Share Charge. On the Initial Borrowing Date, the Pledgor shall have duly authorized, executed and delivered a Bermuda share charge for the Borrower substantially in the form of Exhibit F (as modified, supplemented or otherwise modified from time to time, the “Share Charge”) or otherwise reasonably satisfactory to the Lead Arrangers, together with the Share Charge Collateral.
Share Charge. Each Shareholder hereby agrees that, and shall procure any directors appointed or nominated by it and/or its Affiliates to the Board of the Company to agree that, Phoenix ZKH, June Rain and ESOP SPVs charge all of their shares in the Company, and the holder(s) of the ESOP Reserved Shares charge all of their ESOP Reserved Shares (once they are issued), to secure the Secured Liabilities (as defined in the CB Agreement) in favour of the Security Agent (as defined in the CB Agreement) pursuant to the CB Agreement (collectively, the Share Charge). Each Shareholder hereby waives, and shall procure any directors appointed or nominated by it and/or its Affiliates to the Board of the Company to waive, its consent right, Preemptive Right, Right of First Refusal, Right of Co-Sale or any other rights it may have under this Agreement and the Restated M&A if any or all of the shares in the Company held by Phoenix ZKH, June Rain and ESOP SPVs and the ESOP Reserved Shares (once they are issued) are transferred to any Person as a result of an enforcement of the relevant Share Charge.
Share Charge. XXXXX Xxxxx and BVI 1 shall have entered into a share charge with Sun Vantage in a form and substance satisfactory to Sun Vantage whereby BVI 1 shall charge to Sun Vantage 1,462,053 Ordinary Shares of the Company (the “Charged Shares”), representing 1% of the total share capital of the Company immediately prior to the Closing (on a fully diluted basis), as an security for the performance of the relevant Seller Party’s obligations under this Agreement in connection with Shanghai Xunmeng restructuring.
Share Charge. The Company shall have delivered to the Investors an updated register of charges of the Company providing for the termination of any charge over shares of the HK Subsidiary by the Company in favor of any Person.
Share Charge. After Signing of VIE Contracts, (i) the applicable Founders Group (the “Chargors”) shall and the Company shall procure the Chargors to timely charge certain shares of the Company then held by the Chargors in the Company representing the shareholding percentage equal to 0.77% of the Company to the Lender to secure the Loan (the “Charged Shares”), (ii) the Chargors and the Lender shall enter into a charge agreement in the form and substance satisfactory to the Lender (the “Charge Agreement”), and (iii) the Chargors shall and the rest Founders Group who are not Chargors shall procure the Chargors to deliver or cause to be delivered to the Lender (w) the original share certificate(s) of the Charged Share(s) (the “Charged Share Certificates”), (x) a signed and undated instrument of transfer (the “Unsigned IOT”) for the Charged Shares to be transferred to the Lender at a nil consideration, (y) a legal opinion issued by the Cayman Islands counsel of the Company addressed to the Lender regarding the validity, legality and enforceability of the Share Charge (as defined below), in the form and substance satisfactory to the Lender, and (z) other documents or evidences as may be reasonably required by the Lender with regard to the perfection of the Share Charge (collectively, the “Share Charge”).
Share Charge the Issuer shall ensure that the duly executed Share Charge shall have been delivered to the Security Agent and remained in full force and effect on or prior to each Closing;
Share Charge. The Share Charge shall have been duly executed and delivered to the Security Agent and remained in full force and effect.
Share Charge. A duly executed and perfected first priority charge of shares over the shares in each of the Borrowers;
Share Charge. The Company’s obligations pursuant to the Bond Documents shall be secured on the terms set forth in the Share Charge Agreement attached hereto as Exhibit C.
Share Charge. The Share Charge for Lionbridge Technologies Ireland Ltd., dated as of the Closing Date, among VeriTest, Lionbridge Technologies Ireland Ltd., the Lenders and the Administrative Agent. S&P. Standard & Poor’s Ratings Group. Spot Rate. For a Currency, means the rate determined by the Administrative Agent to be the rate quoted by the Person acting in such capacity as the spot rate for the purchase by such Person of such Currency with another Currency through its principal foreign exchange trading office at approximately 11:00 A.M. on the date two (2) Business Days prior to the date as of which the foreign exchange computation is made; provided that the Administrative Agent may obtain such spot rate from another financial institution such as, or similar to, the Reference Banks and designated by the Administrative Agent if the Person acting in such capacity does not have as of the date of determination a spot buying rate for any such Currency; and provided further that the Administrative Agent may use such spot rate quoted on the date as of which the foreign exchange computation is made in the case of any Letter of Credit or Foreign Revolving Credit Loan denominated in an Alternative Currency. Sterling. The lawful currency of the United Kingdom.
