Common use of Seller’s Covenant Clause in Contracts

Seller’s Covenant. In connection with the condition precedent set out in Section 4.1(e): (a) the Seller shall: (i) prepare, finalize and post a circular to its shareholders and/or such other announcements, documents, notices and communications as may be required by the Hong Kong Listing Rules and the Organizational Documents of the Seller (collectively, the “Required Shareholder Communication”), in each case, subject to clearance of the same (if required) by The Stock Exchange of Hong Kong Limited, as soon as practicable, which shall, amongst other things, convene the Extraordinary General Meeting to consider resolutions to be passed by the relevant shareholders for the purposes set out in Section 4.1(e) and (ii) hold such Extraordinary General Meeting as soon as practicable; (b) the Seller undertakes to provide the Purchaser (or advisers nominated by the Purchaser) with draft copies of the Required Shareholder Communication to be sent to the Seller’s shareholders at such time as will allow the Purchaser a reasonable opportunity to provide comments on such draft copies of Required Shareholder Communication before they are finalised and despatched or released; and (c) subject to the requirements under the Hong Kong Listing Rules and the Organizational Documents of the Seller, the Seller undertakes and agrees to consider any reasonable comments provided by the Purchaser pursuant to Section 5.4(b).

Seller’s Covenant. In connection with the condition conditions precedent set out in Section 4.1(eSections 4.1(c) and 4.2(c): (a) the Seller shall: (i) prepare, finalize and post a circular to its shareholders and/or such other announcements, documents, notices and communications as may be required by the Hong Kong Listing Rules and the Organizational Documents of the Seller (collectively, the “Required Shareholder Communication”), in each case, subject to clearance of the same (if required) by The Stock Exchange of Hong Kong Limited, as soon as practicable, which shall, amongst other things, convene the Extraordinary General Meeting Seller EGM to consider resolutions to be passed by the relevant shareholders for the purposes set out in Section 4.1(eSections 4.1(c) and 4.2(c); and (ii) hold such Extraordinary General Meeting Seller EGM as soon as commercially practicable; (b) the Seller undertakes to provide the Purchaser (or advisers nominated by the Purchaser) with draft copies of the Required Shareholder Communication to be sent to the Seller’s shareholders at such time as will allow the Purchaser a reasonable opportunity to provide comments on such draft copies of Required Shareholder Communication before they are finalised finalized and despatched dispatched or released; and (c) subject to the requirements under the Hong Kong Listing Rules and the Organizational Documents of the Seller, the Seller undertakes and agrees to consider any reasonable comments provided by the Purchaser pursuant to Section 5.4(b)5.3(b) above.