Common use of ADSs Clause in Contracts

ADSs. Subject to any transfer restriction to which each Investor is subject, the Company shall use its commercially reasonable efforts to cause the Depositary to deliver ADSs to each Investor from time to time upon such Investor’s deposit of any Purchased Share with the Depositary or its designated custodian and the satisfaction of any other customary requirements under the Deposit Agreement and, in connection therewith, the Company shall cause new share certificate(s) to be issued and entries on the Company’s register of members to be entered with respect to such shares in the name of the Depositary, without restrictive legends, for the purpose of such deposit. In connection with each Investor’s deposit of any Purchased Shares and the issuance of ADSs representing such shares, the Company shall bear fees and expenses, if any, related to the cancellation of any share certificates representing such shares and issuance of new share certificates, the updating of the Company’s register of members of any deposit of such shares with the Depositary or its designated custodian, and if any legal opinion by the counsel to the Company is required in connection with the deposit of such shares, the issuance of such legal opinion, except that any ADS issuance fees and other charges of the Depositary and its custodian shall be borne by the applicable Investor.

Appears in 2 contracts

Samples: Share Purchase Agreement (Alibaba Group Holding LTD), Share Purchase Agreement

ADSs. Subject to any transfer restriction to which each Investor is subjectSection 4.08, the Company shall use its commercially reasonable efforts to cause the Depositary Company’s depositary to deliver ADSs to each Investor the Purchaser from time to time upon such Investorthe Purchaser’s deposit of any Purchased Share with the Depositary Company’s depositary or its designated custodian and the satisfaction of any other customary requirements under the Deposit Agreement and, in connection therewith, the Company shall cause new share certificate(s) to be issued and entries on the Company’s register of members to be entered with respect to such shares in the name of the DepositaryCompany’s depositary, without restrictive legends, for the purpose of such deposit. In connection with each Investorthe Purchaser’s deposit of any Purchased Shares and the issuance of ADSs representing such shares, (i) the Company shall bear fees and expenses, if any, related to the cancellation of any share certificates representing such shares and issuance of new share certificates, the updating of the Company’s register of members of any deposit of such shares with the Depositary Company’s depositary or its designated custodiancustodian and related update to the Company’s register of members, the issuance of the ADSs representing such Purchased Shares, and if any legal opinion by the counsel to the Company is required in connection with the deposit of such shares, the issuance of such legal opinion, except that and (ii) the Purchaser shall bear any ADS issuance fees and other charges of the Depositary Company’s depositary and its custodian shall be borne by the applicable Investorcustodian.

Appears in 2 contracts

Samples: Share Purchase Agreement (Qudian Inc.), Share Purchase Agreement (Secoo Holding LTD)