Offshore Reorganization Clause Samples

Offshore Reorganization. The Offshore Reorganization shall have been duly carried out and completed in accordance with the Plan of Offshore Reorganization (and the Offshore Reorganization Regulatory Approvals contemplated therein shall have been obtained and shall remain in full force and effect) and due diligence relating to the Offshore Reorganization shall have been completed by the Purchaser, in each case, to the satisfaction of the Purchaser in its sole discretion. It is agreed among the parties that as part of the Offshore Reorganization, the Company and the Sellers shall have entered into and fully executed Contracts with the WFOE substantially similar to the Purchaser Cooperation Documents and in each case satisfactory to the Purchaser (such Contracts collectively, the “Company Control Documents”); provided, that the WFOE shall have replaced the Purchaser WFOE as the signatory to such forms of the Purchaser Cooperation Documents to which the Purchaser WFOE had been a signatory. It is further agreed among the parties that upon the execution of the Company Control Documents, the Purchaser Cooperation Documents shall terminate and cease to have any effect thereafter with respect to the signatories to the Purchaser Cooperation Documents without any further action from the signatories thereto (it being understood that the Purchaser shall cause the Purchaser WFOE to consent to the foregoing).
Offshore Reorganization. Each of the Founders and the Company undertakes to, and shall procure each member of the Company Group to, take all actions or transactions considered necessary to complete an offshore reorganization within two (2) months of the date of this Agreement, so as to achieve a shareholding structure as indicated under the Corporate Chart as shown in Exhibit E hereto.
Offshore Reorganization. The Offshore Reorganization shall have been duly carried out and completed in accordance with the Plan of Offshore Reorganization (and the Offshore Reorganization Regulatory Approvals contemplated therein shall have been obtained and shall remain in full force and effect) and due diligence relating to the Offshore Reorganization shall have been completed by the Purchaser, in each case, to the satisfaction of the Purchaser in its sole discretion.
Offshore Reorganization. As soon as practicable after the date hereof, the Sellers shall cause the Offshore Reorganization to be duly carried out and completed in accordance with the Plan of Offshore Reorganization set forth in Exhibit B attached hereto (for illustrative purposes only, an organizational chart of the Company, the WFOE, the Hong Kong Company and the Offshore Company immediately upon the completion of the Offshore Reorganization is also set forth in Exhibit B). In connection herewith, the Purchaser may, from time to time, provide assistance to the Sellers and/or the Company in order for the Offshore Reorganization to be completed in a timely manner (such assistance may include specific written instructions and forms of Contracts); provided that the Sellers and/or the Company shall be under no obligation to accept such assistance.
Offshore Reorganization. Each of the Founders and the Company undertakes to, and shall procure each member of the Company Group to, take all actions or transactions considered necessary to complete an offshore reorganization within two (2) months of the Execution Date, so as to achieve a shareholding structure as indicated under the Corporate Chart as shown in Exhibit E hereto.