Grant Rights Clause Samples
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Grant Rights. 第二条 转股期权的授予
Grant Rights. Pursuant to the terms and conditions stipulated in this Agreement, Meten Education Shareholders irrevocably grant WFOE or its designated wholly-owned subsidiaries the exclusive call option in relation to the interest of Domestic Affiliates. WFOE or its designated wholly-owned subsidiaries (hereinafter the “Domestic Affiliates Interest Purchaser”, such Domestic Affiliates Interest Purchaser may be one or more parties) has the right to decide in its sole discretion, in accordance with the terms and conditions of this agreement, to purchases all or part of the interests directly and/or indirectly held by Meten Education Shareholders, from time to time, in Domestic Affiliates by one or multiple times, and pays the minimum price permitted by PRC laws and regulations to Meten Education Shareholders and/or its designated entities. The shareholders of Domestic Affiliates and training centers/schools recorded in the articles of association, and/or training center/school organizer confirm the waiver of their respective pre-emptive rights to the above-mentioned Domestic Affiliates interest transfer in accordance with the provisions of the PRC laws and regulations and the company’s articles of association and training centers/schools’ articles of associations, and irrevocably agree that Meten Education Shareholders transfer the interest of Domestic Affiliates directly and/or indirectly held by them to Domestic Affiliates Interest Purchaser.
Grant Rights. Pursuant to the terms and conditions stipulated in this Agreement, Lishui Mengxiang’s Shareholders irrevocably grant WFOE or its designated purchaser the exclusive call option right in relation to the equity of Domestic Affiliates. WFOE or its designated purchaser (hereinafter the “Domestic Affiliates Equity Purchaser”, such Domestic Affiliates Equity Purchaser may be one or more parties) has the right to decide in its sole discretion, in accordance with the terms and conditions of this Agreement, to purchases all or part of the equities directly and/or indirectly held by Lishui Mengxiang’s Shareholders, from time to time, in Domestic Affiliates by one or multiple times, and pays the minimum price permitted by PRC laws and regulations (the “Domestic Affiliates Equity Purchase Price”) to Lishui Mengxiang’s Shareholders and/or their designated entities. The shareholders and / or the school’s sponsor recorded in the articles of association of Domestic Affiliates and Schools through the conformation letter to confirm the waiver of their respective pre-emptive rights to the above-mentioned Domestic Affiliates equity transfer in accordance with the provisions of the PRC laws and regulations and the articles of association of the company and schools, and irrevocably agree that Lishui Mengxiang’s Shareholders transfer the equity of Domestic Affiliates directly and/or indirectly held by them to Domestic Affiliates Equity Purchaser.
Grant Rights. Party B hereby exclusively, irrevocably and without any additional conditions grants to Party A or any or several designated person(s) (“Designated Person”) an option to purchase, at any time according to the steps determined by Party A, and at the price specified in Section 1.3 of this Agreement, from Party B a portion or all of the equity interests held by Party B in Party C (the “Option”). No Option shall be granted to any third party other than Party A and/or the Designated Person. The “person” set forth in this Agreement means any individual person, corporation, joint venture, partnership, enterprise, trust or non-corporation organization.
Grant Rights. Pursuant to the terms and conditions stipulated in this Agreement, Likeshuo Education Shareholders irrevocably grant WFOE or its designated wholly-owned subsidiaries the exclusive all option in relation to the equity of Domestic Affiliates. WFOE or its designated wholly-owned subsidiaries (hereinafter the “Domestic Affiliates Equity Purchaser”, such Domestic Affiliates Equity Purchaser may be one or more parties) has the right to decide in its sole discretion, in accordance with the terms and conditions of this agreement, to purchases all or part of the equities directly and/or indirectly held by Likeshuo Education Shareholders, from time to time, in Domestic Affiliates by one or multiple times, and pays the minimum price permitted by PRC laws and regulations to Likeshuo Education Shareholders and/or its designated entities. The shareholders of Domestic Affiliates recorded in the articles of association confirm the waiver of their respective pre-emptive rights to the above-mentioned Domestic Affiliates equity transfer in accordance with the provisions of the PRC laws and regulations and the company’s articles of association, and irrevocably agree that Likeshuo Education Shareholders transfer the equity of Domestic Affiliates directly and/or indirectly held by them to Domestic Affiliates Equity Purchaser.
Grant Rights. Party B hereby exclusively, irrevocably and without any additional conditions grants to Party A or any or several designated person(s) (hereinafter referred to as “Designated Person”) an option to purchase, at any time according to the steps determined by Party A, and at the price specified in Section 1.3 of this Agreement, from Party B a portion or all of the equity interests held by Party B in Party C (hereinafter referred to as the “Option”). No Option shall be granted to any third party other than Party A and/or the Designated Person. The “person” set forth in this Agreement means any individual person, corporation, joint venture, partnership, enterprise, trust or non-corporation organization.
Grant Rights. Shareholder (“Transferor”) hereby irrevocably grants to WOFE an option to purchase or cause any designated person (“Designated Persons”) to purchase, to the extent permitted under PRC Law, according to the steps determined by WOFE.
Grant Rights. Party B hereby irrevocably award party A the following rights (" Option rights ") :
1.1 Without violating Chinese laws and industry policy limited of China, this agreement will valid for ten years from the effective date of this Agreement (as defined in section 15.2). In accordance with the provisions exercise of Article 4, Party A has the right to choose the terms and conditions set forth in this agreement. It values the domestic company’s contributions of the registered capital RMB _1.00 yuan, and will pricing RMB 0.001 yuan(exercise price). Party A purchases all the underlying shares from Party B and has the right to choose one time or several times to purchase the whole or any part of the underlying shares. Party B commits to cooperate with Part A to do the above procedures, transfer all or any portion of the underlying equity to Party A
1.2 Within the right time limit, Party A has the right to request Party B accomplish the agreement, and Party B also have to promise to cooperate. Under the exercise price Part B transfer the whole or any part of underlying shares to Party A or transfer the shares to the designated. (The designated should be one or more person/entities, within the limits laid down by Chinese law and industry policy).
1.3 If Party A have not requested Party B transfer all the underlying equity to Party A or its designated entity (or person) in the vesting period, Party A has the right to request Party B extend the exercise period for 10 years and Party B shall agree the requirement of extending the exercise period ("extended exercise period", also includes other extension according to the provisions below). If Party A have not yet requested Party B transfer wholly or part of the underlying entity to its designated entity (or person) in the extended exercise period, Party A has the right to request Party B continue extend the exercise period for 10 years, Party B shall agree to extend the exercise period. Thereafter, Party A has the right to request extend exercise period constantly, till all the subject of the equity transfer to the designated entity (or person). The terms and conditions of this Agreement also apply to extend the exercise period.
1.4 Under the exercise price, Party A will complete to transfer the shares of domestic companies held by Party B. Party A promises itself or designated entity (or person) to buy the shares during vesting period or extended vesting period. Within that period, Party A is entitled to exercise its ...
Grant Rights. 第二条 转股期权的授予 Shareholder (“Transferor”) hereby irrevocably grants to Changshitong an option to purchase or cause any designated person (“Designated Persons”) to purchase, to the extent permitted under PRC Law, according to the steps determined by Changshitong. 现有股东(简称“转让人”)兹分别并共同同意,在此不可撤销地且无任何附加条件地授予畅世通一项购买公司股份的行权权利,根据行权期,畅世通有权在中国法律允许的情况下,要求现有股东以本协议规定的方式向畅世通或其指定的实体或个人转让期权股权。畅世通亦同意接受该等转股期权。 第三条 行权的方式
3.1 Changshitong has the full power without limitation to decide the specific time, amount and numbers of exercise as long as the conditions are in accordance with PRC laws. 在中国法律允许的条件下,畅世通拥有绝对的自由裁量权来决定其行权的具体时间、方式和次数。
3.2 At the time of exercise, Changshitong and/or the Designated Persons can hold all of the Company’s shares under PRC laws, Changshitong is entitled to exercise all the options; If at the time of exercise, Changshitong and/or the Designated Persons can hold part of the Company’s shares under PRC laws, Changshitong is entitled to exercise the option within the upper limit regulated by PRC laws. Under the latter situation, Changshitong is entitled to further exercise the option in accordance with PRC laws until all the option has been exercised. 如届时的中国法律允许畅世通和/或其指定的其他实体或个人持有福建天妃红的全部股权,畅世通有权选择一次性行使其全部的转股期权,由畅世通和/或其指定的其他实体或个人向现有股东一次性受让全部的期权股权;如届时的中国法律仅允许畅世通和/或其指定的其他实体或个人持有福建天妃红的部分股权,畅世通有权在不超过届时中国法律规定的持股比例上限的范围内确定转让股权的数额,并由畅世通和/或其指定的其他实体或个人向现有股东受让该等转让股权。在后一种情况下,畅世通有权根据中国法律所允许的持股比例上限的逐步放开,分次行使其转股期权,以期最终获得全部的期权股权。
3.3 Each time Changshitong exercises its option, it can purchase the transferred equity interests itself or designate third persons to purchase all or part of the transferred equity interests. 畅世通每次行权时,可以自己受让转让股权,也可以指定任意第三方来受让全部或者部分转让股权。
3.4 According to the stipulations of PRC laws and regulation, Changshitong and/or the Designated Persons may exercise Option by issuing a written notice (the “Notice”) to the Transferor and specifying the equity interest purchased from Transferor (the “Purchased Equity Interest”) and the manner of purchase. (Please refer to Appendix II for the format). The shareholders shall transfer the equity interests wholly or partly to Changshitong and/or the Designated Persons upon receipt of the Notice. 根据中国法律法规,在畅世通和/或其指定人员每次决定行权时,其应向各个现有转让人发出转股期权行使通知(以下称“行权通知”),说明从转让人购买的股权利息(“购买的股权利息”),以及购买的方式(请参见表格附件2)。现有股东在收到行权通知后,应将转让股权全部或部分转让给畅世通和/或畅世通指定个人。
3.5 In each time the performance of the Option: 现有股东兹分别及单独承诺并保证,在行权时:
3.5.1 The Transferor shall ask the Company to convene the shareholders’ meeting. During the meeting, the re...
Grant Rights. Except as provided below, the Grant shall be valid ------------------- for a term commencing on the Grant Date and ending upon the date when all restrictions on the Restricted Stock under the Grant have lapsed. (the "Expiration Date"). ---------------
