Exempt Offering. Assuming the accuracy of the Purchaser’s representations and warranties herein, the offer and sale of the Sale Shares under this Agreement are or will be exempt from the registration requirements and prospectus delivery requirements of the Securities Act, and from the registration or qualification requirements of any other applicable securities laws and regulations.
Appears in 9 contracts
Samples: Share Purchase Agreement (CDH Fund VI, L.P.), Share Purchase Agreement (1Globe Capital LLC), Share Purchase Agreement (Centurium Capital Partners 2018, L.P.)
Exempt Offering. Assuming the accuracy of the Purchaser’s representations and warranties herein, the The offer and sale of the Sale Purchased Shares under this Agreement and any issuance of the Conversion Shares upon conversion of the Purchased Shares are or will shall be exempt from the registration requirements and prospectus delivery requirements of the Securities Act, and from the registration or qualification requirements of any other applicable securities laws and regulations.
Appears in 7 contracts
Samples: Additional Series a 3 Preferred Shares Purchase Agreement, Additional Series a 3 Preferred Shares Purchase Agreement (Niu Technologies), Series B Preferred Shares Purchase Agreement (Niu Technologies)
Exempt Offering. Assuming the accuracy of the Purchaser’s representations and warranties hereinin Section 4.7 and Section 4.8, the offer and sale of the Sale Subject Shares under this Agreement are or will be exempt from the registration requirements and prospectus delivery requirements of the Securities Act, and from the registration or qualification requirements of any other applicable securities laws Laws and regulations.
Appears in 6 contracts
Samples: Share Transfer Agreement (Tencent Holdings LTD), Share Transfer Agreement (Tencent Holdings LTD), Share Transfer Agreement (Tencent Holdings LTD)
Exempt Offering. Assuming the accuracy of the Purchaser’s representations and warranties hereinin Section 2 above, the offer and sale of the Sale Shares under this Agreement are or will be exempt from (a) the registration requirements and prospectus delivery requirements of the Securities Act, Act and from (b) the registration or qualification requirements of any other applicable securities laws and regulations.
Appears in 4 contracts
Samples: Share Purchase Agreement (CITIC Capital Holdings LTD), Share Purchase Agreement (PW Medtech Group LTD), Share Purchase Agreement (PW Medtech Group LTD)
Exempt Offering. Assuming the accuracy of the Purchaser’s representations and warranties herein, the The offer and sale of the Sale Purchased Shares under this Agreement Agreement, and the issuance of the Conversion Shares upon conversion thereof are or will shall be exempt from the registration requirements and prospectus delivery requirements of the Securities Act, and from the registration or qualification requirements of any other applicable securities laws and regulationsLaws.
Appears in 4 contracts
Samples: Series D Preferred Share Purchase Agreement (Itui International Inc.), Series D Preferred Share Purchase Agreement (Itui International Inc.), Series D Preferred Share Purchase Agreement (Itui International Inc.)
Exempt Offering. Assuming the accuracy of the Purchaser’s representations and warranties hereinin Section 2 above, the offer and sale of the Sale Shares under this Agreement are or will be exempt from the registration requirements and prospectus delivery requirements of the Securities Act, and from the registration or qualification requirements of any other applicable securities laws and regulations.
Appears in 2 contracts
Samples: Share Purchase Agreement (CITIC Capital Holdings LTD), Share Purchase Agreement (Parfield International LTD)
Exempt Offering. Assuming the accuracy of the Purchaser’s representations and warranties herein, the offer and sale of the Sale Shares Subject Securities under this Agreement are or will be exempt from the registration requirements and prospectus delivery requirements of the Securities Act, and from the registration or qualification requirements of any other applicable securities laws Laws and regulations.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Baijiayun Group LTD), Securities Purchase Agreement (Baijiayun Group LTD)
Exempt Offering. Assuming the accuracy of the Purchaser’s representations and warranties herein, the The offer and sale of the Sale Subject Shares under this Agreement are or will be exempt from the registration requirements and prospectus delivery requirements of the Securities Act, and from the registration or qualification requirements of any other applicable U.S. securities laws Laws and regulations.
Appears in 2 contracts
Samples: Share Purchase Agreement (Zhu Xiaoxia), Share Purchase Agreement (Zhu Xiaoxia)
Exempt Offering. Assuming the accuracy of the Purchaser’s representations and warranties hereinin Section 4.5 and Section 4.6, the offer and sale of the Sale Subject Shares under this Agreement are or will be exempt from the registration requirements and prospectus delivery requirements of the Securities Act, and from the registration or qualification requirements of any other applicable securities laws Laws and regulations.
Appears in 2 contracts
Samples: Share Transfer Agreement (Choong Choon Hau), Share Transfer Agreement (Activist Investing LLC)
Exempt Offering. Assuming the accuracy of the Purchaser’s representations and warranties herein, the offer and sale of the Sale applicable Subject Shares under this Agreement are or will be exempt from the registration requirements and prospectus delivery requirements of the Securities Act, and from the registration or qualification requirements of any other applicable securities laws Laws and regulations.
Appears in 2 contracts
Samples: Share Purchase Agreement (Caissa Sega Tourism Culture Development Group Co., Ltd.), Share Purchase Agreement (JD.com, Inc.)
Exempt Offering. Assuming the truth and accuracy of the Purchaser’s representations and warranties hereinof the Investor in Section 3.5 and Section 3.6, the offer and sale of the Sale Investor Shares under this Agreement are or will be exempt from the registration requirements and prospectus delivery requirements of the Securities Act, and from the registration or qualification requirements of any other applicable securities laws Laws and regulations.
Appears in 1 contract
Exempt Offering. Assuming the accuracy of the Purchaser’s representations and warranties herein, the offer and sale of the Sale Subject Shares under this Agreement are or will be exempt from the registration requirements and prospectus delivery requirements of the Securities Act, and from the registration or qualification requirements of any other applicable securities laws Laws and regulations.
Appears in 1 contract
Exempt Offering. Assuming the truth and accuracy of the Purchaser’s representations and warranties hereinof the Purchaser in Section 4.6 and Section 4.7, the offer and sale of the Sale Shares under this Agreement are or will be exempt from the registration requirements and prospectus delivery requirements of the Securities Act, and from the registration or qualification requirements of any other applicable securities laws Laws and regulations.
Appears in 1 contract
Samples: Share Purchase Agreement (Ctrip Com International LTD)
Exempt Offering. Assuming the accuracy of the Purchaser’s representations and warranties herein, the The offer and sale of the Sale Purchased Shares under this Agreement are or will shall be exempt from the registration requirements and prospectus delivery requirements of the Securities Act, and from the registration or qualification requirements of any other applicable securities laws and regulations.
Appears in 1 contract
Samples: Share Purchase Agreement (WiMi Hologram Cloud Inc.)
Exempt Offering. Assuming the accuracy of the Purchaser’s representations and warranties herein, the The offer and sale of the Sale Purchased Shares under pursuant to this Agreement are or will be exempt from the registration requirements and prospectus delivery requirements of the Securities Act, Act and from the registration or qualification requirements of any other applicable securities laws and regulations.
Appears in 1 contract
Samples: Ordinary Share and Series a Preferred Share Purchase Agreement (China Lodging Group, LTD)
Exempt Offering. Assuming the accuracy of the Purchaser’s representations and warranties hereinmade under Article II, the offer and sale of the applicable Sale Shares under this Agreement are or will be exempt from the registration requirements and prospectus delivery requirements of the Securities Act, and from the registration or qualification requirements of any other applicable securities laws Laws and regulations.
Appears in 1 contract
Exempt Offering. Assuming the accuracy of the Purchaser’s representations and warranties herein, the offer and sale of the its Sale Shares Securities under this Agreement are or will be exempt from the registration requirements and prospectus delivery requirements of the Securities Act, and from the registration or qualification requirements of any other applicable securities laws and regulations.
Appears in 1 contract
Samples: Securities Purchase Agreement (Sequoia Capital China Growth Fund I LP)
Exempt Offering. Assuming the accuracy of the Purchaser’s representations and warranties hereinin Section 4.6 and Section 4.7, the offer and sale of the Sale Subject Shares under this Agreement are or will be exempt from the registration requirements and prospectus delivery requirements of the Securities Act, and from the registration or qualification requirements of any other applicable securities laws Laws and regulations.
Appears in 1 contract
Exempt Offering. Assuming Subject to the accuracy of the Purchaser’s representations and warranties hereinof each Investor, the offer and sale of the Sale Shares under provided for in this Agreement are or will be is either exempt from the registration requirements and prospectus delivery requirements of under the Securities Act, and from Act or the registration or qualification listing requirements of any other applicable securities laws and regulations, or such requirements do not apply.
Appears in 1 contract
Samples: Share Subscription Agreement (Alibaba Group Holding LTD)
