Payment Acknowledgement Clause Samples

Payment Acknowledgement. (a) The Corporation acknowledges and agrees that it is a condition of Receiptholders’ payments of $134.50 per Subscription Receipt that the Escrowed Funds be held by the Subscription Receipt Agent in accordance with the provisions of Article 4 as agent and bailee on behalf of the holders of Subscription Receipts. The Corporation further acknowledges and confirms that it has and will have no interest in the Escrowed Funds or in the Earned Interest credited or received thereon until the Acquisition Closing Time or, in respect of any portion thereof payable to the Corporation pursuant to Section 3.3(a)(v) hereof, until the occurrence of a Termination Event. The Subscription Receipt Agent shall retain the Escrowed Funds as agent and bailee for and on behalf of the holders of Subscription Receipts and shall invest, disburse and deal with the Escrowed Funds as provided herein. (b) The Corporation has directed the Investors to deliver the Proceeds to the Subscription Receipt Agent on closing by way of electronic wire transfer and, upon receipt, the Subscription Receipt Agent shall immediately place such funds in a segregated account in accordance with the provisions of this Agreement. In that regard, the Subscription Receipt Agent hereby acknowledges receipt from the Investors of a wire transfer or wire transfers of funds in the aggregate amount of $3,200,000,328.00 in respect of the Subscription Receipts issued to the Investors pursuant to the Subscription Agreements and confirms that such funds have been deposited in a segregated account designated as the “Intact Financial Corporation – Cornerstone Sub. Receipts” account (the “Subscription Proceeds Account”), and the Subscription Receipt Agent will retain and invest such funds solely as agent and bailee on behalf of the holders of Subscription Receipts in accordance with the terms of this Agreement pending payment and release of the Escrowed Funds in accordance with the terms of this Agreement. Upon receipt of these funds, the Subscription Receipt Agent shall execute one or more separate written receipt(s) to the Investors evidencing the funds having been received. (c) The Corporation hereby: (i) acknowledges that the amount received by the Subscription Receipt Agent pursuant to Section 2.1(b) represents payment in full by the Investors to the Subscription Receipt Agent of the Subscription Price for the 23,791,824 Subscription Receipts issued on the date hereof; and (ii) irrevocably directs the Subscription Rec...

Payment Acknowledgement. 2.2.1 The Special Warrant Agent will acknowledge by a separate receipt the wire transfer, bank draft or certified cheque from the Underwriters, on behalf of each of the Special Warrantholders of the Offering Proceeds and confirms that such funds have been deposited in a segregated account in the name of the Special Warrant Agent designated as the “▇▇▇▇▇ Gaming Group Inc.—Special Warrants” or as otherwise directed by the Corporation and the Underwriters and will be used, invested and segregated in accordance with Article 6 hereof. 2.2.2 The Corporation hereby acknowledges that all amounts received by the Special Warrant Agent pursuant to Section 2.2.1 in accordance with the Corporation’s direction to the Underwriters, represents payment in full by the Special Warrantholders of the aggregate Issue Price for the Special Warrants and irrevocably directs the Special Warrant Agent to retain the amounts referred to in Section 2.2.1 in accordance with the terms of this Indenture pending payment of such amounts in accordance with the terms of this Indenture.

Payment Acknowledgement. (a) The Subscription Receipt Agent hereby acknowledges receipt from the Lead Underwriter, on behalf of the Underwriters, of a wire transfer of funds in the aggregate amount of $l and confirms that such funds have been deposited in a segregated account in the name of the Corporation designated as “Gran Tierra Energy Inc. - Subscription Receipts”, or as otherwise directed by the Corporation in writing, and the Subscription Receipt Agent will retain such amount in accordance with the terms of this Agreement pending payment of such amount in accordance with the terms of this Agreement. (b) The Corporation hereby: (i) acknowledges that the amount received by the Subscription Receipt Agent pursuant to Subsection 2.1(a) represents payment in full by the Underwriters of the aggregate Subscription Price for l Subscription Receipts, net of the amount contemplated by Subsection 2.1(c)(ii); and (ii) irrevocably directs the Subscription Receipt Agent to retain the amount specified in Subsection 2.1(a) in accordance with the terms of this Agreement pending payment of such amount in accordance with the terms of this Agreement. (c) On behalf of the Underwriters, the Lead Underwriter acknowledges: (i) receipt of one or more Global Subscription Receipts representing l Subscription Receipts registered in the name of CDS (or its nominee)[; and (ii) satisfaction by the Corporation of its obligation to pay the first half of the Underwriters’ Fee payable to the Underwriters pursuant to the Underwriting Agreement].

Payment Acknowledgement. The parties acknowledge that the following amount(s) has previously been paid to the State in accordance with the Agreement: The amount of xxxxxxxxxxxxxxxxxxxxxxxxxxxxxxx (GST exclusive) has already been paid by the Commonwealth to the State as part of the Funds payable under the Project Schedule. Costs and GST Each party must meet or pay its own costs and expenses (including legal costs) in respect of the preparation, negotiation, execution and completion of this Variation. If GST is payable on any supply made under or in connection with this Variation, the recipient of the supply must pay to the supplier an additional amount equal to the GST payable on the supply provided that the supplier has given the recipient a tax invoice for the supply. The State must pay any stamp duties and registration or other fees (including fines, penalties and interest relating to such duties and fees) which are payable or are assessed by a relevant government body or other person to be payable in relation to this document or any transaction contemplated by it.

Payment Acknowledgement. (a) The Subscription Receipt Agent hereby acknowledges receipt from Scotia, on behalf of the Underwriters, of a wire transfer of funds in the aggregate amount of $1,495,043,700 and confirms that such funds have been deposited in a segregated account in the name of the Corporation designated as the “Baytex Energy Corp. — Subscription Receipts”, or as otherwise directed by the Corporation and the Co-Lead Underwriters, and the Subscription Receipt Agent will retain such amount in accordance with the terms of this Agreement pending payment of such amount in accordance with the terms of this Agreement. (b) The Corporation hereby acknowledges that the amount received by the Subscription Receipt Agent pursuant to Section 2.1(a) in accordance with the Corporation’s direction to the Co-Lead Underwriters, represents payment in full by the Underwriters of the Subscription Price for 38,433,000 Subscription Receipts and irrevocably directs the Subscription Receipt Agent to retain such amounts in accordance with the terms of this Agreement pending payment of such amount in accordance with the terms of this Agreement.

Payment Acknowledgement. The parties acknowledge that the following amount(s) has previously been paid to the State in accordance with the Agreement: (a) The amount of $ (GST exclusive) has already been paid by the Commonwealth to the State as part of the Funds payable under the Project Schedule.

Payment Acknowledgement. (a) The Subscription Receipt Agent hereby: (i) acknowledges the receipt of Canadian Proceeds in the amount of $51,596,875 from Clarus; (ii) confirms that the Canadian Proceeds referred to in Section 2.2(a)(i) shall be immediately deposited by the Subscription Receipt Agent in one or more interest-bearing trust accounts in accordance with Section 6.1 and, pending the Acquisition Closing Date, will be invested in accordance with Section 6.1; and (iii) confirms that Subscription Receipt Certificates have been issued, in accordance with written directions of the Company, representing the Subscription Receipts created and issued pursuant to Section 2.1. (b) The U.S. Escrow Agent hereby: (i) acknowledges the receipt of U.S. Proceeds in the amount of $6,650,000; and (ii) confirms that the U.S. Proceeds referred to in Section 2.2(b)(i) shall be immediately deposited by the U.S. Escrow Agent in one or more interest-bearing trust accounts in accordance with Section 6.1 and, pending the Acquisition Closing Date, will be invested in accordance with Section 6.1. (c) The Company hereby: (i) acknowledges that the amount received by the Subscription Receipt Agent pursuant to Section 2.2(a)(i) and the amount received by the U.S. Escrow Agent pursuant to Section 2.2(b)(i) represent payment in full by the Agents of the Subscription Receipt Price for an aggregate of 12,262,500 Subscription Receipts; (ii) irrevocably directs the Subscription Receipt Agent to retain the Canadian Proceeds and the U.S. Escrow Agent to retain the U.S. Proceeds, each in accordance with the terms of this Agreement pending payment of such amounts in accordance with the terms of this Agreement; and (iii) irrevocably directs the Subscription Receipt Agent, concurrently with the execution and delivery of this Agreement, to certify, countersign and deliver Subscription Receipt Certificates representing an aggregate of 12,262,500 Subscription Receipts, in accordance with written directions from the Company. (d) The Agents hereby: (i) acknowledge receipt of the Subscription Receipt Certificates representing 12,262,500 Subscription Receipts; (ii) irrevocably direct the Subscription Receipt Agent to retain the total amount received by the Subscription Receipt Agent in respect of 10,862,500 Subscription Receipts in accordance with the terms of this Agreement pending payment of such amount in accordance with the terms of this Agreement; and (iii) irrevocably direct the U.S. Escrow Agent to retain the total amo...

Payment Acknowledgement. The parties acknowledge that the following amount(s) has previously been paid to the State in accordance with the Agreement (a) Gross amount of $38,045,920 (GST exclusive), representing Stage 1 $36,340,000 and Stage 2 $1,705,920; and (b) Net amount $37,114,576 (Gross Income $38,045,920 less Interest recovery of $931,344).

Payment Acknowledgement. Pursuant to the Asset Purchase Agreement, and in consideration for the Seller's and each Shareholder's covenant in Section 4 hereof, the Seller will be paid the Purchase Price (as defined in the Asset Purchase Agreement) by the Company, subject to certain adjustments. Further, each Shareholder hereby represents that he is the beneficial owner of certain issued and outstanding shares of capital stock of the Seller. The Seller and each Shareholder acknowledges and agrees that it or he (as applicable) will benefit materially and significantly from the Transactions.