Common use of Issuance of Parent Shares Clause in Contracts

Issuance of Parent Shares. In consideration for the contribution, assignment, transfer and delivery of the Rollover Shares to Parent pursuant to Section 1 of this Agreement, Parent shall issue Parent Shares in the name of each Rollover Shareholder in such amounts as to be determined by mutual agreement among all of the Rollover Shareholders around or after the date hereof. Each Rollover Shareholder hereby acknowledges and agrees that (a) delivery of such Parent Shares shall constitute complete satisfaction of all obligations towards or sums due to such Rollover Shareholder by Parent with respect to the applicable Rollover Shares and (b) on receipt of such Parent Shares, such Rollover Shareholder shall have no right to any other consideration against the Parent with respect to the Rollover Shares contributed to Parent by such Rollover Shareholder.

Appears in 3 contracts

Samples: Equity Contribution and Voting Agreement (China Broadband Capital Partners Lp), Equity Contribution and Voting Agreement (Ho Chi Sing), Equity Contribution and Voting Agreement (Freedom First Holdings LTD)

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Issuance of Parent Shares. In As consideration for the benefit received by Parent as a result of the contribution, assignment, transfer and delivery of the Rollover Shares to Parent pursuant to Section 1 of this AgreementShares, Parent shall issue Parent Shares in the name of each Rollover Shareholder Holder (or, if designated by such Rollover Holder in writing, in the name of an Affiliate of such amounts as to be determined by mutual agreement among all of Rollover Holder) in the amount set forth opposite such Rollover Shareholders around or after Holder’s name on the date hereofsignature pages hereunder. Each Rollover Shareholder Stockholder hereby acknowledges and agrees that (a) delivery of such Parent Shares shall constitute complete satisfaction of all obligations towards or sums due to such Rollover Shareholder Stockholder by Parent with respect to the applicable Rollover Shares Shares, and (b) on receipt of such Parent Shares, such Rollover Shareholder Stockholder shall have no right to any other consideration against the Parent Merger Consideration with respect to the Rollover Shares contributed to Parent by such Rollover ShareholderStockholder.

Appears in 2 contracts

Samples: Rollover Agreement (Benefit Overseas LTD), Rollover Agreement (Benefit Overseas LTD)

Issuance of Parent Shares. In consideration for the contribution, assignment, transfer and delivery of the Rollover Shares to Parent pursuant to Section 1 of this Agreement, Parent shall issue Parent Shares in the name of each the Rollover Shareholder in such amounts as to be determined by mutual agreement among all of the amount set forth opposite the Rollover Shareholders around or after the date hereof. Each Shareholder’s name in Schedule A. The Rollover Shareholder hereby acknowledges and agrees that (a) the value of the Parent Shares issued to the Rollover Shareholder is equal to (x) the total number of the Rollover Shares contributed by the Rollover Shareholder multiplied by (y) the Merger Consideration under the Merger Agreement, (b) delivery of such Parent Shares shall constitute complete satisfaction of all obligations towards or sums due to such the Rollover Shareholder by Parent with respect to the applicable Rollover Shares Shares, and (bc) on receipt of such Parent Shares, such the Rollover Shareholder shall have no right to any other consideration against the Parent with respect to the Rollover Shares contributed to Parent by such the Rollover Shareholder.

Appears in 1 contract

Samples: Equity Contribution Agreement (Perfect Human Holding CO LTD)

Issuance of Parent Shares. In consideration for the contribution, assignment, transfer and delivery of the Rollover Shares to Parent pursuant to Section 1 of this Agreement, Parent shall issue Parent Shares in the name of each Rollover Shareholder (or, if designated by such Rollover Shareholder in writing, in the name of an Affiliate of such amounts as to be determined by mutual agreement among all of Rollover Shareholder) in the amount set forth opposite such Rollover Shareholders around or after Shareholder's name on the date hereofsignature pages hereunder. Each Rollover Shareholder hereby acknowledges and agrees that (a) delivery of such Parent Shares shall constitute complete satisfaction of all obligations towards or sums due to such Rollover Shareholder by Parent with respect to the cancellation of the applicable Rollover Shares Shares, and (b) on receipt of such Parent Shares, such Rollover Shareholder shall have no right to any other consideration against the Parent Merger Consideration with respect to the Rollover Shares contributed to Parent by such Rollover Shareholder.

Appears in 1 contract

Samples: Rollover Agreement (Tigerwind Group LTD)

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Issuance of Parent Shares. In As consideration for the contribution, assignment, transfer and delivery cancellation of the Rollover Shares to Parent pursuant to Section 1 of this Agreement1, Parent shall issue Parent Shares shares in the name of each Rollover Shareholder in such amounts as to be determined (or, if designated by mutual agreement among all of the Rollover Shareholders around or after Shareholder in writing, in the date hereofname of an Affiliate of such Rollover Shareholder) for the Rollover Shares cancelled by such Rollover Shareholder, in the amount set forth on Schedule A (collectively, the “Parent Shares”). Each Rollover Shareholder hereby acknowledges and agrees that (a) delivery of such Parent Shares shall constitute complete satisfaction of all obligations towards or sums due to such Rollover Shareholder by Parent with respect to the cancellation of the applicable Rollover Shares Shares, and (b) on upon receipt of such Parent Shares, such Rollover Shareholder shall have no right to any other consideration against the Parent Merger Consideration with respect to the Rollover Shares contributed to Parent by such Rollover Shareholderso cancelled.

Appears in 1 contract

Samples: Rollover Agreement (Yuqing Jing)

Issuance of Parent Shares. In As consideration for the benefit received by Parent as a result of the contribution, assignment, transfer and delivery of the Rollover Shares to Parent pursuant to Section 1 of this AgreementShares, Parent shall issue Parent Shares in the name of each the Rollover Shareholder (or, if designated by the Rollover Shareholder in such amounts as to be determined by mutual agreement among all writing, in the name of an Affiliate of the Rollover Shareholders around or after Shareholder) in the date hereofamount set forth opposite the Rollover Shareholder’s name on the signature page hereunder. Each The Rollover Shareholder hereby acknowledges and agrees that (a) delivery of such Parent Shares shall constitute complete satisfaction of all obligations towards or sums due to such the Rollover Shareholder by Parent with respect to the applicable Rollover Shares Shares, and (b) on receipt of such Parent Shares, such the Rollover Shareholder shall have no right to any other consideration against the Parent Merger Consideration with respect to the Rollover Shares contributed to Parent by such the Rollover Shareholder.

Appears in 1 contract

Samples: Rollover Agreement (Benefit Overseas LTD)

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