Share Transfer. 2.1 Party A shall enter into a Share Transfer Agreement (“Share Transfer Agreement”) with Party B, in accordance with the content and form of Appendix II hereto, within thirty (30) days after receiving exercise notice from Party D (“Appendix I”), in accordance with Article 2.3 of the Purchase Option Agreement, and other documents required to make change registrations at industrial and commerce authorities
Share Transfer. Concurrently with the execution of this Agreement, the Seller shall execute a share transfer order (the "Transfer Order"), as established by Russian law and required by the holder of the share registry of the Issuer ("Registrar"). The Seller shall deliver a duly executed Transfer Order to the Registrar in order for the transfer of the Shares from the Seller to the Purchaser to be registered in the share registry of the Issuer.
Share Transfer. 7.2.1 Within 20 working days after receipt of a Conversion Notice (“Conversion Date”), Party B shall effect the transfer of the portion of the Shares designated in the Conversion Notice, either to Party A directly or to the Designee specified by Party A in the Conversion Notice (each a “Share Transfer”).
7.2.2 For the avoidance of doubt, upon the completion of the conversion of the Loan and the transfer of all of the Shares of Party B (whether pursuant to this Article 7 or an Event of Default), Party A shall hold as many of the Shares as is permissible under PRC Law, and the remainder of the Shares (if applicable) shall be held by the Designees, with Party B no longer holding any Shares. At such time, this Agreement shall be deemed to have terminated, and the obligations of Party B hereunder to have been fulfilled (with the exception of those under 3.1.13 and 3.1.14).
Share Transfer. The Employee shall not, otherwise than pursuant to the operation of Articles 11, 12, 13, 14 and 15 of the Articles, without the prior written consent of the Investor Director (such consent to be made subject to such conditions as the Investor Director may require) transfer the Employee Shares or enter into any arrangement which may place any Encumbrance on the Employee Shares.
Share Transfer. As of the Closing Date or the Additional Closing Date, as the case may be, assuming the Debt-for-Equity Exchange is consummated, the Selling Stockholder will be the beneficial owner of the Shares to be sold by it hereunder free and clear of all liens, encumbrances, equities and claims, and as of the Closing Date or the Additional Closing Date, as the case may be, and upon the consummation of the transactions contemplated by this Agreement, such Shares will be free and clear of all liens, encumbrances, equities and claims. Upon payment of the Shares to be sold by the Selling Stockholder hereunder, delivery of such Shares and the crediting of such shares on the books of The Depository Trust Company (“DTC”) to securities accounts of the several Underwriters (assuming that neither DTC nor any such Underwriter has notice (as defined in Section 8-105 of the New York Uniform Commercial Code (“UCC”)) of any adverse claim (within the meaning of Section 8-102(a)(1) of the UCC) to such Shares), then, assuming appropriate entries to the accounts of the several Underwriters on the records of DTC have been made pursuant to the UCC, the Underwriters will have acquired a security entitlement (within the meaning of Section 8-102(a)(17) of the UCC) to such Shares and no action based on an adverse claim (within the meaning of Section 8-102(a)(1) of the UCC) may be asserted against such Underwriters with respect to such security entitlement.
Share Transfer. 1.1 Subject to the terms and conditions herein, the Transferors shall transfer its 100% equities in Ewenkeqi Beixue Dairy to the Transferee and the Transferee agrees to such transfer.
1.2 When transferring, all the rights, interest, certificates and proceeds arising from or in connection with Transfer Share shall be transferred to the Transferee concurrently.
Share Transfer. Party A agrees to transfer the Subject Interest to Party B and Party B agrees to acquire the Subject Interest in accordance with the terms and conditions of this Agreement. If Party B is unable to directly acquire all or portion of the Subject Interest due to restrictions of the laws and regulation of the People’s Republic of China (“PRC”), Party A agrees to transfer the Subject Interest to any appropriate person designated by Party B, and the person designated by Party B shall be entitled to receive the Subject Interest in accordance with this Agreement.
Share Transfer. At the Closing, Sellers shall assign and transfer, with effect of the Effective Date, the Sold Shares to Purchaser in accordance with Section 4.4.
Share Transfer. 1. The Transferor agrees to transfer its shares of Enterprise Network to the Transferee pursuant to the proportion agreed-upon under this Agreement on the Effective Date of Share Transfer (as defined hereinafter) set forth in Article III of this Agreement according to the terms and conditions of this Agreement; the Transferee agrees to accept such shares pursuant to the proportion agreed-upon under this Agreement according to the terms and conditions of this Agreement (hereinafter "Share Transfer"). --------------------------------------------------------------------------------
2. After Share Transfer becomes effective, the Transferee shall become the legal owner of the shares contemplated to be transferred hereunder pursuant to this Agreement, having all rights and obligations in respect of the shares contemplated to be transferred hereunder (such rights including all rights, interests and duties in respect of its contribution). The Transferor shall not have any right, obligation or responsibility in respect of the shares contemplated to be transferred hereunder.
3. After Share Transfer becomes effective, each shareholder's contribution amount and its proportion in the registered capital of Enterprise Network are as follows: Party A: RMB5,000,000, accounting for 50 percent of total registered capital of Enterprise Network; Party B: RMB5,000,000, accounting for 50 percent of total registered capital of Enterprise Network
4. The parties hereto agree to effect all procedures in respect of Share Transfer according to the terms and time provided under this Agreement, including without limitation securing resolutions of shareholders' meeting and the Board consenting transfer/acceptance of shares respectively, resolutions of shareholders' meeting of Enterprise Network consenting Share Transfer, and the commitment letter of the Transferor as shareholders of Enterprise Network consenting the Share Transfer by the other shareholders and waiving their preemption rights.
5. Commencing from the Effective Date of Share Transfer, the Transferor shall transfer to the Transferee any and all materials held by the Transferor necessary for appropriate exercise of shareholder rights by the Transferee, including without limitation resolutions and minutes of shareholders meeting and the Board of Enterprise Network, all seals of the company (including without limitation corporate seal, finance seal and contract seal), approval documents of the company, business license (origina...
Share Transfer. 2.1 Party A hereby agrees to sell all shares and assets it holds in the target company to Party B, and Party B agrees to purchase all such shares and assets of the target company. After the transfer is completed, Party B shall hold 100% of the shares of the target company.
2.2 As of March 16, 2024, the creditors’ rights to and liabilities of the target company have been accounted for without concealment, which have been acknowledged and agreed upon by both parties.
