PTE. A prohibited transaction class exemption issued by the U.S. Department of Labor, as any such exemption may be amended from time to time.
PTE. LTD., a private company limited by shares incorporated under the laws of Singapore, whose business office is at 0 Xxxxxxx Xxxx #00-00 Xxxxxxxxx 000000, for and on behalf of Xxxxxxx Group (hereinafter referred to as the “Xxxxxxx.XX”, which expression shall, unless repugnant to the context and meaning thereof, be deemed to mean and include its Xxxxxxx Group (as defined below), successors in interest and permitted assigns) Xxxxxxx.XX and the Customer shall be jointly referred to as the “Parties” and individually referred to as the “Party”.
PTE. LTD., a company incorporated and existing under the laws of Singapore with its registered office at 1 Raffles Link, #07-01, One Raffles Link, Xxxxxxxxx 000000 (“GS”);
PTE. Ltd., a corporation organized and existing under the laws of Singapore (“SEA”), and Xxxxxx Feindraht, AG, a company organized under the laws of Switzerland (“Xxxxxx”), are wholly-owned subsidiaries of the Seller. GHC, SEA, and Xxxxxx are collectively referred to herein as the “Subsidiaries” and, together with the Seller, as the “Seller Parties.” The Seller Parties are engaged in the manufacturing and marketing of gold, aluminum and copper wire (gold, aluminum and copper including alloyed and doped metals, wires including the wires themselves, ribbons and foils) used in the wire bonding process for semiconductor and microelectronic devices (the “Business”). This Agreement and the other Transaction Agreements contemplate the sale and transfer or contract or license by the Seller Parties to the Purchaser at Closing of all of the assets and certain identified liabilities relating to the Business. In consideration of the foregoing, and the mutual representations, warranties and covenants set forth in this Agreement, and for other good and valuable consideration, and intending to be legally bound hereby, the parties agree as follows:
PTE. LTD., a private company limited by shares formed under the laws of the Republic of Singapore (“Aviat Singapore” or “Singapore Borrower”, and together with the US Borrowers, individually and collectively, jointly and severally, “Borrower”).
PTE. LTD. By: ---------------------------------------- Title: ------------------------------------- SERIES F-1 INVESTORS: XXXXXXX KODAK COMPANY By: /s/ ---------------------------------------- Title: Secretary ------------------------------------- INVESTOR Alta V Limited Partnership By: Alta V Management Partners, L.P. By: /s/ Xxxxxx XxXxxxxx ---------------------------------------- General Partner INVESTOR Customs House Partners By: /s/ Xxxxxx XxXxxxxx ----------------------------------------- Title: Under Power of Attorney -------------------------------------- INVESTOR Name: /s/ Swift X. Xxxxxx -------------------------------------- Title: COO, Origin Capital Management LLC ------------------------------------ AMENDED & RESTATED STOCKHOLDER RIGHTS AGREEMENT <PAGE> ARCH VENTURE FUND III, L.P., By: ARCH Venture Partners, LLC, its general partner By: /s/ Xxxxx Xxxxxxxx ---------------------------------------- Xxxxx Xxxxxxxx Managing Director ARCH VENTURE FUND II, L.P., a Delaware limited partnership By: ARCH MANAGEMENT PARTNERS II, L.P. a Delaware limited partnership, its general partner By: ARCH Venture Partners, L.P., a Delaware limited partnership, its general partner By: ARCH Venture Corporation, an Illinois corporation, its general partner By: /s/ Xxxxx Xxxxxxxx ---------------------------------------- Xxxxx Xxxxxxxx Its Managing Director AMENDED & RESTATED STOCKHOLDER RIGHTS AGREEMENT <PAGE> XXXXXX & XXXXXXX By: ----------------------------------------- Title: -------------------------------------- Name: /s/ Xxxx X. Xxxxxxxxx -------------------------------------- Xxxx X. Xxxxxxxxx AMENDED & RESTATED STOCKHOLDER RIGHTS AGREEMENT <PAGE> ORIGIN INVESTORS LIMITED Name: --------------------------------------- By: ------------------------------------ Title: ------------------------------------ XXXXX CONTINENTAL S.A. Name: --------------------------------------- By: ------------------------------------ Title: ------------------------------------ STEELER FUND LTD. Name: --------------------------------------- By: ------------------------------------ Title: ------------------------------------ DUQUESNE FUND LP Name: --------------------------------------- By: ------------------------------------ Title: ------------------------------------ NO MARGIN FUND LP Name: --------------------------------------- By: ------------------------------------ Title: ------------------------------------ ORIGIN INVESTORS LP Name: --------------------------------------- By: ---------...
PTE. LTD. Slender West Lake Investment Limited Rosebook Holding Limited Three Body Technology Inc. Xxxx Xxxx Investment Inc. The Kunpen Limited Worldwide Access Investment Limited Dragon Universe Investment Inc. Qinyang Technology Limited ZHOU Zhengchuan XXXX Xxxxxx XX Xx XXXX Xx XXXX Xxxxxx DAI Zhenkai FAN Xiaofeng GAO Guobin XXX Wei XXX Haochuan HAN Donghua XX Xxxx XXXXX Xxxx XXXXX Xxxx XXXXX Xxxxxx JIN Qianchen XXX Xxx LAN Jiangang LI Baoxin XX Xxxxxx LI Lei LI Lixun XX Ming XX Xxx MAO Ruizhe MAO Pengcheng Min Jie PAN Yuan PU Zhihua XXX Jianing XXXX Lei TU Yanping WAN Jiabao WANG Qiuxiao WANG Taizhou XXXX Xxxx WEI Hai XXX Xxxxx XIN Jingbo XING Xxxx XX Mengyun XXXX Gengsheng XXX Xxxx XX Xxxxx XXXX Xxxxxx XXXXX Xxx XXXXX Xx Ali Panini Investment Holding Limited Rajax Holdings Principal ID Card Number Principal Holdco TOTAL 6,769,734,163 4,412,107,198.68 441,210,719.88 397,089,647.92 Former Company Share Award Holders Type of shares owned in Rajax Number of shares owned in Rajax Purchase Price Tax Escrow Amount[1] Audit and Indemnity Escrow Amount[2] TOTAL 1,490,323,667 971,303,691.01 97,130,369.18 87,417,332.18 Ordinary Shares Number Percentage Subtotal 2,079,515,800 15.00362727 % ESOP 399,075,395 2.87931377 % Series A Preferred Shares Subtotal 449,999,920 3.24673228 % Series B Preferred Shares Subtotal 350,000,000 2.52523666 % Series C Preferred Shares Subtotal 555,555,520 4.00831191 % Series D Preferred Shares Subtotal 592,074,960 4.27179828 % Series E Preferred Shares Subtotal 1,833,333,278 13.22742975 % Series F Preferred Shares Subtotal 1,528,943,088 11.03126613 % Series G Preferred Shares Subtotal 2,314,175,599 16.69668877 % Total 13,860,087,052 100.00000000 %
PTE. LTD. a company incorporated in Singapore with its registered office at No. 1, Yishun Avenue 7, Singapore 768923 (the 'TRANSFEREE OR 'XXXXX'')
PTE. Ltd. 1 , to meet the working capital requirements of the Company, which loan had since been replaced and taken over by Polaris Nine Private Limited (“Polaris Nine”), a controlling shareholder of the Company in 2016. With a view towards strengthening the balance sheet of the Company, the Management, with the authorization of the Board of Directors (the “Board”) of the Company, has approached Polaris Nine to consider capitalization of the outstanding shareholder’s loan amount of US$700,000 (together with interest accrued thereon and which remain unpaid) into new ordinary shares to be issued out of the capital of the Company (“New Shares” and each, a “New Share”). In response to the Company’s request, Polaris Nine has, on 31 March 2017, agreed in writing to the capitalization of the outstanding amount payable under the shareholder’s loan (including any interest accrued thereon and remaining payable) on and subject to the terms and conditions set out below (the “Capitalization”). Total amount to be capitalized : US$700,000 together with interest, if any, accrued thereon and remaining unpaid subject to the New Shares in aggregate constituting not more than 1% of the total issued share capital of the Company Issue price per New Share : 30 trading days’ volume weighted average price for the Company’s shares immediately prior to the date of the forthcoming Annual General Meeting which is currently scheduled to be held within the first half of July 2017 (the “forthcoming AGM”)
PTE. LTD is a Singapore limited liability company having its place of business at German Centre #04-113, 25 International Business Park, 000000 Xxxxxxxxx and is registered with the ACRA under UEN number 201207376D. All shares in Dynamic Micro Systems (Singapore) PTE. LTD (the “DMS Singapore Shares”) are directly held by the Acquired Company.
