Subscription for Subscribed Shares Clause Samples

Subscription for Subscribed Shares. Upon the terms and subject to the conditions herein set forth, the Company agrees to, on the Closing Date, allot and issue to Infinity Capital, free and clear of all Encumbrances (other than Encumbrances resulting from actions of Infinity Capital), 6,720,260 ADSs (the “Subscribed Shares”) and Infinity Capital has agreed to subscribe for the Subscribed Shares from the Company in consideration for the Subscription Price set out in this Agreement; provided, however, that if by operation of a Requirement of Law relating to the Company’s application for a VPN/NLD/ILD license in India, the Company is required to reduce the level of equity ownership by foreign persons in connection with such VPN/NLD/ILD license, the Company may (a) substitute on a share-for-share basis Equity Shares for ADSs; (b) if necessary to comply with such Requirement of Law, request that a Nominee, reasonably acceptable under such Requirements of Law and to Infinity Capital, acquire such Equity Shares; and, (c) if necessary to comply with such Requirement of Law, request that the purchase price for the Subscribed Shares be paid in Rupees at the exchange rate equivalent of $5.60 US as of the close of business on the date immediately prior to the date of the Closing. Substituted Equity Shares shall be deemed to be Subscribed Shares hereunder.