Common use of Transferred Shares Clause in Contracts

Transferred Shares. Each Co-Sale Right Holder shall effect its participation in the sale by promptly delivering to the Selling Shareholder for transfer to the prospective purchaser one or more executed instruments of transfer and one or more certificates, properly endorsed for transfer, which represent: (A) the number of Ordinary Shares which such Co-Sale Right Holder elects to sell; (B) that number of Preferred Shares which is at such time convertible into the number of Ordinary Shares that such Co-Sale Right Holder elects to sell; provided in such case that, if the prospective purchaser objects to the delivery of Preferred Shares in lieu of Ordinary Shares, such Co-Sale Right Holder shall convert such Preferred Shares into Ordinary Shares and deliver Ordinary Shares as provided in the preceding subsection 4.4(b)(i)(A). The Company agrees to make any such conversion concurrent with the actual transfer of such shares to the purchaser; or (C) a combination of the above.

Appears in 2 contracts

Samples: Shareholder Agreement (Pintec Technology Holdings LTD), Shareholder Agreement (Pintec Technology Holdings LTD)

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Transferred Shares. Each participating ROFR and Co-Sale Right Holder shall effect its participation in the sale by promptly delivering to the Selling Shareholder for transfer to the prospective purchaser one or more executed instruments of a transfer form and one or more share certificates, properly endorsed for transfer, which represent: : (Ai) the number of Class A Ordinary Shares which such ROFR and Co-Sale Right Holder elects to sell; ; (Bii) that number of Preferred Shares Shares, which is at such time convertible into the number of Class A Ordinary Shares that such ROFR and Co-Sale Right Holder elects to sellsell (calculated on a fully-diluted and as-converted basis); or (iii) a combination of the above. provided in such case that, if the prospective purchaser objects to the delivery transfer of Preferred Shares in lieu of Ordinary Shares, such ROFR and Co-Sale Right Holder shall convert such Preferred Shares into Class A Ordinary Shares and deliver certificates for Class A Ordinary Shares as provided in the preceding subsection 4.4(b)(i)(A)Subsection 4.4(b)(i) above. The Company agrees to make any such conversion concurrent with the actual transfer of such shares to the purchaser; or (C) a combination of the above.

Appears in 2 contracts

Samples: Shareholder Agreement (Kanzhun LTD), Shareholder Agreement (Kanzhun LTD)

Transferred Shares. Each A Co-Sale Right Holder shall effect its participation in the co-sale by promptly delivering to the Selling Shareholder for transfer to the prospective purchaser one or more executed instruments instrument(s) of transfer executed by such Co-Sale Holder and one or more certificates, properly endorsed for transfer, which represent: : (Ai) the number of Ordinary the Shares which such Co-Sale Right Holder elects to sell; ; (Bii) Preferred Shares, in the event that the Co-Sale Holder delivers certificates for that number of Preferred Shares which is at such time convertible into the number of Ordinary Shares that such the Co-Sale Right Holder elects to sellsell (on an as-converted basis); provided in such case that, if the prospective purchaser objects to the delivery Transfer of the Preferred Shares in lieu of the Ordinary Shares, such the Co-Sale Right Holder shall convert such Preferred Shares into Ordinary Shares and deliver certificates for Ordinary Shares as provided in the preceding subsection 4.4(b)(i)(A)Section 6.3(b)(i) above. The Company agrees to make any such conversion concurrent with the actual transfer Transfer of such shares to the prospective purchaser; or or (Ciii) a combination of the above.

Appears in 2 contracts

Samples: Shareholder Agreement (Uxin LTD), Shareholder Agreement (Uxin LTD)

Transferred Shares. Each A Co-Sale Right Holder shall effect its participation in the sale by promptly delivering to the Selling Shareholder for transfer to the prospective purchaser one or more executed instruments of transfer and one or more certificates, properly endorsed for transfer, which represent: : (Ai) the number of Ordinary the Shares which such Co-Sale Right Holder elects to sell; ; (Bii) Preferred Shares, in the event that the Co-Sale Holder delivers certificates for that number of Preferred Shares which is at such time convertible into the number of Ordinary Shares that such the Co-Sale Right Holder elects to sellsell (on an as-converted basis); provided in such case that, if the prospective purchaser objects to the delivery sale, transfer or exchange of the Preferred Shares in lieu of the Ordinary Shares, such the Co-Sale Right Holder shall convert such Preferred Shares into Ordinary Shares and deliver certificates for Ordinary Shares as provided in the preceding subsection 4.4(b)(i)(A)5.3(b)(i) above. The Company agrees to make any such conversion concurrent with the actual transfer of such shares to the prospective purchaser; or or (Ciii) a combination of the above.

Appears in 1 contract

Samples: Shareholder Agreement (Jumei International Holding LTD)

Transferred Shares. Each A Co-Sale Right Holder shall effect its participation in the sale by promptly delivering to the Selling Shareholder for transfer to the prospective purchaser one or more executed instruments of transfer and one or more certificates, properly endorsed for transfer, which represent: : (Ai) the number of Ordinary the Shares which such Co-Sale Right Holder elects to sell; ; (Bii) Preferred Shares, in the event that the Co-Sale Holder delivers certificates for that number of such Preferred Shares which is at such time convertible into the number of Ordinary Shares that such the Co-Sale Right Holder elects to sellsell (on an as-converted basis); provided in such case that, if the prospective purchaser objects to the delivery sale, transfer or exchange of the such Preferred Shares in lieu of the Ordinary Shares, such the Co-Sale Right Holder shall convert such Preferred Shares into Ordinary Shares and deliver certificates for Ordinary Shares as provided in the preceding subsection 4.4(b)(i)(A)5.3(b)(i) above. The Company agrees to make any such conversion concurrent with the actual transfer of such shares to the prospective purchaser; or or (Ciii) a combination of the above.

Appears in 1 contract

Samples: Shareholder Agreement (Meili Auto Holdings LTD)

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Transferred Shares. Each Co-Sale Right Holder Participant shall effect its participation in the sale by promptly delivering to the Selling Shareholder for transfer to the prospective purchaser one or more executed instruments a signed instrument of transfer in respect of the following Equity Securities and one or more certificatescause all certificate(s) evidencing such Equity Securities, properly endorsed for transfer, which represent: to be surrendered to the Company and the register of members shall be updated and share certificates issued to the purchaser: (Ai) the number of Ordinary Shares which such Co-Sale Right Holder Participant elects to sell; ; (Bii) that number of the Series A Preferred Shares which is at such time convertible into the number of Ordinary Shares that such Co-Sale Right Holder Participant elects to sell; provided in such case that, if the prospective purchaser objects to the delivery of the Series A Preferred Shares in lieu of Ordinary Shares, such Co-Sale Right Preferred Holder shall convert such Series A Preferred Shares into Ordinary Shares and deliver Ordinary Shares as provided in the preceding subsection 4.4(b)(i)(A)Subsection 4.4(b)(i) above. The Company agrees to make any such conversion concurrent with the actual transfer of such shares to the purchaser; or or (Ciii) a combination of the above.

Appears in 1 contract

Samples: Shareholder Agreement (YX Asset Recovery LTD)

Transferred Shares. Each A Co-Sale Right Holder shall effect its participation in the sale by promptly delivering to the Selling Shareholder for transfer to the prospective purchaser one or more executed instruments of transfer and one or more certificates, properly endorsed for transfer, which represent: : (Ai) the number of Ordinary Shares which such Co-Sale Right Holder elects to sell; ; (Bii) that such number of Preferred Shares which is that are at such time convertible into the number of Ordinary Shares that such the Co-Sale Right Holder elects to sellsell (on a Fully Diluted Basis); provided in such case that, if the prospective purchaser objects to the delivery sale, transfer or exchange of the Preferred Shares in lieu of the Ordinary Shares, such the Co-Sale Right Holder shall convert such Preferred Shares into Ordinary Shares and deliver certificates for Ordinary Shares as provided in the preceding subsection 4.4(b)(i)(A)5.3(b)(i) above. The Company agrees to make any such conversion concurrent with the actual transfer of such shares to the prospective purchaser; or or (Ciii) a combination of the above.

Appears in 1 contract

Samples: Shareholders Agreement (NaaS Technology Inc.)

Transferred Shares. Each Co-Sale Right Holder shall effect its participation in the sale by promptly delivering to the Selling Shareholder for transfer to the prospective purchaser one or more executed instruments of transfer and one or more certificates, properly endorsed for transfer, which represent: : (Ai) the number of Ordinary Shares which such Co-Sale Right Holder elects to sell; ; (Bii) that number of Preferred Shares Shares, as applicable, which is at such time convertible into the number of Ordinary Shares that such Co-Sale Right Holder elects to sellsell (on an as-converted basis); provided in such case that, if the prospective purchaser objects to the delivery transfer of Preferred Shares Shares, as applicable, in lieu of Ordinary Shares, such Co-Sale Right Holder shall first convert such Preferred Shares Shares, as applicable, into Ordinary Shares and deliver certificates for Ordinary Shares as provided in the preceding subsection 4.4(b)(i)(A)Subsection 4.4(b)(i) above. The Company agrees to make any such conversion concurrent with and contingent upon the actual transfer of such shares to the purchaser; or or (Ciii) a combination of the above.

Appears in 1 contract

Samples: Shareholder Agreements (Yatsen Holding LTD)

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