ZENVIA MOBILE SERVIÇOS DIGITAIS S. A., headquartered at Xxxxxxx Xx. Xxxx Xxxxxxx, 2900, 14th floor - Chácara das Pedras - Porto Alegre - RS - Zip Code: 91330-001, enrolled with Corporate Taxpayers’ Registry (CNPJ) under No. 14.096.190/0001-05, hereby represented according to its Articles of Incorporation, hereinafter referred to as "COMPANY" and, OI MÓVEL S/A - in court reorganization – a company providing personal mobile service, headquartered at Setor Comercial Norte, block 03, tower A, Ed. Estação Xxxxxxxxxx, Xxxxxx Xxxxx - Xxxx 0, Xxxxxxxx, enrolled with Corporate Taxpayers’ Registry of the Ministry of Finance (CNPJ) under No. 05.423.963/0001-11, hereby represented according to its Articles of Incorporation, by its undersigned legal representatives, hereinafter referred to as "PROVIDER SERVICE". When referred to jointly, hereinafter referred to as the "Parties" and, separately, as "Party";
ZENVIA MOBILE SERVIÇOS DIGITAIS S. A., a closed joint stock company, headquartered at Ax. Xxxxxx Xxxxx, x° 000, seventh floor, Bairro Auxiliadora, in the city of Porto Alegre, State of Rio Grande do Sul, registered with CNPJ/ME No. 14.096.190/0001-05, represented herein in accordance with its organizational acts ("Zenvia" or "Buyer"); on the other hand, as Sellers:
ZENVIA MOBILE SERVIÇOS DIGITAIS S. A., with headquarters at Xxxxxxx Xxxxxxxx, 0000, 00xx xxxxx, Xxxx Xxxxx, xx xxx Xxxx xx Xxx Xxxxx, State of São Paulo, enrolled with the CNPJ/MF under No. 14.096.190/0001-05, hereby represented in accordance with its Bylaws, hereinafter referred to as “INFOTIM CLIENT”; and
ZENVIA MOBILE SERVIÇOS DIGITAIS S. A., a corporation with head offices in the city of Porto Alegre, State of Rio Grande do Sul, Brazil, at Avenida Xx. Xxxx Xxxxxxx, 2900, 14º andar, Chácara das Pedras, CEP 91330-001, enrolled with the Federal Taxpayer Registration under CNPJ/ME No. 14.096.190/0001-05, herein represented by its duly authorized legal representatives, according to its Bylaws, and, also:
ZENVIA MOBILE SERVIÇOS DIGITAIS S. A. (“Zenvia Brazil”) as of December 31, 2020 and 2019, and for each of the years in the three-year period ended December 31, 2020, (B) Rodati Motors Corporation (“Sirena”) as of July 23, 2020 and December 31, 2019 and for the period from January 1, 2020 to July 23, 2020 and for the year ended December 31, 2019, (C)Target as of December 31, 2020 and 2019 and for each of the two years in the period ended December 31, 2020 and (D) Smarkio as of November 30, 2020 and December 31, 2019 and for the period of eleven months ended November 30, 2020 and for the year ended December 31, 2019, included in the Registration Statement, the Pricing Prospectus and the Prospectus, together with the related schedules and notes, present fairly, in all material respects, the financial position of Zenvia Brazil and its subsidiaries and Sirena, Target and Smarkio at the dates indicated and the statement of operations, shareholders’ equity and cash flows of the Company and its subsidiaries and Sirena, Target and Smarkio for the periods specified; said financial statements have been prepared in conformity with IFRS applied on a consistent basis throughout the periods involved. The selected financial data and the summary financial data included in each of the Registration Statement, the Pricing Prospectus and the Prospectus present fairly, in all material respects, the information shown therein and have been compiled on a basis consistent with that of the audited consolidated financial statements included therein. The unaudited pro forma condensed financial information and the related notes thereto included in each of the Registration Statement, the Pricing Prospectus and the Prospectus present fairly the information shown therein, have been prepared in accordance with the Commission’s rules and guidelines with respect to pro forma condensed financial information and have been properly compiled on the bases described therein, and the assumptions used in the preparation thereof are reasonable and are set forth in each of the Registration Statement, the Pricing Prospectus and the Prospectus. The pro forma adjustments used therein are appropriate to give effect to the transactions and circumstances referred to therein, and the pro forma adjustments have been properly applied to the historical amounts in the compilation of those statements and data. Except as included therein, no historical or pro forma financial information, or other financial statements required by Regulation S-X unde...
ZENVIA MOBILE SERVIÇOS DIGITAIS S. A., a company headquartered at Xxxxxxx Xxxxxxxx, Xx. 0000, 00xx xxxxx, - Xxx Xxxxx/XX, enrolled with Corporate Taxpayer Registration Number 14.096.190/0001-05, hereby represented according to its bylaws, hereinafter referred to as COMPANY; and
ZENVIA MOBILE SERVIÇOS DIGITAIS S. A. Xxxxxxx Xxxxxx Xxxxxx Xxxxxx Xxxxxxxxxx Xxxxxxxxx
