Common use of Qualified Financing Clause in Contracts

Qualified Financing. Notwithstanding anything to the contrary contained in this Agreement and the Restated Articles, but without prejudice to Section 3.1, Section 3.2, Section 3.3, Section 3.4(a), Section 3.6 and Section 3.7, if the Company proposes to consummate a Qualified Financing with any potential investor at any time after the date hereof, each Shareholder shall, at their own cost, take all actions, execute all documents and do all things required by law or as may be necessary or customarily desirable to consummate such Qualified Financing, including but not limited to (if applicable): (a) voting all of its Shares or executing proxies or written consents, and procures the Director(s) appointed by such holder to vote or executing proxies or written consents (subject always to such Director’s fiduciary duties), as the case may be, in favor of or approving the Qualified Financing, to effect the reclassification, authorization and issuance of new class of preferred shares (as applicable) to the investors, amendment to or restatement of this Agreement and the Restated Articles to include relevant rights and privileges for the new class of preferred shares issued and for the new investors with respect to such Qualified Financing (the “Qualified Financing Amendments”); and (b) executing, delivering and performing the Qualified Financing Amendments and any other ancillary documents necessary for the consummation of such Qualified Financing.

Appears in 4 contracts

Samples: Shareholder Agreement, Shareholder Agreement (Pinduoduo Inc.), Shareholder Agreement (Walnut Street Group Holding LTD)

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