Common use of Issued Shares Clause in Contracts

Issued Shares. As at the date hereof and immediately prior to the Closing, the aggregate number of shares of Common Stock issued and which are issuable pursuant to any exercise, conversion, exchange, subscription or otherwise in connection with any warrants, options (including pursuant to the Company’s stock option plan), convertible securities or any agreement to sell or issue shares of Common Stock or securities which may be exercised, converted or exchanged for shares of Common Stock (collectively, “Fully-Diluted”) is 30,244,965. The Warrant Shares issuable upon exercise of the Warrants have been duly reserved for issuance and will constitute 8.75% of the Company’s Common Stock on a Fully-Diluted basis. All of the issued and outstanding shares of each of the Group Companies as of the Closing are duly authorized, validly issued, fully paid and non-assessable, were issued in accordance with the registration or qualification provisions of the Act and any relevant blue sky laws of the United States of America or pursuant to valid exemptions therefrom and were issued in compliance with other applicable laws (including, without limitation, applicable PRC laws, rules and regulations) and are not subject to any rescission right or put right on the part of the holder thereof nor does any holder thereof have the right to require the Company to repurchase such share capital.

Issued Shares. As at the date hereof and immediately prior to the Closing, the aggregate number of shares of Common Stock issued and which are issuable pursuant to any exercise, conversion, exchange, subscription or otherwise in connection with any warrants, options (including pursuant to the Company’s stock option plan), convertible securities or any agreement to sell or issue shares of Common Stock or securities which may be exercised, converted or exchanged for shares of Common Stock (collectively, “Fully-Diluted”) is 30,244,96522,782,107. The Warrant Conversion Shares issuable upon exercise conversion of the Warrants Convertible Notes have been duly reserved for issuance and issuance, which will constitute 8.7511.14% of the Company’s Common Stock on a Fully-Diluted basis. All of the issued and outstanding shares of each of the Group Companies Company’s shares as of the Closing are duly authorized, validly issued, fully paid and non-assessable, were issued in accordance with the registration or qualification provisions of the Act and any relevant blue sky laws of the United States of America or pursuant to valid exemptions therefrom and were issued in compliance with other applicable laws (including, without limitation, applicable PRC laws, rules and regulations) and are not subject to any rescission right or put right on the part of the holder thereof nor does any holder thereof have the right to require the Company to repurchase such share capital.

Issued Shares. As at the date hereof and immediately prior to the Closing, the aggregate number of shares of Common Stock Shares issued and which are issuable pursuant to any exercise, conversion, exchange, subscription or otherwise in connection with any warrants, options (including pursuant to the Company’s stock option planplans), convertible securities or any agreement to sell or issue shares of Common Stock Shares or securities which may be exercised, converted or exchanged for shares of Common Stock Shares (collectively, “Fully-Diluted”) is 30,244,965155,205,766. The Warrant Shares issuable upon exercise of the Warrants have been duly reserved for issuance and will constitute 8.75which number of Warrant Shares equals or exceeds 120% of the Company’s aggregate of the maximum number of Common Stock on a Fully-Diluted basisShares issuable upon exercise of the Warrants. All of the issued and outstanding shares of each of the Group Companies shares as of the Closing are duly authorized, validly issued, fully paid and non-assessable, were issued in accordance with the registration or qualification provisions of the Act and any relevant blue sky laws of the United States of America or pursuant to valid exemptions therefrom and were issued in compliance with other applicable laws (including, without limitation, applicable PRC laws, rules and regulations) and are not subject to any rescission right or put right on the part of the holder thereof nor does any holder thereof have the right to require the Company to repurchase such share capital.

Issued Shares. As at the date hereof and immediately prior to the Closing, the aggregate number of shares of Common Stock issued and which are issuable pursuant to any exercise, conversion, exchange, subscription or otherwise in connection with any warrants, options (including pursuant to the Company’s 's stock option plan), convertible securities or any agreement to sell or issue shares of Common Stock or securities which may be exercised, converted or exchanged for shares of Common Stock (collectively, “"Fully-Diluted”") is 30,244,96517,980,451. The Warrant Shares issuable upon exercise of the Warrants have been duly reserved for issuance and will constitute 8.75% of the Company’s Common Stock on a Fully-Diluted basisissuance. All of the issued and outstanding shares of each of the Group Companies Company's Common Stock as of the Closing are duly authorized, validly issued, fully paid and non-assessable, were issued in accordance with the registration or qualification provisions of the Securities Act and any relevant blue sky laws of the United States of America or pursuant to valid exemptions therefrom and were issued in compliance with other applicable laws (including, without limitation, applicable PRC laws, rules and regulations) of and are not subject to any rescission right or put right on the part of the holder thereof nor does any holder thereof have the right to require the Company to repurchase such share capital.

Issued Shares. As at the date hereof and immediately prior to the ClosingFirst Closing Date, the aggregate number of shares of Common Stock issued and which are issuable pursuant to any exercise, conversion, exchange, subscription or otherwise in connection with any warrants, options (including pursuant to the CompanyParent’s stock option plan), convertible securities or any agreement to sell or issue shares of Common Stock or securities which may be exercised, converted or exchanged for shares of Common Stock (collectively, “Fully-Diluted”) is 30,244,96574,433,366 shares. The Warrant Shares issuable upon exercise of the Warrants have been duly reserved for issuance and will constitute 8.7517.53% of the CompanyParent’s Common Stock on a Fully-Diluted basisbasis on the First Closing Date. All of the issued and outstanding shares of each of the Group Companies as of the Closing are duly authorized, validly issued, fully paid and non-assessable, were issued in accordance with the registration or qualification provisions of the Act and any relevant blue sky laws of the United States of America or pursuant to valid exemptions therefrom and were issued in compliance with other applicable laws (including, without limitation, applicable PRC laws, rules and regulations) and are not subject to any rescission right or put right on the part of the holder thereof nor does any holder thereof have the right to require the Company Parent to repurchase such share capital.

Issued Shares. As at the date hereof and immediately prior to the Closing, the aggregate number of shares of Common Stock Shares issued and which are issuable pursuant to any exercise, conversion, exchange, subscription or otherwise in connection with any warrants, options (including pursuant to the Company’s stock option plan), convertible securities or any agreement to sell or issue shares of Common Stock Shares or securities which may be exercised, converted or exchanged for shares of Common Stock Shares (collectively, “Fully-Diluted”) is 30,244,965One Hundred Fifteen Million One Hundred Sixty Five Thousand Four Hundred Forty Five (115,165,445). The Conversion Shares issuable upon conversion of the Convertible Notes and the Warrant Shares issuable upon exercise of the Warrants have been duly reserved for issuance and will constitute 8.75% of the Company’s Common Stock on a Fully-Diluted basisissuance. All of the issued and outstanding shares of each of the Group Companies Company’s shares as of the Closing are duly authorized, validly issued, fully paid and non-assessable, were issued in accordance with the registration or qualification provisions of the Act and any relevant blue sky laws of the United States of America or pursuant to valid exemptions therefrom and were issued in compliance with other applicable laws (including, without limitation, applicable PRC laws, rules and regulations) and are not subject to any rescission right or put right on the part of the holder thereof nor does any holder thereof have the right to require the Company to repurchase such share capital.