Examples of Sale ADSs in a sentence
Anything in the preceding sentence to the contrary notwithstanding, Seller shall be responsible for, and shall pay, any Taxes imposed with respect to the transfer of the Sale ADSs.
Seller shall make full and timely payment of any Taxes owed by the Seller in connection with the execution and performance this Agreement and the sale of the Sale ADSs contemplated herein.
Notwithstanding anything in this Agreement to the contrary, the closing of the purchase and sale of Sale ADSs shall take place simultaneously with the execution of this Agreement (the “Closing”) at the offices of Skadden, Arps, Slate, Xxxxxxx & Xxxx LLP, Xxxx Xxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000.
The Seller hereby indemnifies Purchaser, its Affiliates and their respective directors and officers (“Purchaser Tax Indemnified Parties”) from any withholding obligation and any Taxes related thereto with respect to the sale of the Sale ADSs and any related interest, penalties, reasonable attorneys’ fees and other out-of-pocket expenses, in each case as and when incurred (collectively, “Tax Losses”) and shall defend and hold the Purchaser Tax Indemnified Parties harmless from the Tax Losses.
The Seller represents to the Purchaser that it is not a resident of India for Tax purposes and that the sale of the Sale ADSs is not subject to any withholding Tax.
The Seller shall bear all taxes, including any capital gains tax on the sale of the Sale ADSs, relating to the Transactions.
Each free writing prospectus, as of its issue date and at all subsequent times through the completion of the public offer and sale of the Sale ADSs or until any earlier date that the Company notified or notifies the Manager, did not, does not and will not include any material information that conflicted, conflicts or will conflict with the information contained in the Registration Statement or the Prospectus.
The Manager shall provide written confirmation (which may be by facsimile or email) to the Company following the close of trading on the Exchange each day in which the Sale ADSs are sold under this Agreement setting forth the amount of the Sale ADSs sold on such day, the gross proceeds received from such sale and the commission payable by the Company to the Manager with respect to such sales.
The Shares will, on each Settlement Date, be deposited with the Depositary in accordance with the provisions of the Deposit Agreement and otherwise comply with the Deposit Agreement so that the Sale ADSs will be issued by the Depositary against receipt of such Shares and Sale ADSs and/or ADRs evidencing the sale ADSs delivered to the Manager at the Settlement Date.
The Company will not accelerate the vesting of any Options except as set forth in Section 3.04(a) of the Company Disclosure Schedule.