Equity Purchase Price. Unless required by the laws of the PRC to evaluate the Purchased Equity Interest upon Party A’s exercise of the Equity Purchase Option, the price of such Purchased Equity Interest (the “Equity Purchase Price”) shall be the lowest price that the applicable laws of the PRC allow as of the exercise, and Party B shall immediately donate to Party C the received payment of the consideration free of charge.
Equity Purchase Price. Investor understands that the shares of the Company Class A Common Stock issued in respect of the Equity Purchase Price has not been registered under the Act or any state or non-U.S. securities laws, and are being offered and sold in reliance upon U.S. federal, state and applicable non-U.S. exemptions from registration requirements for transactions not involving a public offering. Investor represents and warrants that the shares of the Company Class A Common Stock issued in respect of the Equity Purchase Price shall be acquired by Investor solely for the account of Investor, for investment purposes only and not with a view to the distribution thereof. Investor represents and warrants that Investor (i) is a sophisticated investor with the knowledge and experience in business and financial matters to enable Investor to evaluate the merits and risks of an investment in the Company, (ii) is able to bear the economic risk and lack of liquidity of an investment in the Company and (iii) is able to bear the risk of loss of its entire investment in the Company.
Equity Purchase Price. The shares of the Company Class A Common Stock issued in respect of the Equity Purchase Price have been duly authorized and, upon the effective relinquishment of the Management Fee Shares, the Future Xxxx Revenue Rights and the Competing Fund Covenant, will constitute validly issued shares of the Company Class A Common Stock in reliance upon U.S. federal, state and applicable non-U.S. exemptions from registration requirements for transactions not involving a public offering.
Equity Purchase Price. Unless the law requires assessment, the purchase price of the Target Equity (hereinafter referred to as “Equity Purchase Price”) shall be the lowest price allowed by Chinese laws and regulations when the equities are transferred.
Equity Purchase Price. Unless required to be assessed by laws of China at the time of exercise of option by Party A, the purchase price of the purchased equity (“Equity Purchase Price”) shall be RMB100 or the minimum price to the extent permitted by laws and regulations of China; provided, however, that if Party A and Party B otherwise reach an agreement, that agreement shall prevail.
Equity Purchase Price. Subject to the adjustment of the overall valuation of the Project Company as set forth in Article 2.2 of this Agreement, the Parties agree that, the total amount of the equity purchase price under this Agreement shall be RMB107,745,750; As of the date hereof, the total amount of the equity purchase price payable by the Investor for the Target Equity interest shall be RMB107,745,750 (tax-inclusive) (the “Equity Purchase Price”). RMB3,245,750 of the Equity Purchase Price shall be paid to Qu Wei in cash for the purchase of 5% equity interest held by Qu Wei (corresponding to the registered capital of RMB113,650 of the Target Company); RMB104,500,000 million of the Equity Purchase Price shall be paid in the form of restricted shares of the Listed Company for the purchase of 95% equity interest held by the Original Shareholders (corresponding to the registered capital of RMB2,159,150 of the Target Company) . Cash shall be paid to the bank account confirmed by Xx Xxx. The restricted shares of the Listed Company shall be transferred to the qualified transferee designated by the Original Shareholders (those persons or natural persons that have full civil capacity and meet the shareholding requirements of NASDAQ stock exchange and other relevant organizations to hold the shares of the Listed Company). The Equity Purchase Price shall be paid in three installments in accordance with Articles 3.2 to 3.4 hereof. The equity interest in the Target Company acquired by the Investor from the Original Shareholders is as set forth in Part I of Appendix I hereto. In accordance with this Agreement, if the Investor makes payment of the Equity Purchase Price with the restricted shares of the Listed Company, the price per share of the restricted shares of the Listed Company shall be calculated by multiplying the closing price for the fifteen consecutive trading days prior to the Execution Date of this Agreement (in the case of increase in the purchase price as set forth in Article 3.1, the increase shall be calculated by multiplying the closing price for the fifteen consecutive trading days prior to the date of receiving the cash financing)by the transaction volume of the day corresponding to the closing price, and then divided by the total transaction volume of the fifteen consecutive trading days, of which, the transaction volume shall be as disclosed on the official website of the National Association of Securities Dealers Automated Quotations (“NASDAQ”, translated into Chinese ...
Equity Purchase Price. Subject to other terms and conditions of this Agreement, after the satisfaction of the closing conditions on the Closing Date set forth in Article 4.2 a) hereof, the Investor shall pay the First Equity Purchase Price to Qu Wei. The First Equity Purchase Price shall be RMB1,622,875 (in words: Renminbi One Million Six Hundred Twenty-two Thousand Eight Hundred Seventy-five Only), and subject to Article 12.1 hereof.
Equity Purchase Price. The cash-free debt-free enterprise value of the Company is CHF 622,500,000 (the “Enterprise Value”), which assumes Net Working Capital in the amount of CHF 94,000,000 (the “Required Net Working Capital”). The aggregate purchase price for the Shares to be paid by the Buyer to the Seller shall be computed by adjusting the Enterprise Value by Base Net Financial Debt (Cash) of (CHF 28,647,000) (the “Base Net Financial Debt”) which results in an equity purchase price of CHF 651,147,000 (the “Equity Purchase Price”); the Equity Purchase Price shall be paid as provided in Section 4.3.2 and shall be subject to adjustment as provided in Section 2.3. The Parties agree that the Net Working Capital and the Net Financial Debt shall be defined and calculated in accordance with the principles set forth in Annex 2.2 (the “Accounting Principles”) and as applied in the Consolidated December 08 Financial Statements. In addition, the Buyer shall pay to the Seller an amount on the Equity Purchase Price (as adjusted pursuant to Section 2.3) calculated at a rate of 6.5% (determined on the basis of ** Portions of the Exhibit have been omitted and have been filed separately pursuant to an application for confidential treatment filed with the Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended. actual days lapsed and a year of 365 days) — which amount shall be compounded as per the end of each calendar quarter — per year as from January 1, 2010 until the effective payment of the Equity Purchase Price (the “Time Based Purchase Price Adjustment Amount”).
Equity Purchase Price. With respect to any additional Losses following the complete forfeiture of the Equity Purchase Price, Sellers shall pay or cause to be paid to or at the direction of the Indemnified Party, within ten (10) Business Days of the determination of the amount of any Agreed Claim, an amount equal to the remaining portion of any Agreed Claim by wire transfer in immediately available funds to the bank account or accounts designated by the Indemnified Party in a notice to Sellers not less than two (2) Business Days prior to such payment.
Equity Purchase Price. Unless appraisal is required by the PRC laws or regulations at the time when Party A exercises the Equity Option, the purchase price of the Purchased Equity (the “Equity Purchase Price”) shall be the lowest price permitted by law. Party A and/or the Designee(s) shall pay Party B the Equity Purchase Price in cash after Party A and/or the Designee(s) receive all approvals, registrations or filings in connection with the relevant Purchased Equity and all documents regarding the title to the relevant Purchased Equity to the satisfaction of Party A and/or the Designee(s). Party B covenants and agrees that it has received corresponding compensation from Party A and its parent company; therefore, Party B shall refund the full amount of the Equity Purchase Price received to Party A and/or the Designee(s) within ten (10) business days after its receipt of the Equity Purchase Price.
