Share Mortgage. The Company shall ensure that the following documents are delivered to the Selling Shareholder on the date of this Agreement in form and substance satisfactory to the Selling Shareholder:
(1) an Equitable Share Mortgage substantially in the form as set out in Schedule 2 (the “Share Mortgage”) duly executed by J.distrii Global Limited, under which certain shares held by J.distrii Global Limited in the Company would be mortgaged and charged to the Selling Shareholder as security for the due and prompt discharge and payment of the Secured Obligations (as defined in the Share Mortgage) which include payment obligations owed to the Selling Shareholders under this Agreement and the Convertible Promissory Note; and
(2) all documents, letters, instruments, proxies, resolutions and deeds required to be delivered to the Selling Shareholder pursuant to the Share Mortgage; and
(3) a certified copy of the Amended and Restated Memorandum and Articles of Association of the Company, substantially in the form as set out in Schedule 3, and a certified copy of the shareholders’ resolutions of the Company adopting the same.
Share Mortgage. Relating to Shares in the Capital of VODone Limited and Amendment Deed Relating to the Share Purchase Agreement dated 9 October 2009 THIS DEED is made on the 23rd day of August, 2011
Share Mortgage. On the Condition Subsequent Date, the Purchaser must deliver to the Seller a duly executed counterpart of the Purchaser of the Share Mortgage.
Share Mortgage. 2.1 The Chargor, as beneficial owner, mortgages and agrees to mortgage to the Chargee (as trustee for and on behalf of the Investors) by way of first mortgage all of the Mortgaged Shares as a continuing security for the discharge of such obligations of the Company under the Settlement Agreement as shall fall to be performed.
2.2 In furtherance of the security constituted by this Deed the Chargor shall deliver to the Chargee the share certificates representing the Mortgaged Shares (and the Chargee hereby acknowledge receipt thereof) together with duly executed but undated sold notes, instruments of transfer in respect of the Mortgaged Shares in favour of the Chargee and/or its nominees.
Share Mortgage. The Revolving Loan is secured by the Debenture by way of a first fixed and floating charge over the undertaking, property and assets of the Borrower provided by the Borrower in favour of the Lender. The Debenture and all security constituted or pursuant to the Debenture shall become immediately enforceable upon the occurrence of an event of default.
Share Mortgage. The Revolving Loan is secured by the Share Mortgage in respect of 11,294,080 issued shares of the Borrower provided by the Share Mortgagors in favour of the Lender. The Share Mortgage and all security constituted or pursuant to the Share Mortgage shall become immediately enforceable upon the occurrence of an event of default.
Share Mortgage. If the Mortgagor makes any election referred to in clause 4.10(a), the Security Trustee may treat it as having no effect.
Share Mortgage. 2.1 The Chargor as beneficial owner, mortgages and agrees to mortgage to the Chargee (as trustee for and on behalf of the Investors) by way of first mortgage all of the Mortgaged Shares as continuing security for the discharge of such obligations of the Company under the Settlement Agreement as shall fall to be performed in the period up to 31st March, 1999.
2.2 In furtherance of the security constituted by this Deed the Chargor shall deliver to the Chargee the share certificates representing the Mortgaged Shares together with duly executed but undated instruments of transfer in respect of the Mortgaged Shares in favour of the Chargee and/or its nominees.
Share Mortgage. Subject to the provisions of Clause 5 (Redemption) below, the Mortgagor, as continuing security for the payment and discharge of the Secured Indebtedness:
(A) assigns and transfers absolutely to ICBC (Asia) Nominee Ltd. or such other person as nominated in writing by the Collateral Agent (in each case, the "NOMINEE") by way of first legal mortgage all of its rights, title and interest in and to the Shares;
(B) charges and agrees to mortgage to the Nominee all its rights, title and interest in and to any Further Shares and any Derived Assets (with the intent that the Mortgage constituted by this Deed with respect to any Further Shares and any shares comprised in any Derived Assets shall, until such shares are registered in the name of the Nominee, take effect by way of first fixed equitable charge and, upon such shares being so registered, shall take effect by way of first legal mortgage); and
(C) charges and assigns to the Nominee all its rights, title and interest in and to any Dividends which are paid or payable to the Mortgagor before the shares to which they relate are registered in the name of the Nominee.
Share Mortgage. 4.1 As soon as practical following the signing of this Agreement, the Major Purchasers shall instruct Madison Pacific Trust Limited (the “Security Agent”) to, within ten (10) Business Days from the date hereof and prior to the First Closing:
(a) negotiate with Xxx Xxx and the Company in good faith and agree the form of all necessary documentation to (i) fully release and discharge the security granted by Xxx Xxx under the Share Mortgage Agreement; and (ii) reassign and retransfer to Xxx Xxx any and all rights and interests transferred by Xxx Xxx under the Share Mortgage Agreement, each with effect from the Effective Time; and
(b) execute such documentation and deliver such documentation to Xxx Xxx.
4.2 Within one (1) month from the Effective Time, the Major Purchasers shall instruct the Security Agent to redeliver any and all share certificates and other title documents previously delivered by Xxx Xxx under the Share Mortgage Agreement pursuant to the release documentation executed in accordance with Section 4.1.
