Authorization of the Deposit Agreement. The Deposit Agreement has been duly authorized, executed and delivered by the Company and, assuming due authorization, execution and delivery by the Depositary, constitutes a valid and legally binding obligation of the Company enforceable in accordance with its terms, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or similar laws of general applicability affecting creditors’ rights or by equitable principles relating to enforceability. Upon due issuance and delivery by the Depositary of ADSs representing the Offered Securities and the deposit of Ordinary Shares represented by such ADSs in accordance with the provisions of the Deposit Agreement, such ADSs will be duly and validly issued and the persons in whose names the ADSs are registered will be entitled to the rights specified in the Deposit Agreement; and the Deposit Agreement and the rights, obligations and features attaching to the ADSs conform in all material respects to the descriptions thereof contained in the Registration Statement, the General Disclosure Package and the Final Prospectus.
Appears in 2 contracts
Samples: Underwriting Agreement (58.com Inc.), Underwriting Agreement (58.com Inc.)
Authorization of the Deposit Agreement. The Deposit Agreement has been duly authorized, executed and delivered by the Company and, assuming due authorization, execution and delivery by the Depositary, constitutes a valid and legally binding obligation of the Company Company, enforceable in accordance with its terms, except subject, as enforceability may be limited by applicable to enforceability, to bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium or and similar laws of general applicability relating to or affecting creditors’ rights or by equitable principles relating and to enforceabilitygeneral equity principles. Upon due issuance and delivery The ADSs, when issued by the Depositary of ADSs representing the Offered Securities and against the deposit of Ordinary the Offered Shares represented by such ADSs in respect thereof in accordance with the provisions of the Deposit Agreement, such ADSs will be duly authorized, validly issued, fully paid and validly issued non-assessable, and the persons in whose names the such ADSs are registered will be entitled to the rights of registered holders of the ADSs specified therein and in the Deposit Agreement; and the . The Deposit Agreement and the rights, obligations and features attaching to the ADSs conform conforms in all material respects to the descriptions thereof contained in the Registration Statement, the General Disclosure Package and the Final Prospectus.
Appears in 2 contracts
Samples: Underwriting Agreement (HUYA Inc.), Underwriting Agreement (HUYA Inc.)
Authorization of the Deposit Agreement. The Deposit Agreement has been duly authorized, executed and delivered by the Company and, and assuming due authorization, execution and delivery by the Depositary, constitutes a valid and legally binding obligation of the Company Company, enforceable in accordance with its terms, except subject, as enforceability may be limited by applicable to enforceability, to bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium or and similar laws of general applicability relating to or affecting creditors’ rights or by equitable principles relating and to enforceabilitygeneral equity principles. Upon due issuance and delivery The ADSs, when issued by the Depositary of ADSs representing the Offered Securities and against the deposit of Ordinary the Offered Shares represented by such ADSs in respect thereof in accordance with the provisions of the Deposit Agreement, such ADSs will be duly authorized, validly issued, fully paid and validly issued nonassessable, and the persons in whose names the such ADSs are registered will be entitled to the rights of registered holders of the ADSs specified therein and in the Deposit Agreement; . The descriptions of this Agreement and the Deposit Agreement and the rights, obligations and features attaching to the ADSs conform in all material respects to the descriptions thereof contained in the Registration Statement, the General Disclosure Package and the Final ProspectusProspectus is true and accurate in all material respects.
Appears in 2 contracts
Samples: Underwriting Agreement (GSX Techedu Inc.), Underwriting Agreement (GSX Techedu Inc.)
Authorization of the Deposit Agreement. The Deposit Agreement has been duly authorized, executed and delivered by the Company and, assuming due authorization, execution and delivery by the Depositary, constitutes a valid and legally binding obligation of the Company, enforceable against the Company enforceable in accordance with its terms, except subject, as enforceability may be limited by applicable to enforceability, to bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium or and similar laws of general applicability relating to or affecting creditors’ rights or by equitable principles relating and to enforceabilitygeneral equity principles. Upon due issuance and delivery The ADSs, when issued by the Depositary of ADSs representing the Offered Securities and against the deposit of Ordinary the Offered Shares represented by such ADSs in respect thereof in accordance with the provisions of the Deposit Agreement, such ADSs will be duly authorized, validly issued, fully paid and validly issued nonassessable, and the persons in whose names the such ADSs are registered will be entitled to the rights of registered holders of the ADSs specified therein and in the Deposit Agreement; and the . The Deposit Agreement and the rights, obligations and features attaching to the ADSs conform conforms in all material respects to the descriptions thereof contained in the Registration Statement, the General Disclosure Package and the Final Prospectus.
Appears in 2 contracts
Samples: Underwriting Agreement (Uxin LTD), Underwriting Agreement (Sogou Inc.)
Authorization of the Deposit Agreement. The Deposit Agreement has been was duly authorized, executed authorized and delivered by the Company and, assuming due authorization, execution and delivery by the Depositary, constitutes a valid and legally binding obligation agreement of the Company Company, enforceable in accordance with its terms, except as enforceability rights to indemnification thereunder may be limited by applicable law and public policy considerations and subject, as to enforceability, to bankruptcy, insolvency, reorganization, moratorium or reorganization and similar laws of general applicability relating to or affecting creditors’ rights or by equitable principles relating and to enforceability. Upon due general equity principles; upon issuance and delivery by the Depositary of ADRs evidencing ADSs representing the Offered Securities (if any) or ADSs and the deposit of Ordinary Shares represented by such ADSs in respect thereof in accordance with the provisions of the Deposit Agreement, such ADSs will be duly and validly issued and the persons in whose names the ADSs are registered will be entitled to the rights specified therein and in the Deposit Agreement; and the Deposit Agreement and the rights, obligations and features attaching to the ADRs evidencing ADSs (if any) or ADSs conform in all material respects to the descriptions thereof contained in the Registration Statement, the General Disclosure Package Statement and the Final Prospectus.
Appears in 2 contracts
Samples: Sales Agreement (Adaptimmune Therapeutics PLC), Sales Agreement (Adaptimmune Therapeutics PLC)
Authorization of the Deposit Agreement. The Deposit Agreement has been duly authorized, executed and delivered by the Company and, assuming due authorization, execution and delivery by the Depositary, constitutes a valid and legally binding obligation of the Company enforceable in accordance with its terms, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or similar laws of general applicability affecting creditors’ rights or by equitable principles relating to enforceability. Upon due issuance and delivery by the Depositary of ADSs representing the Offered Securities and the deposit of Ordinary Shares represented by such ADSs in accordance with the provisions of the Deposit Agreement, such ADSs will be duly and validly issued and the persons in whose names the ADSs are registered will be entitled to the rights specified therein and in the Deposit Agreement; and the Deposit Agreement and the rights, obligations and features attaching to the ADSs conform in all material respects to the descriptions thereof contained in the Registration Statement, the General Disclosure Package Time of Sale Prospectus and the Final Prospectus.
Appears in 2 contracts
Samples: Underwriting Agreement (PPDAI Group Inc.), Underwriting Agreement (Tuniu Corp)
Authorization of the Deposit Agreement. The Deposit Agreement has been duly authorized, executed and delivered by the Company and, assuming due authorization, execution and delivery by the Depositary, constitutes a legal, valid and legally binding obligation agreement of the Company enforceable against the Company in accordance with its terms, except as enforceability enforcement thereof may be limited by applicable bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium or and similar laws of general applicability relating to or affecting creditors’ rights or by equitable and to general principles relating to enforceability. Upon of equity; upon due issuance and delivery by the Depositary of ADRs evidencing ADSs representing the Offered Securities and against the deposit of the Ordinary Shares represented by such ADSs in respect thereof in accordance with the provisions of the Deposit Agreement, such ADSs ADRs will be duly and validly issued and the persons in whose names the ADSs are registered holders and beneficial owners thereof will be entitled to the rights specified therein and in the Deposit Agreement; and the Deposit Agreement and the rights, obligations and features attaching to the ADSs ADRs conform in all material respects to the descriptions thereof contained in the Registration Statement, the General Disclosure Package and the Final Prospectus.
Appears in 2 contracts
Samples: Underwriting Agreement (Tudou Holdings LTD), Underwriting Agreement (Chemspec International LTD)
Authorization of the Deposit Agreement. The Deposit Agreement has been duly authorized, executed and delivered by the Company and, assuming due authorization, execution and delivery by the Depositary, constitutes a valid and legally binding obligation of the Company Company, enforceable in accordance with its terms, except subject, as enforceability may be limited by applicable to enforceability, to bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium or and similar laws of general applicability relating to or affecting creditors’ rights or by equitable principles relating and to enforceabilitygeneral equity principles. Upon due issuance and delivery The ADSs, when issued by the Depositary of ADSs representing the Offered Securities and against the deposit of Ordinary the Offered Shares represented by such ADSs in respect thereof in accordance with the provisions of the Deposit Agreement, such ADSs will be duly and authorized, validly issued and the persons in whose names the such ADSs are registered will be entitled to the rights of registered holders of the ADSs specified therein and in the Deposit Agreement; and the . The Deposit Agreement and the rights, obligations and features attaching to the ADSs conform in all material respects to the descriptions thereof contained in the Registration Statement, the General Disclosure Package and the Final Prospectus.
Appears in 1 contract
Authorization of the Deposit Agreement. The Deposit Agreement has been duly authorized, and will be executed and delivered by the Company on the First Closing Date (as defined below) and, assuming due authorization, execution and delivery by the Depositary, constitutes a valid and legally binding obligation of the Company enforceable in accordance with its terms, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or similar laws of general applicability affecting creditors’ rights or by equitable principles relating to enforceability. Upon due issuance and delivery by the Depositary of ADSs representing the Offered Securities and the deposit of Ordinary Shares represented by such ADSs in accordance with the provisions of the Deposit Agreement, such ADSs will be duly and validly issued and the persons in whose names the ADSs are registered will be entitled to the rights specified therein and in the Deposit Agreement; and the Deposit Agreement and the rights, obligations and features attaching to the ADSs conform in all material respects to the descriptions thereof contained in the Registration Statement, the General Disclosure Package Time of Sale Prospectus and the Final Prospectus.
Appears in 1 contract
Authorization of the Deposit Agreement. The Deposit Agreement [has been been/will be] duly authorized, executed and delivered by the Company and, assuming due authorization, execution and delivery by the DepositaryDepository, constitutes a valid and legally binding obligation agreement of the Company enforceable against the Company in accordance with its terms, except as enforceability may be limited by applicable subject to bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium or and similar laws of general applicability affecting creditors’ rights or and by general equitable principles relating to enforceabilityprinciples. Upon due issuance execution and delivery by the Depositary of ADSs representing the Offered Securities to be sold by the Company and the deposit by the Company of Ordinary Shares represented by underlying such ADSs Offered Securities in respect thereof in accordance with the provisions of the Deposit Agreement, such ADSs will be duly and validly issued and the persons in whose names the ADSs such Offered Securities are registered will be entitled to the rights of registered holders of Offered Securities specified in the Deposit Agreement; and the Deposit Agreement and the rights, obligations and features attaching to the ADSs Offered Securities will conform in all material respects to the descriptions thereof contained in the Registration Statement, the General Disclosure Package and the Final Prospectus.
Appears in 1 contract
Samples: Underwriting Agreement (Tfi Tab Gida Yatirimlari A.S.)
Authorization of the Deposit Agreement. The Deposit Agreement has been duly authorized, executed and delivered by the Company and, assuming due authorization, execution and delivery by the Depositary, constitutes a valid and legally binding obligation of the Company Company, enforceable in accordance with its terms, except subject, as enforceability may be limited by applicable to enforceability, to bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium or and similar laws of general applicability relating to or affecting creditors’ rights or by equitable principles relating and to enforceabilitygeneral equity principles. Upon due issuance and delivery The ADSs, when issued by the Depositary of ADSs representing the Offered Securities and against the deposit of Ordinary the Offered Shares represented by such ADSs in respect thereof in accordance with the provisions of the Deposit Agreement, such ADSs will be duly and authorized, validly issued issued, and the persons in whose names the such ADSs are registered will be entitled to the rights of registered holders of the ADSs specified therein and in the Deposit Agreement; and the . The Deposit Agreement and the rights, obligations and features attaching to the ADSs conform in all material respects to the descriptions thereof contained in the Registration Statement, the General Disclosure Package and the Final Prospectus.
Appears in 1 contract
Samples: Underwriting Agreement (LAIX Inc.)
Authorization of the Deposit Agreement. The Deposit Agreement has been duly authorized, executed and delivered by the Company and, and assuming due authorization, execution and delivery by the Depositary, constitutes a valid and legally binding obligation of the Company Company, enforceable in accordance with its terms, except subject, as enforceability may be limited by applicable to enforceability, to bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium or and similar laws of general applicability relating to or affecting creditors’ rights or by equitable principles relating and to enforceabilitygeneral equity principles. Upon due issuance and delivery The ADSs, when issued by the Depositary of ADSs representing the Offered Securities and against the deposit of Ordinary the Offered Shares represented by such ADSs in respect thereof in accordance with the provisions of the Deposit Agreement, such ADSs will be duly authorized, validly issued, fully paid and validly issued non-assessable, and the persons in whose names the such ADSs are registered will be entitled to the rights of registered holders of the ADSs specified therein and in the Deposit Agreement; and the . The Deposit Agreement and the rights, obligations and features attaching to the ADSs conform conforms in all material respects aspects to the descriptions thereof contained in the Registration Statement, the General Disclosure Package and the Final Prospectus.
Appears in 1 contract
Authorization of the Deposit Agreement. The Deposit Agreement has been duly authorized, and will be executed and delivered by the Company on the First Closing Date (as defined below) and, assuming due authorization, execution and delivery by the Depositary, constitutes a valid and legally binding obligation of the Company enforceable in accordance with its terms, except as enforceability may be limited by applicable bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium or similar laws of general applicability affecting creditors’ rights or by equitable principles relating to enforceability. Upon due issuance and delivery by the Depositary of ADSs representing the Offered Securities and the deposit of Ordinary Shares represented by such ADSs in accordance with the provisions of the Deposit Agreement, such ADSs will be duly and validly issued and the persons in whose names the ADSs are registered will be entitled to the rights specified therein and in the Deposit Agreement; and the Deposit Agreement and the rights, obligations and features attaching to the ADSs conform in all material respects to the descriptions thereof contained in the Registration Statement, the General Disclosure Package Time of Sale Prospectus and the Final Prospectus.
Appears in 1 contract
Samples: Underwriting Agreement (Lizhi Inc.)
Authorization of the Deposit Agreement. The Deposit Agreement has been duly authorized, and will be executed and delivered by the Company on the First Closing Date (as defined below) and, assuming due authorization, execution and delivery by the Depositary, constitutes a valid and legally binding obligation of the Company enforceable in accordance with its terms, except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or similar laws of general applicability affecting creditors’ rights or by equitable principles relating to enforceability. Upon due issuance and delivery by the Depositary of ADSs representing the Offered Securities and the deposit of Class A Ordinary Shares represented by such ADSs in accordance with the provisions of the Deposit Agreement, such ADSs will be duly and validly issued and the persons in whose names the ADSs are registered will be entitled to the rights specified therein and in the Deposit Agreement; and the Deposit Agreement and the rights, obligations and features attaching to the ADSs conform in all material respects to the descriptions thereof contained in the Registration Statement, the General Disclosure Package Time of Sale Prospectus and the Final Prospectus.
Appears in 1 contract
Authorization of the Deposit Agreement. The Deposit Agreement has been duly authorized, executed and delivered by the Company and, assuming due authorization, execution and delivery by the Depositary, constitutes a valid and legally binding obligation of the Company Company, enforceable in accordance with its terms, except subject, as enforceability may be limited by applicable to enforceability, to bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium or and similar laws of general applicability relating to or affecting creditors’ rights or by equitable principles relating and to enforceabilitygeneral equity principles. Upon due issuance and delivery The ADSs, when issued by the Depositary of ADSs representing the Offered Securities and against the deposit of Ordinary the Offered Shares represented by such ADSs in respect thereof in accordance with the provisions of the Deposit Agreement, such ADSs will be duly authorized, validly issued, fully paid and validly issued nonassessable, and the persons in whose names the such ADSs are registered will be entitled to the rights of registered holders of the ADSs specified therein and in the Deposit Agreement; and the . The Deposit Agreement and the rights, obligations and features attaching to the ADSs conform in all material respects to the descriptions thereof contained in the Registration Statement, the General Disclosure Package and the Final Prospectus.
Appears in 1 contract