Custodian for deposit hereunder. Upon each delivery to the Custodian of a certificate or certificates for Stock to be deposited hereunder, together with the other documents above specified, the Custodian shall, as soon as transfer and recordation can be accomplished, present such certificate or certificates to the Company for transfer and recordation of the Stock being deposited in the name of the Depositary or its nominee, or the Custodian or its nominee. Deposited Stock shall be held by the Depositary or by the Custodian for the account and to the order of the Depositary, or at such other place or places a...
Deposit of Stock. Simultaneously with the execution and delivery of this Agreement, each Stockholder has duly and validly assigned and delivered to the Trustee all of the shares of Stock, represented by a certificate or certificates duly and validly endorsed in blank, and accompanied by instruments of transfer sufficient to enable the shares of Stock to be transferred to the name of the Trustee not in its individual capacity, but solely as Trustee.
Deposit of Stock. All certificate for the shares the common stock of the Company and Tricom will be deposited with the Company's attorney, A. ▇▇▇▇▇ ▇▇▇▇, as trustee, at its offices located at ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇.
Deposit of Stock. All certificates for the shares the common stock of the Company and Shop will be deposited with the Company's attorney, ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇, Chartered, as trustee, at its offices located at ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇.
Deposit of Stock. The Shareholder shall deposit with the Trustee or cause the Corporation to issue in the name of the Trustee simultaneously with the execution of this Agreement certificates representing the Stock. The Trustee agrees to receive and hold the Stock and all additional stock of the Corporation as may be transferred to it pursuant to this Agreement in trust, to be held, used, transferred, and disposed of for the uses and purposes and upon the terms and conditions set forth in this Agreement. The term "Stock," as used in this Agreement, shall mean all stock now owned or hereafter acquired by any means or at any time during the term or any renewal of this Agreement by the Shareholder or any of the Shareholder's heirs, personal representatives, successors, or assigns, all of which Stock hereafter acquired, the Shareholder shall, promptly upon receipt thereof, deliver to the Trustee, as provided by this Agreement.
Deposit of Stock. (a) Each Beneficiary shall promptly deliver to the Trustee certificates for transfer the following shares ("Trust Shares") to the Trustee: Percentage No. of Shares Ownership in deposited in Company Name Trust represented by Shares --------------------------------------- -------------- ----------------- Lin Family Partners, Ltd. 4,000,000 14.5% --------------------------------------- -------------- ----------------- Yuan Lin, Trustee of Y-C Irrevocable 3,000,000 10.83% ▇▇▇▇▇▇ ▇rust --------------------------------------- -------------- ----------------- Yuan Lin 2,000,000 7.24% --------------------------------------- -------------- ----------------- J.T. Lin 1,064,000 3.84% --------------------------------------- -------------- ----------------- Yuchin Lin 506,000 1.22% --------------------------------------- -------------- ----------------- Alex H. Lin -0- -0- --------------------------------------- -------------- ----------------- Tao Lin -0- -0- --------------------------------------- -------------- ----------------- Total Shares 10,570,000 19% --------------------------------------- -------------- ----------------- Such Trust Shares shall be held by the Trustee for the benefit of the Beneficiaries under this Agreement.
(b) Beneficiaries collectively own an additional 4,494,000 shares ("Non Trust Shares"), representing 16.22% of the outstanding common stock of the Company as of December 31, 2001, which shares are not being deposited into the trust created by this Agreement.
(c) During the term of this Agreement and any renewal and extension hereof, the Trust Shares and the Non Trust Shares shall be subject to a quarterly adjustment such that the aggregate number of Trust Shares and Non Trust Shares as of the beginning of each calendar quarter shall not exceed nineteen percent (19%) of the total issued and outstanding voting Common Stock. If at any time prior to the expiration or termination of this Agreement, the Company issues additional shares of common stock or a Beneficiary, or any other affiliate of J.T. Lin purchases or otherwise acquires or obtains any additional shar▇▇ ▇▇ ▇▇mmon stock of the Company, or any Beneficiary sells or otherwise transfers any of such Beneficiary's Trust Shares in accordance with the terms of this Agreement, then any such adjustment shall be made on a pro-rata basis among all of the Beneficiaries. Any such additional shares acquired or obtained by a Beneficiary shall be transferred and delivered immediately by the Benefic...
Deposit of Stock. (a) Upon execution of this Agreement, the Beneficiary shall deliver to the Trustee the stock certificate(s) representing his Stock, if any (the “Certificate”).
(b) Upon receiving the Certificate, the Trustee shall deliver it to the Depositary. Upon the written request of the Trustee, the Certificate will be cancelled and reissued to the Trustee in the name of the Beneficiary with a legend in substantially the following form: THIS CERTIFICATE IS HELD SUBJECT TO A VOTING TRUST AGREEMENT, A COPY OF WHICH IS ON FILE AT THE PRINCIPAL OFFICE OF THE CORPORATION AND IS OPEN TO INSPECTION BY THE HOLDER OF RECORD OF THIS CERTIFICATE AT ANY REASONABLE TIME. THE SALE, ENCUMBERING OR OTHER DISPOSITION OF THE SHARES OF STOCK EVIDENCED BY THIS CERTIFICATE IS RESTRICTED UNDER THE TERMS OF THE ABOVE-DESCRIBED VOTING TRUST AGREEMENT.
(c) Despite any changes in the Trustee, the Certificate may be endorsed and transferred by any successor Trustee with the same effect as if endorsed and transferred by the Trustee who has ceased to act. The Trustee is authorized and empowered to cause any further transfer of the Stock to be made that may be necessary because of any change of persons holding the office of Trustee.
(d) The Trustee shall have no authority to sell or otherwise dispose or encumber the Stock deposited pursuant to the terms of this Agreement.
(e) The Beneficiary is entitled to sell any or all of the Stock upon written notice to the Depository. Upon the sale of the Stock by the Beneficiary other than a sale to or among the Beneficiary’s spouse, parents, siblings or lineal descendants (“Family Group”), or any trust for the benefit of the Beneficiary’s Family Group, the Voting Trust will terminate with respect to the stock that has been sold and a stock certificate for the stock that has been sold shall be reissued without the legend in Section 3(b) above in accordance with Section 8 of this Agreement. Any Stock remaining unsold shall continue to be subject to this Agreement.
(f) Immediately following the receipt of the Certificate pursuant to Section 3(b), the Trustee shall hold the Certificate subject to the terms of this Agreement
Deposit of Stock. Upon the execution of this Agreement, each Depositor shall deposit with the Trustee and into the Voting Trust the number of shares of Common Stock set forth opposite the Depositor’s name in Exhibit A (as such Exhibit may be amended from time to time by the Trustee to reflect additional Depositors and/or their permitted assigns) to this Agreement. In addition, each Depositor on behalf of the Depositor and the Depositor’s successors in interest to the Common Stock owned by the Depositor agrees to deposit with the Trustee the certificates for any additional shares of Common Stock the Depositor may hereafter acquire. The shares so deposited will be transferred on the Company’s books into the name of the Voting Trust. In accordance with the foregoing, the Trustee is hereby authorized from time to time, in his sole discretion: (a) to accept additional shares of Common Stock of each Depositor to be held in accordance with the provisions of this Agreement; and (b) to make such further transfers of shares of Common Stock as are required by this Agreement. No person may withdraw shares of Common Stock from this Voting Trust prior to the termination of the Voting Trust, except in accordance with Section 19 of this Agreement.
Deposit of Stock. 1.1 Beneficiary, promptly upon demand by the Trustees, shall deliver to the Trustees certificates for the 2,000,000 shares of the Company's common stock, $.001 par value, ("Shares"), duly endorsed for transfer or accompanied by duly executed instruments of transfer. Promptly upon receipt of such certificate, the Trustees shall (i) cause such shares to be registered in the name of the Trustees, (ii) cause the new share certificates to bear any necessary legends referring to this Agreement, and (iii) file a duplicate copy of this Agreement with the registered office of the Company in the state of Delaware.
1.2 The Trustees shall keep a copy of this Agreement at the principal office of the Company. This Agreement shall be open for inspection by any stockholder of the Company, or its agents upon the same terms as the record of stockholders of the Company is open to inspection to such persons.
1.3 Notwithstanding the foregoing, and subject to the requirements of any other law or agreement, the Beneficiary shall be entitled to transfer any and all of the Shares by directing the Trustees in writing in a form satisfactory to the Trustees to transfer the Shares. All transfers shall be recorded in the Trustees' records and any proper transfer shall vest in the transferee all rights of the Beneficiary including any limitations imposed on the Beneficiary by this Agreement. All Transferees shall sign a copy of this Agreement, agreeing to be bound hereby, as well as any other agreement, if applicable.
Deposit of Stock. In connection with the deposit of Stock hereunder, the Depositary or the Custodian may require the following in form satisfactory to it: (a) a written order directing the Depositary to issue to, or upon the written order of, the person or persons designated in such order a Direct Registration ADR or ADRs evidencing the number of ADSs representing such deposited Stock (a "Delivery Order"); (b) proper endorsements or duly executed instruments of transfer in respect of such deposited Stock; (c) instruments assigning to the Custodian or its nominee any distribution on or in respect of such deposited Stock or indemnity therefor; and (d) proxies entitling the Custodian to vote such deposited Stock. As soon as practicable after the Custodian receives Deposited Securities pursuant to any such deposit or pursuant to paragraph (10) or (13) of the form of ADR, the Custodian shall present such Deposited Securities for registration of transfer into the name of the Custodian or its nominee, to the extent such registration is practicable, at the cost and expense of the person making such deposit (or for whose benefit such deposit is made) and shall obtain evidence satisfactory to it of such registration. Deposited Securities shall be held by the Custodian for the account and to the order of the Depositary at such place or places and in such manner as the Depositary shall determine. Deposited Securities may be delivered by the Custodian to any person only under the circumstances expressly contemplated in this Deposit Agreement. Stock may be deposited hereunder by electronic book-entry means, together with delivery of the documents, payments and Delivery Order referred to herein to the Custodian or the Depositary. Stock may also be deposited hereunder in connection with the delivery of ADRs to represent distributions referred to in paragraph (10) of the form of ADR or upon exercise of the Rights referred to in paragraph (10) of the form of ADR; provided, however, that in such event if by operation of applicable provisions of the Japanese Commercial Code no certificate for any number of Stock issued upon such distribution or upon such exercise is issuable, such number of Stock which would form a part of the Deposited Securities in respect of the ADRs to be delivered pursuant to paragraph (10) of the form of ADR shall be deemed to be deposited hereunder without delivery of such certificate to the Custodian if such Stock is registered in the name of the Depositary or its nomi...