Transfer of the Option Stock. Each time When Party A exercises the Stock Option: (1) Party B shall procure Party C to convene a shareholders’ meeting promptly, shall pass the resolution to approve such Option Transfer from Party B to Party A. (2) Party B shall execute an equity transfer contract with Party A pursuant to the provisions of this Agreement and the Notice of Purchase. (3) The relevant Parties shall execute all other necessary contracts, agreements or documents, obtain all necessary government approvals and permits and take all necessary actions, to assign to Parry A the valid title to the Option Stock free from any encumbrance of any security interest, and to cause Party A to be registered as the legal holder of the Option Stock. For the purpose of this paragraph and this Agreement, “security interest” shall include security, mortgage, third party’s right or interest, any stock option, acquisition right, pre-emptive right, right to offset, ownership retention or other security arrangements etc., For avoidance of confusion, the foresaid security interest shall be except for any security interest arising from this Agreement or Party B’s Equity Pledge Agreement. The “Party B’s Equity Pledge Agreement” referred to in this clause and this Agreement means the Equity Pledge Agreement executed by and between Party A and Party B on the same date hereof, under which Party B pledges all of its equity in Party C to Party A in order to guarantee Party C’s performance of its obligations under the “Exclusive Technical and Consulting Service Agreement” executed by and between Party C and Party A.
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Samples: Exclusive Option Agreement (Tom Online Inc), Exclusive Option Agreement (Tom Online Inc)
Transfer of the Option Stock. Each time When Party A exercises the Stock Option:
(1) Party B shall procure Party C to convene a shareholders’ meeting promptly, shall pass the resolution to approve such Option Transfer from Party B to Party A.A and/or its Designee(s).
(2) Party B shall execute an equity transfer contract with Party A or Party A’s Designee (if applicable) pursuant to the provisions of this Agreement and the Notice of Purchase.
(3) The relevant Parties shall execute all other necessary contracts, agreements or documents, obtain all necessary government approvals and permits and take all necessary actions, to assign to Parry A and/or its Designee(s) the valid title to the Option Stock free from any encumbrance of any security interest, and to cause Party A and/or its Designee(s) to be registered as the legal holder of the Option Stock. For the purpose of this paragraph and this Agreement, “security interest” shall include security, mortgage, third party’s right or interest, any stock option, acquisition right, pre-emptive right, right to offset, ownership retention or other security arrangements etc., For avoidance of confusion, the foresaid security interest shall be except for any security interest arising from this Agreement or Party B’s Equity Pledge Agreement. The “Party B’s Equity Pledge Agreement” referred to in this clause and this Agreement means the Equity Pledge Agreement executed by and between Party A Ebay Each Internet Information Service (Shanghai ) Co. Ltd. and Party B on the same date hereof, under which Party B pledges all of its equity in Party C to Party A Ebay Each Internet Information Service (Shanghai ) Co. Ltd. in order to guarantee Party C’s performance of its obligations under the “Exclusive Technical and Consulting Service Agreement” executed by and between Party C and Party A.Ebay Each Internet Information Service (Shanghai ) Co. Ltd..
Appears in 2 contracts
Samples: Exclusive Option Agreement (Tom Online Inc), Exclusive Option Agreement (Tom Online Inc)
Transfer of the Option Stock. Each time When Party A exercises the Stock Option:
(1) Party B shall procure Party C to convene a shareholders’ meeting promptly, shall pass the resolution to approve such Option Transfer from Party B to Party A.A and/or its Designee(s).
(2) Party B shall execute an equity transfer contract with Party A or Party A’s Designee (if applicable) pursuant to the provisions of this Agreement and the Notice of Purchase.
(3) The relevant Parties shall execute all other necessary contracts, agreements or documents, obtain all necessary government approvals and permits and take all necessary actions, to assign to Parry A and/or its Designee(s) the valid title to the Option Stock free from any encumbrance of any security interest, and to cause Party A and/or its Designee(s) to be registered as the legal holder of the Option Stock. For the purpose of this paragraph and this Agreement, “security interest” shall include security, mortgage, third party’s right or interest, any stock option, acquisition right, pre-emptive right, right to offset, ownership retention or other security arrangements etc., For avoidance of confusion, the foresaid security interest shall be except for any security interest arising from this Agreement or Party B’s Equity Pledge Agreement. The “Party B’s Equity Pledge Agreement” referred to in this clause and this Agreement means the Equity Pledge Agreement executed by and between Party A Beijing Lahiji Technology Development Company Limited. and Party B on the same date hereof, under which Party B pledges all of its equity in Party C to Party A Beijing Dong Xxx Xxx Information Technology Co., Ltd. in order to guarantee Party C’s performance of its obligations under the “Exclusive Technical and Consulting Service Agreement” executed by and between Party C and Party A.Beijing Dong Xxx Xxx Information Technology Co., Ltd..
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Transfer of the Option Stock. Each time When Party A exercises the Stock Option:
(1) Party B shall procure Party C to convene a shareholders’ meeting promptly, shall pass the resolution to approve such Option Transfer from Party B to Party A.A and/or its Designee(s).
(2) Party B shall execute an equity transfer contract with Party A or Party A’s Designee (if applicable) pursuant to the provisions of this Agreement and the Notice of Purchase.
(3) The relevant Parties shall execute all other necessary contracts, agreements or documents, obtain all necessary government approvals and permits and take all necessary actions, to assign to Parry A and/or its Designee(s) the valid title to the Option Stock free from any encumbrance of any security interest, and to cause Party A and/or its Designee(s) to be registered as the legal holder of the Option Stock. For the purpose of this paragraph and this Agreement, “security interest” shall include security, mortgage, third party’s right or interest, any stock option, acquisition right, pre-emptive right, right to offset, ownership retention or other security arrangements etc., For avoidance of confusion, the foresaid security interest shall be except for any security interest arising from this Agreement or Party B’s Equity Pledge Agreement. The “Party B’s Equity Pledge Agreement” referred to in this clause and this Agreement means the Equity Pledge Agreement executed by and between Party A Beijing Lei Xi Technology & Development Company Limited. and Party B on the same date hereof, under which Party B pledges all of its equity in Party C to Party A Beijing Dong Xxx Xxx Communication and Technology Co., Ltd. in order to guarantee Party C’s performance of its obligations under the “Exclusive Technical and Consulting Service Agreement” executed by and between Party C and Party A.Beijing Dong Xxx Xxx Communication and Technology Co., Ltd..
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