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 binding agreement of the Company enforceable against the Company in accordance with its terms, except as enforcement thereof may be limited by bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and similar laws of general applicability relating to or affecting creditors’ rights and to general principles of equity; upon due issuance by the Depositary of ADRs evidencing ADSs against the deposit of the Ordinary Shares in respect thereof in accordance with the Deposit Agreement, such ADRs will be duly and validly issued and the holders and beneficial owners thereof will be entitled to the rights specified therein and in the Deposit Agreement; and the Deposit Agreement and the ADRs conform in all material respects to the descriptions thereof contained in 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, and assuming due authorization, execution and delivery by the Depositary, constitutes a legal, valid and legally binding agreement obligation of the Company Company, enforceable against the Company in accordance with its terms, except subject, as enforcement thereof may be limited by to enforceability, to bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and similar laws of general applicability relating to or affecting creditors’ rights and to general principles of equity; upon due issuance equity principles. The ADSs, when issued by the Depositary of ADRs evidencing ADSs against the deposit of the Ordinary Offered Shares in respect thereof in accordance with the provisions of the Deposit Agreement, such ADRs will be duly authorized, validly issued, fully paid and validly issued nonassessable, and the holders and beneficial owners thereof persons in whose names 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 ADRs conform in all material respects to the descriptions thereof contained in the Registration Statement, 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 legal, valid and binding agreement of the Company Company, enforceable against the Company in accordance with its terms, except as enforcement thereof may be limited by bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and similar laws of general applicability relating to or affecting creditors’ rights and to general principles of equity; upon due issuance by the Depositary of ADRs American Depositary Receipts evidencing the ADSs against the deposit of the Class A Ordinary Shares underlying such ADSs in respect thereof in accordance with the Deposit Agreement, such ADRs ADSs sold hereunder will be duly and validly issued and the owners and holders and beneficial owners thereof will be entitled to the rights specified therein and in the Deposit Agreement; and the Deposit Agreement and the ADRs ADSs conform in all material respects to the descriptions thereof contained in the General Disclosure Package and the Final Prospectus.
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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 legal, valid and legally binding agreement obligation of the Company enforceable against the Company in accordance with its terms, except as enforcement thereof enforceability may be limited by applicable bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and or similar laws of general applicability relating to or affecting creditors’ rights and or by equitable principles relating to general principles of equity; upon enforceability. Upon due issuance and delivery by the Depositary of ADRs evidencing ADSs against representing the Offered Securities and the deposit of the Ordinary Shares in respect thereof represented by such ADSs in accordance with the provisions of the Deposit Agreement, such ADRs ADSs will be duly and validly issued and the holders and beneficial owners thereof 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 ADRs ADSs conform in all material respects to the descriptions thereof contained in the General Disclosure Package Registration Statement, the Time of Sale Prospectus and the Final Prospectus.
Appears in 1 contract
Samples: Lizhi 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 legal, valid and legally binding agreement obligation of the Company Company, enforceable against the Company in accordance with its terms, except subject, as enforcement thereof may be limited by to enforceability, to bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and similar laws of general applicability relating to or affecting creditors’ rights and to general principles of equity; upon due issuance equity principles. The ADSs, when issued by the Depositary of ADRs evidencing ADSs against the deposit of the Ordinary Offered Shares in respect thereof in accordance with the provisions of the Deposit Agreement, such ADRs will be duly and authorized, validly issued and the holders and beneficial owners thereof persons in whose names 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 ADRs ADSs conform in all material respects to the descriptions thereof contained in the Registration Statement, the General Disclosure Package and the Final Prospectus.
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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 agreement obligation of the Company Company, enforceable against the Company in accordance with its terms, except subject, as enforcement thereof may be limited by to enforceability, to bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and similar laws of general applicability relating to or affecting creditors’ rights and to general principles of equity; upon due issuance equity principles. The ADSs, when issued by the Depositary of ADRs evidencing ADSs against the deposit of the Ordinary Offered Shares in respect thereof in accordance with the provisions of the Deposit Agreement, such ADRs will be duly and authorized, validly issued issued, and the holders and beneficial owners thereof persons in whose names 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 ADRs 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.)