Examples of Repurchased ADSs in a sentence
Upon the delivery of the Repurchased ADSs pursuant to Section 2.1, Focus Media will acquire good and valid title to the Repurchased ADSs free and clear of any Liens (other than Liens in favor of Focus Media or created by or on behalf of Focus Media).
The sale and delivery of the Repurchased ADSs as contemplated by this Agreement are not subject to any preemptive right, right of first refusal or other right or restriction, and the Seller is not a party to any voting trust, proxy or other Contract with respect to the voting or transfer of the Repurchased ADSs that will survive the Closing Date.
The Seller further acknowledges that such information may be indicative of a value of the Repurchased ADSs that may be substantially less or substantially more than the Purchase Price or otherwise adverse to the Seller and that such information may be material to the Seller’s decision to sell the Repurchased ADSs.
At the Closing, on the terms and subject to the conditions set forth in this Agreement, the Seller shall sell, convey, transfer and assign to the Company, and the Company shall repurchase, acquire and accept from the Seller, all of the Seller’s legal and beneficial right, title and interest in and to the Repurchased ADSs at the per ADS price of US$4.40, for an aggregate repurchase price of US$13,200,000.00 (the “Repurchase Amount”).
The consummation of the purchase and sale of the Repurchased ADSs as provided in Article II (the “Closing”) shall take place remotely (or at such other place as the parties hereto may designate) within three (3) Business Days after exchange of documents required in Section 3.2 and Section 3.3, unless another time, date or place is agreed to by the parties hereto (the “Closing Date”).
At the Closing, on the terms and subject to the conditions set forth in this Agreement, the Seller shall sell, convey, transfer and assign to Focus Media, and Focus Media shall repurchase, acquire and accept from the Seller, all of the Seller’s right, title and interest in and to the Repurchased ADSs.
The Seller is and shall be on the Closing Date the sole record and beneficial owner and holder of, and has good and valid title to, the Repurchased ADSs free and clear of any Liens (other than Liens in favor of Focus Media or created by or on behalf of Focus Media).
The consummation of the purchase and sale of the Repurchased ADSs as provided in Article II (the “Closing”) shall take place at the offices of Xxxxxxx Xxxxxxx & Xxxxxxxx LLP located at ICBC Tower, 00/X, 0 Xxxxxx Xxxx, Xxxxxxx, Xxxx Xxxx (or at such other place as the parties hereto may designate) within five (5) Business Days after the date of this Agreement, unless another time, date or place is agreed to by the parties hereto (the “Closing Date”).
The Seller further acknowledges that such information may be indicative of a value of the Repurchased ADSs that may be substantially less or substantially more than the Repurchase Amount or otherwise adverse to the Seller and that such information may be material to the Seller’s decision to sell the Repurchased ADSs.
The consummation of the purchase and sale of the Repurchased ADSs as provided in Article II (the “Closing”) shall take place at the offices of Xxxxxxx Xxxxxxx & Xxxxxxxx LLP located at ICBC Tower, 00/X, 0 Xxxxxx Xxxx, Xxxxxxx, Xxxx Xxxx (or at such other place as the parties hereto may designate) within ten (10) Business Days after the date of this Agreement, unless another time, date or place is agreed to by the parties hereto (the “Closing Date”).