Registrar Service Provider Instructions Sample Clauses

Registrar Service Provider Instructions. The Company shall issue irrevocable (unless revocation is required to comply with applicable laws) instructions to the Registrar Service Provider in the form previously provided to the Company (the “Irrevocable Registrar Service Provider Instructions”) to deposit shares with The Hongkong and Shanghai Banking Corporation Limited, the custodian for the Depositary (or any successor custodian thereto, the “Custodian”), as applicable, for the Purchased Shares and the Warrant Shares, respectively, in such amounts as specified from time to time by each Buyer to the Company in connection with the delivery of the Purchased Shares at or prior to the Closing and upon exercise of the Warrants (as the case may be). The Company represents and warrants that no instruction other than the Irrevocable Registrar Service Provider Instructions referred to in this Section 5(b) will be given by the Company to the Registrar Service Provider with respect to the Securities, and that the Securities shall otherwise be freely transferable on the books and records of the Company. If a Buyer effects a sale, assignment or transfer of the Purchased Shares or Warrant Shares (other than any sale, assignment or transfer of ADR Securities with respect thereto), the Company shall, to the extent permitted by applicable law, permit the transfer and shall promptly instruct the Registrar Service Provider to deposit shares with the Custodian as specified by such Buyer to effect such sale, transfer or assignment. The Company acknowledges that a breach by it of its obligations hereunder will cause irreparable harm to each Buyer. Accordingly, the Company acknowledges that the remedy at law for a breach of its obligations under this Section 5(b) will be inadequate and agrees, in the event of a breach or threatened breach by the Company of the provisions of this Section 5(b), that each Buyer shall be entitled, in addition to all other available remedies, to an order and/or injunction restraining any breach and requiring immediate issuance and transfer, without the necessity of showing economic loss and without any bond or other security being required. The Company shall, to the extent permitted by applicable law, use reasonably best effort to cause its counsel to issue the legal opinion referred to in the Irrevocable Registrar Service Provider Instructions to the Registrar Service Provider to the extent reasonably required or requested by the Registrar Service Provider in connection with the transfer of...
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