Common use of Equity Repurchase Clause in Contracts

Equity Repurchase. The Parties hereto further agree that if the Target Company fails or is unable to complete the qualified listing prior to the aforesaid expected date of listing, the provisions on repurchase set forth in Article 8 of the Supplementary Agreement shall take effect automatically and shall become effective retroactively as of the date of execution of the Supplementary Agreement, i.e.: Where the Target Company is under any of the following circumstances, Party C shall repurchase part or all of the equity of the Target Company held by Party A as required by Party A: (1) Where the Company fails to achieve IPO by the expected date of completion. If the Company’s IPO declaration material has been formally accepted by the securities regulatory authority or stock exchange and is under audit, the repurchase launch occasion agreed in this provision can be postponed to the date when the Company fails in the audit/registration in securities regulatory authority or stock exchange with respect to the IPO application or withdraws the IPO declaration materials. (2) Equity repurchase under other circumstances: ​ ​ ​ 1) There are major changes in the main business of the Target Company, which has resulted in substantial obstacles to the IPO listing of the Company; 2) The Target Company violates the provisions of the Articles of Association and conducts related transactions or guarantees with its affiliated parties that may have a material adverse impact on Party A’s interests; 3) Before the IPO of the Target Company, the controlling shareholder and its concerted actors control the equity ratio of the Target Company less than 51% or lose control of the Company in other ways; 4) Where Party C is subjected to any hostile acquisition or attempt to change Party C’s control power initiated by any subject or person, Party C’s Board of Directors, without prejudice to director's loyalty, diligence and fiduciary duties under laws of the US, fails to response to it by taking the actions (e.

Appears in 4 contracts

Samples: Supplementary Agreement to Capital Increase Agreement (Axt Inc), Supplementary Agreement to Capital Increase Agreement (Axt Inc), Supplementary Agreement Ii to Capital Increase Agreement (Axt Inc)

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Equity Repurchase. The Parties hereto further agree that if the Target Company fails or is unable to complete the qualified listing prior to the aforesaid expected date of listing, the provisions on repurchase set forth in Article 8 of the Supplementary Agreement shall take effect automatically and shall become effective retroactively as of the date of execution of the Supplementary Agreement, i.e.: Where the Target Company is under any of the following circumstances, Party C shall repurchase part or all of the equity of the Target Company held by Party A as required by Party A: (1) Where the Company fails to achieve IPO by the expected date of completion. If the Company’s IPO declaration material has been formally accepted by the securities regulatory authority or stock exchange and is under audit, the repurchase launch occasion agreed in this provision can shall be postponed to the date when the Company fails in the audit/registration in securities regulatory authority or stock exchange with respect to the IPO application or withdraws the IPO declaration materials. (2) Equity repurchase under other circumstances: ​ ​ ​: 1) There are major changes in the main business of the Target Company, which has resulted in substantial obstacles to the IPO listing of the Company; 2) The Target Company violates the provisions of the Articles of Association and conducts related transactions has an associated transaction or guarantees with its affiliated parties guarantee that may have a generate material adverse impact effect on Party A’s interestsinterests with associated parties by violating the articles of association; 3) Before the IPO of the Target Company, the controlling shareholder and its concerted actors control the equity ratio of the Target Company less than 51% or lose control of the Company in other ways; 4) Where Party C is subjected to any hostile acquisition or attempt to change Party C’s control power initiated by any subject or person, Party C’s Board of Directors, without prejudice to director's loyalty, diligence and fiduciary duties under laws of the US, fails to response to it by taking the actions (e.

Appears in 4 contracts

Samples: Supplementary Agreement to Capital Increase Agreement (Axt Inc), Supplementary Agreement to Capital Increase Agreement (Axt Inc), Supplementary Agreement (Axt Inc)

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