IPO Commitment. (i) The Warrantors acknowledge and warrant that (i) if the Company fails to consummate the Qualified IPO or the Qualified Buyout Event on or prior to December 31, 2024 (the “Target IPO Period”), or (ii) upon the occurrence of any of the Redemption Events set forth in Section 3.2 hereof, the relevant Investors shall have the right to request the Company and/or the Actual Controller (as applicable) to redeem all or any part of the outstanding Preferred Shares held by such Investors in accordance with Section 3.2 of this Agreement.
(ii) The Actual Controller agrees to procure the Company to consummate the Qualified IPO and do his best to cooperate with the preparation and application for the Qualified IPO of the Company, including making necessary and reasonable supplements and revisions to this Agreement and the Restated M&A of the Company in accordance with the then-effective listing rules and guidance promulgated by the China Securities Regulatory Commission and/or overseas securities regulatory commission where the Company is to be listed and the requirements of the underwriters engaged by the Company in connection with the Qualified IPO.
IPO Commitment. Vail and Apollo hereby agree to use reasonable efforts to consummate the IPO as soon as possible following the Closing.
IPO Commitment. The Company shall, no later than March 31, 2019, subject to extension upon the prior written approval of the Required Holders (such date, hereinafter, the “Form S-1 Filing Due Date”), file with or submit confidentially to the SEC (in the Company’s discretion) a registration statement on Form S-1 (or any successor form thereto) to register and sell Common Stock in an IPO and shall complete the IPO no later than March 31, 2020, subject to extension upon the prior written approval of the Required Holders.
IPO Commitment. The Company shall, no later than the date that is seven (7) months following the final Closing Date of the Offering, subject to extension upon the prior written approval of the Required Holders (such date, hereinafter, the “Form S-1 Filing Due Date”), file with or submit confidentially to the SEC a registration statement on Form S-1 (or any successor from thereto) to register and sell Common Stock in an IPO and complete the IPO no later than the date that is the 14 month anniversary of the Form S-1 Filing Due Date, subject to extension upon the prior written approval of the Required Holders.
IPO Commitment. 29 Section 10.2. Co-Manager ......................... 29 Section 10.3. Foods Initiated IPO ................ 30
IPO Commitment. Subject to the requirements of applicable securities laws and regulations, and in connection with the Company’s first underwritten public offering of its Common Stock under the Securities Act (the “IPO”), the Company shall have the right (at its option and in its sole discretion) to require that IVP purchase from the Company up to ten percent (10%) of the total number of shares of Common Stock to be sold in the IPO (such right, the “IPO Commitment Right”). Notwithstanding the foregoing, the Company shall only have the IPO Commitment Right if the IPO occurs more than one year following October 17, 2018.
IPO Commitment. (a) The Parties intend that, on or prior to the third (3rd) anniversary of the Effective Date, the Company will seek to conduct an initial public offering of shares of its Common Stock (“IPO”), subject to prevailing market conditions and the condition and performance of the Company.
(b) In the event an IPO has not been consummated on or prior to the third (3rd) anniversary of the Effective Date, at the request of SOFTBANK or SOFTBANK Parent, the Board shall form a committee of the Board (the “Committee”) consisting of one (1) Director of the Board designated by each of Ariba and SOFTBANK. The Committee shall, from time to time at the request of either member, consult with an investment banking firm of recognized international standing that is unaffiliated with the Committee members or the Parties. The Committee shall request such investment banking firm to thereafter make a formal review and presentation to the Board as to the commercial reasonableness of proceeding with an IPO in light of then prevailing market conditions and the condition and performance of the Company. Based on the recommendation of such investment banking firm, the Committee shall make a recommendation to the full Board about proceeding with an IPO, which the Board shall consider and review in good faith based on benefits and risks to the Company of the proposed IPO. If the Board approves proceeding with an IPO, the Company shall use commercially reasonable efforts to proceed promptly with an IPO.
(c) Each shareholder agrees to enter into a customary market standoff agreement with the underwriter(s) in the IPO with substantially the same terms and conditions as set forth in Section 14.
IPO Commitment. The Company shall not within six (6) months of the Closing Date file a registration statement on Form S-1 (or any successor form thereto) to register and sell Common Stock or other securities in an IPO and shall use its best efforts to no later than nine (9) months after the Closing Date, file with the SEC a registration statement on Form S-1 (or any successor form thereto) to register and sell Common Stock in an IPO.
IPO Commitment. (a) The Parties intend that, on or prior to the [*] anniversary of the Effective Date, the Company will seek to conduct an initial public offering of shares of its Common Stock ("IPO"), subject to prevailing market conditions and the condition and performance of the Company.
(b) [*]
(c) Each shareholder agrees to enter into a customary market standoff agreement with the underwriter(s) in the IPO with substantially the same terms and conditions as set forth in Section 14.
IPO Commitment. The Company agrees that it will file with the Securities and Exchange Commission (“SEC”) on or before the date seven (7) months after the initial sale of the Notes to the Buyers, a registration statement on Form S-1 (or other available registration statement form), to register and sell Common Stock in an underwriting for intended gross proceeds of not less than $8,000,000, excluding any overallotment option (the “Qualifying IPO”).
