Tencent Subscription Shares definition

Tencent Subscription Shares shall have the meaning set forth in the Recitals.
Tencent Subscription Shares means 2,116,251,467 Subscription Shares to be subscribed by

Examples of Tencent Subscription Shares in a sentence

  • We do not need miracles to prove that Jesus is God for the inspired Bible states it.

  • Assuming the truthfulness and accuracy of the representations made by Tencent under Section 3.4(f), the issuance of the Tencent Subscription Shares pursuant to this Agreement are, and the issuance of the Ordinary Shares into which they are convertible will be, exempt from the registration and prospectus delivery requirements of all applicable Securities Laws.

  • The Ordinary Shares into which the Tencent Subscription Shares are convertible have been reserved for issuance and, when issued and delivered in accordance with the terms of the Articles, will be validly issued, fully paid and non-assessable, free and clear of all Encumbrances (except for restrictions arising under the Securities Act or created by virtue of the Transaction Documents), and shall rank pari passu in all respects with existing Ordinary Shares at the time of their issuance.

  • The Tencent Subscription Shares, when issued and paid in accordance with the terms of this Agreement for the consideration expressed herein, and registered in the register of members of the Company will be duly and validly issued, fully paid, non-assessable, and free from any Lien.

  • Tencent is acquiring the Tencent Subscription Shares in an offshore transaction in reliance upon the exemption from registration provided by Regulation S under the Securities Act.

  • Your first line of inquiry should be to speak with the student’s roommate(s) and fellow participants about the student’s plans and last known whereabouts.

  • Tencent acknowledges that the Tencent Subscription Shares are “restricted securities” that have not been registered under the Securities Act or any applicable state securities law.

  • Tencent does not have any direct or indirect arrangement or understanding with any other Person to distribute the Tencent Subscription Shares in violation of the Securities Act or any other applicable state securities law.

  • The Purchaser has sufficient knowledge and experience in financial and business matters so as to be capable of evaluating the merits and risks of its investment in the Tencent Subscription Shares.

  • The Company has not dealt with any broker, finder, commission agent, placement agent or arranger in connection with the sale of the Tencent Subscription Shares, and the Company is not under any obligation to pay any broker’s fee or commission in connection with the sale of the Tencent Subscription Shares.

Related to Tencent Subscription Shares

  • Subscription Shares has the meaning ascribed to it in Section 2.1.

  • Purchased Shares has the meaning set forth in Section 2.01.

  • Subscriber Shares means the Shares which the subscribers to the Instrument of the ICAV agree to subscribe for as more particularly hereinafter set forth after their names.

  • Sale Shares means [Insert total number of shares of the Company] Shares, representing 100 percent of the total issued, subscribed and fully paid-up equity share capital of the Company held by the Shares Seller and Nominees as more particularly described in Annexure A attached hereto;

  • Option Shares shall have the meaning ascribed to such term in Section 2.2(a).

  • Subscribed Shares means, as of any date of determination, the Subscribed Shares (as defined in the recitals to this Subscription Agreement) and any other equity security issued or issuable with respect to the Subscribed Shares by way of stock split, dividend, distribution, recapitalization, merger, exchange, or replacement, and (ii) “Subscriber” shall include any person to which the rights under this Section 5 shall have been duly assigned.

  • PIPE Shares shall have the meaning given in the Recitals hereto.

  • Purchase Shares has the meaning set forth in Section 2.2(a) hereof.

  • Purchased Stock means a right to purchase Common Stock granted pursuant to Article IV of the Plan.

  • Option Stock shall have the meaning set forth in Section 2(a) hereof.

  • Purchaser Shares means the common shares in the capital of the Purchaser.

  • Unit Shares has the meaning ascribed thereto in the first paragraph of this Agreement;

  • Management Shares means a management share in the capital of the ICAV which shall have the right to receive an amount not to exceed the consideration period for such Management Share.

  • Buyer Shares means the common stock, with a par value of $0.0001 per share, of Buyer.

  • Sold Shares shall have the meaning specified in Section 6.

  • Acquired Shares has the meaning set forth in the Recitals.

  • Parent Shares means the shares of common stock, par value $1.00 per share, of Parent.

  • Amalco Shares means the common shares in the capital of Amalco;

  • Consideration Shares has the meaning ascribed thereto in Section 2.2.

  • Subco Shares means the common shares in the capital of Subco;

  • Newco Shares means the common shares in the capital of Newco;

  • Acquisition Shares means each class of shares of beneficial interest of an Acquiring Fund to be issued to the corresponding Target Fund in a reorganization under this Agreement.

  • Forward Purchase Shares shall have the meaning given in the Recitals hereto.

  • Subscription Price has the meaning set forth in Section 2.1.

  • Transferred Shares means all or any portion of a Member’s Shares that the Member seeks to Transfer.

  • Offering Shares means the shares of Common Stock included in the Units issued pursuant to this Agreement and Investor Warrant Shares.