Circular 37 Registration. Each Company Security Holder who is subject to any of the registration or reporting requirements of Circular 37 shall, and each Warrantor shall cause such Company Security Holder to, complete all of its necessary reporting and/or registration of Circular 37 and provide evidence relating thereto within two (2) months after the Closing.
Circular 37 Registration. Notwithstanding anything to the contrary contained in this Agreement and the other Transaction Documents, as soon as practicable after the Closing but in no event later than twelve (12) months following the Closing, if any holder or beneficial owner of any equity security of the Company (other than any direct or indirect holder or beneficial owner of the Investors and other exiting investors of the Company) (each, a “Security Holder”) is a “Domestic Resident” as defined in Circular 37 and is subject to the SAFE registration or reporting requirements under Circular 37, the Warrantors shall cause such Security Holder to comply with the applicable SAFE registration or reporting requirements under SAFE Rules and Regulations., including but not limitation, (i) the application of the SAFE registration certificate, and (ii) to the extent practicable, the amendment of his/her existing SAFE registration certificates with the applicable Governmental Authorities in accordance with applicable Laws.
Circular 37 Registration. Schedule 4.22 of the Disclosure Schedules sets forth all the reporting and/or registrations made to date pursuant to the SAFE Rules and Regulations by each present and former holder or beneficial owner of any share capital of the Company who is a Circular 37 Security Holder.
Circular 37 Registration. (a) Prior to the Closing, each CZH Transferor and CZH Holder who (i) is a Circular 37 Security Holder and (ii) has failed to comply with the reporting and/or registration requirements under the SAFE Rules and Regulations shall, and the Company, the CZH Transferors and CZH Holders shall use their respective best efforts to cause each Circular 37 Security Holder who has failed to comply with the reporting and/or registration requirements under the SAFE Rules and Regulations (collectively, the “Complying Circular 37 Security Holders”) to comply with the reporting and/or registration requirements under the SAFE Rules and Regulations. The Company, the CZH Transferors and CZH Holders shall provide copies of any such report, filing or application to SolarMax prior to filing and consider all reasonable additions, deletions or changes suggested by SolarMax in connection therewith. Each of the Company, the CZH Transferors and CZH Holders shall keep SolarMax apprised of any communication with, and the status of any inquiries or requests for additional information from, SAFE in connection therewith.
(b) Each CZH Transferor and CZH Holder who is a Circular 37 Security Holder shall use his best efforts to (i) report and file with SAFE the transfer of his or its portion of the Company Interests as contemplated under this Agreement, as soon as practicable after the Closing, in accordance with the requirements under the SAFE Rules and Regulations, or (ii) provide the Company with all documents, information and assistance as is reasonably necessary to enable the Company to promptly make such report and filing with SAFE on behalf of such CZH Transferor and CZH Holder, as the case may be.
Circular 37 Registration. As soon as possible but in no event later than ten (10) days after the date of this Agreement, to the extent legally required or required by the competent local counterpart of the SAFE to conduct the registration under Circular 37, each of the direct or indirect shareholders of the Company, who is a PRC resident, shall apply to and, within ninety (90) days after the date of this Agreement, obtain a written acceptance from the competent local counterpart of the SAFE in the PRC for the change registration with respect to the transactions contemplated under the Series C Purchase Agreement and any previous shareholding changes of the Company or InnoLight SZ (if applicable) pursuant to the Notice on Relevant Issues Concerning Foreign Exchange Control on Domestic Residents’ Overseas Investment and Financing and Roundtrip Investment through Offshore Special Purpose Vehicles issued by the State Administration of Foreign Exchange (“SAFE”) on July 4, 2014 (“Circular 37”) and any successor rule or regulation under PRC law, and shall use its best efforts to complete such change registration and become fully compliant with Circular 37 and all other applicable SAFE rules and regulations in connection with their holding of shares of the Company by no later than February 28, 2015.
(15) Section 9.11 of Exhibit C to the Agreement shall be amended as follows:
Circular 37 Registration. Each Person who, directly or indirectly through a holding company, holds any Equity Securities of the Company as at the First Closing shall comply with the registration and any other requirement of Circular 37, to the extent that such Person is subject to or under the jurisdiction of Circular 37 and evidence thereof shall be provided to the Investors.
Circular 37 Registration. To the extent required by applicable laws and SAFE, as soon as practicable after the Closing but in any event no later than three (3) months after the Closing unless otherwise approved by the Investors, each shareholder of the Company who is a “domestic resident” (as defined in Circular 37) shall report and register with the competent local branch of the SAFE in accordance with the requirements of Circular 37.
Circular 37 Registration. The Founder and each Individual Holder who is a “domestic resident” (as defined in Circular 37) has completed, obtained and updated the foreign exchange registration with the competent local branch of the SAFE with respect to his/her direct and indirect record and beneficial ownership of Equity Securities in the Company and each other Group Company in accordance with the requirement of the applicable SAFE rules and regulations.
Circular 37 Registration. The Company shall, on a continuous basis, cause each of the direct and indirect beneficial owners of shares and equity interest in the Company, who is a “domestic resident” (as defined in Circular 37), to duly complete, obtain and keep the foreign exchange registration or the registration of alteration with the competent local branch of the SAFE or its delegated local bank with respect to his/her direct and indirect beneficial ownership of shares and equity interest in the Company Party in accordance with the requirements of the SAFE rules and regulations.
Circular 37 Registration. To the extent required by applicable Laws and SAFE, as soon as practicable after the Closing, the Company shall procure each shareholder of the Company (other than Magic Heart, Tencent and Series B Investors) who is a “domestic resident” (as defined in Circular 37) shall report and register with the competent local branch of the SAFE in accordance with the requirements of Circular 37.
