Preferred Shareholders Sample Clauses

Preferred Shareholders. 1. Beijing Cash Capital Venture Partners.(北京国科鼎鑫投资中心(有限合伙)) (the “Cashcapital Investor”);
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Preferred Shareholders. The Preferred Shareholders may Transfer any Equity Securities of the Company now or hereafter owned or held by them subject to compliance with Section 6.5 below, provided that such transferee shall have executed and delivered such documents and take such other actions as may be necessary for it to join in and be bound by the terms of this Agreement as a “Preferred Shareholder”, and provided further that during the period starting from the Closing Date and until the third (3rd) anniversary thereof (the “Competitor Restriction Period”), the Preferred Shareholders may not Transfer any Equity Securities of the Company to any Competitor of the Group Companies, without the prior consent of the Board. Notwithstanding the foregoing, if any Series A Investor wishes to transfer any Equity Securities of the Company before the Qualified IPO, such Series A Investor shall notify such equity interest transfer to the Founders and the Company and, within twenty (20) days after the receipt of such notice, the Founders, or their designated third party shall have the right of first refusal to purchase the transferred Equity Securities on the same price and terms set forth in such notice. For purposes of this Agreement, a “Competitor of the Group Companies” means any company (and their respective Affiliates) that is primarily engaged in the business of an online real estate transaction platform (for purposes of clarity, it shall be limited to the selling of new houses and secondary houses); provided, that for purposes of this definition only, “Affiliates” shall not include any financial or corporate investor shareholders of such company that do not otherwise Control such company; and provided further, notwithstanding the foregoing, “Competitor of the Group Companies” shall exclude such Persons in whom any of the Investors has made its investment in such Person prior to the date of execution of the Series C Equity Interests Purchase Agreement.
Preferred Shareholders the B Ordinary Shareholders, the A Ordinary Shareholders and any other class of preferred shares in the capital of BTL from time to time;
Preferred Shareholders. LIAD DEVELOPMENT AND HOLDINGS LTD.
Preferred Shareholders. 1. Series A Redeemable Participating Preferred Stock beneficially held by Xxx Xxxxxx
Preferred Shareholders. All appropriate approvals and consents have been received from the Series A Preferred Shares and the Series B Preferred Shares (the “Preferred Stockholders”) in accordance with the Target’s Articles of Incorporation with respect to the conversion of their preferred shares into common stock. Immediately prior to the Effective Time, Target will not have any obligations (monetary or otherwise) to any Preferred Stockholders.
Preferred Shareholders. Subject to Section 5, each Preferred Shareholder may Transfer any Equity Securities of the Company now or hereafter owned or held by it without limitation; provided that (a) such Transfer is effected in compliance with all applicable Laws and this Section 4; (b) the transferee, prior to the completion of the Transfer, shall have executed and delivered a Deed of Adherence substantially in the form attached hereto as Appendix B to join in and be bound by the terms of this Agreement as a “Preferred Shareholder” (if not already a Party hereto); (c) with respect to the Preferred Shareholders other than Series C Lead Investor and Meituan, the transferee cannot be a Competitor of the Company, unless otherwise agreed by the Founders and the Majority Preferred Holders; and (d) with respect to the Series C Lead Investor and Meituan, the transferee shall not be a Competitor of the Company, unless otherwise agreed by the Founders.
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Preferred Shareholders. Preferred Shareholders" shall mean all the registered and beneficial holders of the Class C Preferred Shares and the Class F Preferred Shares of SFG.

Related to Preferred Shareholders

  • Preferred Shares The Preferred Shares have been duly and validly authorized, and, when issued and delivered pursuant to this Agreement, such Preferred Shares will be duly and validly issued and fully paid and non-assessable, will not be issued in violation of any preemptive rights, and will rank pari passu with or senior to all other series or classes of Preferred Stock, whether or not issued or outstanding, with respect to the payment of dividends and the distribution of assets in the event of any dissolution, liquidation or winding up of the Company.

  • The Shareholders Each Shareholder represents and warrants to the Company and the other Shareholders, as of the date of this Agreement, as follows:

  • Principal Shareholders 5 2.04 Subsidiaries.............................................................................. 6 2.05 Convertible Securities, Options, Etc...................................................... 6 2.06 Authorization and Validity of Agreement................................................... 6 2.07. Validity of Transactions; Absence of Required Consents or Waivers......................... 6 2.08.

  • Warrant Holders Section 9.1. Warrant Holder Deemed Not a Stockholder................................................... 29 Section 9.2.

  • Series B Preferred Stock Section 1.2(d)......................... 5 Shares............................ Section 3.2(a).........................

  • By Shareholders Subject to the terms and conditions of this Article 9, if the Closing occurs, each Shareholder jointly and severally hereby agrees to indemnify, defend and hold harmless Buyer, its directors, officers, employees and controlled persons (hereinafter "Buyer's Affiliates") and the Company from and against all Claims asserted against, resulting to, imposed upon, or incurred by Buyer, Buyer's Affiliates or the Company, directly or indirectly, by reason of, arising out of or resulting from (a) the inaccuracy or breach of any representation or warranty of any Shareholder contained in this Agreement or any certificate or schedule delivered by the Shareholders to the Buyer in connection with this Agreement or (b) the breach of any covenant of any Shareholder or the Company contained in this Agreement. As used in this Article 9, the term "Claim" shall include: (i) all debts, liabilities and obligations; (ii) all losses, damages (including, without limitation, consequential damages), judgments, awards, settlements, costs and expenses (including, without limitation, interest (including prejudgment interest in any litigated matter), penalties, court costs and attorneys fees and expenses); and (iii) all demands, claims, suits, actions, costs of investigation, causes of action, proceedings and assessments, in each case actually incurred by the claimant. Notwithstanding the foregoing paragraph, the obligations of the Shareholders to indemnify, defend and hold harmless Buyer, Buyer's Affiliates and the Company if the Closing occurs shall be several and not joint obligations with respect to Claims arising out of or related to any inaccuracy or breach of such Shareholder's representations and warranties set forth in Section 3.2 hereof or with respect to any breach of such Shareholder's agreements set forth in Section 5.2 hereof and any amounts recoverable by Buyer in connection with either such breach shall be solely recoverable from such Shareholder.

  • Warrant Holders Not Deemed Stockholders No holder of Warrants shall, as such, be entitled to vote or to receive dividends or be deemed the holder of Common Stock that may at any time be issuable upon exercise of such Warrants for any purpose whatsoever, nor shall anything contained herein be construed to confer upon the holder of Warrants, as such, any of the rights of a stockholder of the Company or any right to vote for the election of directors or upon any matter submitted to stockholders at any meeting thereof, or to give or withhold consent to any corporate action (whether upon any recapitalization, issue or reclassification of stock, change of par value or change of stock to no par value, consolidation, merger or conveyance or otherwise), or to receive notice of meetings, or to receive dividends or subscription rights, until such Holder shall have exercised such Warrants and been issued shares of Common Stock in accordance with the provisions hereof.

  • Warrantholder not a Shareholder Except as may be specifically provided herein, nothing in this Indenture or in the holding of a Warrant Certificate, entitlement to a Warrant or otherwise, shall, in itself, confer or be construed as conferring upon a Warrantholder any right or interest whatsoever as a Shareholder, including, but not limited to, the right to vote at, to receive notice of, or to attend, meetings of Shareholders or any other proceedings of the Corporation, or the right to Dividends and other allocations.

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