EU Blocking Regulation. Each International Underwriter and the Company agree and confirm that it is not entitled to the benefit of or does not seek, make or repeat, as appropriate the representation and warranty and undertaking contained Section 1(jj) of this Agreement to the extent that those provisions would result in a violation of Council Regulation (EC) 2271/1996 (the “EU Blocking Regulation”) or any law or regulation implementing the EU Blocking Regulation in any member state of the European Union. If the foregoing is in accordance with your understanding, please sign and return to us counterparts hereof, and upon the acceptance hereof by you, on behalf of each of the International Underwriters, this letter and such acceptance hereof shall constitute a binding agreement between each of the International Underwriters and the Company. It is understood that your acceptance of this letter on behalf of each of the International Underwriters is pursuant to the authority set forth in a form of Agreement among International Underwriters, the form of which shall be submitted to the Company for examination upon request, but without warranty on your part as to the authority of the signers thereof. Very truly yours, By: Name: Title: Accepted as of the date first written above. For itself and on behalf of each of the International Underwriters ▇▇▇▇▇▇▇ ▇▇▇▇▇ (Asia) L.L.C. (Incorporated in Delaware, U.S.A. with limited liability) Name: Title: For itself and on behalf of Name: Title: For itself and on behalf of Name: Title: For itself and on behalf of Name: Title: For itself and on behalf of Name: Title: ▇▇▇▇▇▇▇ Sachs (Asia) L.L.C. UBS AG Hong Kong Branch / UBS Securities LLC China International Capital Corporation Hong Kong Securities Limited Citigroup Global Markets Asia Limited Citigroup Global Markets Limited BOCI Asia Limited China Renaissance Securities (Hong Kong) Limited CLSA Limited CMB International Capital Limited Mizuho Securities Asia Limited ▇▇▇▇▇▇▇ ▇▇▇▇▇ (Asia) L.L.C. UBS AG Hong Kong Branch / UBS Securities LLC China International Capital Corporation Hong Kong Securities Limited Citigroup Global Markets Asia Limited Citigroup Global Markets Limited BOCI Asia Limited China Renaissance Securities (Hong Kong) Limited CLSA Limited CMB International Capital Limited Mizuho Securities Asia Limited (1) General Used Free Writing Prospectus(es) (included in the General Disclosure Package)
Appears in 1 contract
Sources: International Underwriting Agreement (ZTO Express (Cayman) Inc.)
EU Blocking Regulation. Each International Underwriter and the Company Company, to the extent that is subject to EU Blocking Regulation (as defined below), agree and confirm that it is not entitled to the benefit of or does not seek, make or repeat, as appropriate the representation and warranty and undertaking contained Section 1(jj) of this Agreement to the extent that those provisions would result in a violation of Council Regulation (EC) 2271/1996 (the “EU Blocking Regulation”) or any law or regulation implementing the EU Blocking Regulation in any member state of the European Union. If the foregoing is in accordance with your understanding, please sign and return to us counterparts hereof, and upon the acceptance hereof by you, on behalf of each of the International Underwriters, this letter and such acceptance hereof shall constitute a binding agreement between each of the International Underwriters and the Company. It is understood that your acceptance of this letter on behalf of each of the International Underwriters is pursuant to the authority set forth in a form of Agreement among International Underwriters, the form of which shall be submitted to the Company for examination upon request, but without warranty on your part as to the authority of the signers thereof. Very truly yours, By: Name: Title: Accepted as of the date first written above. For itself and on behalf of each of the International Underwriters By: Name: Title: For itself and on behalf of each of the International Underwriter By: Name: Title: For itself and on behalf of each of the International Underwriter By: Name: Title: For itself and on behalf of By: Name: Title: For itself and on behalf of By: Name: Title: For itself and on behalf of By: Name: Title: Credit Suisse (Hong Kong) Limited [•] [•] ▇▇▇▇▇▇▇ ▇▇▇▇▇ (AsiaAsia Pacific) L.L.C. (Incorporated in Delaware, U.S.A. with limited liability) Name: Title: For itself and on behalf of Name: Title: For itself and on behalf of Name: Title: For itself and on behalf of Name: Title: For itself and on behalf of Name: Title: ▇▇▇▇▇▇▇ Sachs (Asia) L.L.C. Limited [•] [•] UBS AG Hong Kong Branch / UBS Securities LLC [•] [•] China International Capital Corporation Hong Kong Securities Limited [•] [•] Citigroup Global Markets Asia Limited / Citigroup Global Markets Limited [•] [•] CLSA Limited [•] [•] ABCI Securities Company Limited [•] [•] BOCI Asia Limited China Renaissance [•] [•] CCB International Capital Limited [•] [•] CMB International Capital Limited [•] [•] The Hongkong and Shanghai Banking Corporation Limited [•] [•] ICBC International Securities Limited [•] [•] Macquarie Capital Limited [•] [•] Nomura International (Hong Kong) Limited CLSA [•] [•] Starwin Financial Group Limited CMB International Capital [•] [•] US Tiger Securities, Inc. [•] [•] Credit Suisse (Hong Kong) Limited Mizuho Securities Asia Limited [•] [•] ▇▇▇▇▇▇▇ ▇▇▇▇▇ (AsiaAsia Pacific) L.L.C. Limited [•] [•] UBS AG Hong Kong Branch / UBS Securities LLC [•] [•] China International Capital Corporation Hong Kong Securities Limited [•] [•] Citigroup Global Markets Asia Limited / Citigroup Global Markets Limited [•] [•] CLSA Limited [•] [•] ABCI Securities Company Limited [•] [•] BOCI Asia Limited China Renaissance [•] [•] CCB International Capital Limited [•] [•] CMB International Capital Limited [•] [•] The Hongkong and Shanghai Banking Corporation Limited [•] [•] ICBC International Securities Limited [•] [•] Macquarie Capital Limited [•] [•] Nomura International (Hong Kong) Limited CLSA [•] [•] Starwin Financial Group Limited CMB International Capital Limited Mizuho Securities Asia Limited[•] [•] US Tiger Securities, Inc. [•] [•] Total 7,999,400 510,600
(1) General Used Free Writing Prospectus(es) (included in the General Disclosure Package)
a. Not applicable
Appears in 1 contract
Sources: International Underwriting Agreement (New Oriental Education & Technology Group Inc.)
EU Blocking Regulation. Each of the International Underwriter Underwriters, the Company and the Company agree Selling Shareholder, to the extent it is subject to EU Blocking Regulation, agrees and confirm confirms that it is not entitled to the benefit of or does not seek, make or repeat, as appropriate the representation and warranty and undertaking contained in Section 1(jj3(A)(oo) and Section 3(B)(m) of this Agreement to the extent that those provisions would result in a violation of Council Regulation (EC) 2271/1996 (the “EU Blocking Regulation”) or any law or regulation implementing the EU Blocking Regulation in any member state of the European Union. If the foregoing is in accordance with your understanding, please sign and return to us counterparts hereof, and upon the acceptance hereof by you, on behalf of each of the International Underwriters, this letter and such acceptance hereof shall constitute a binding agreement between each of the International Underwriters Underwriters, the Company and the CompanySelling Shareholder. It is understood that your acceptance of this letter on behalf of each of the International Underwriters is pursuant to the authority set forth in a form of Agreement among International Underwriters, the form of which shall be submitted to the Company for examination upon request, but without warranty on your part as to the authority of the signers thereof. Very truly yours, By: Name: Title: Very truly yours, THE SELLING SHAREHOLDER NAMED IN SCHEDULE I-C ATTACHED HERETO By: Name: Title: As Attorney-in-Fact acting on behalf of the Selling Shareholder named in Schedule I-C attached hereto Accepted as of the date first written above. For itself and on behalf of each of the International Underwriters By: Name: Title: Accepted as of the date first written above. For itself and on behalf of each of the International Underwriters (Incorporated in Delaware, U.S.A. with limited liability) By: Name: Title: Accepted as of the date first written above. For itself and on behalf of each of the International Underwriters By: Name: Title: ▇▇▇▇▇▇▇ Sachs (Asia) L.L.C. China International Capital Corporation Hong Kong Securities Limited Credit Suisse (Hong Kong) Limited The Hongkong and Shanghai Banking Corporation Limited Deutsche Bank AG, Hong Kong Branch2 Haitong International Securities Company Limited China PA Securities (Hong Kong) Company Limited ABCI Securities Company Limited US Tiger Securities, Inc. 2 Deutsche Bank Aktiengesellschaft (Incorporated in the Federal Republic of Germany & members’ liability is limited) ▇▇▇▇▇▇▇ ▇▇▇▇▇ (Asia) L.L.C. (Incorporated in Delaware, U.S.A. with limited liability) Name: Title: For itself and on behalf of Name: Title: For itself and on behalf of Name: Title: For itself and on behalf of Name: Title: For itself and on behalf of Name: Title: ▇▇▇▇▇▇▇ Sachs (Asia) L.L.C. UBS AG Hong Kong Branch / UBS Securities LLC China International Capital Corporation Hong Kong Securities Limited Citigroup Global Markets Asia Credit Suisse (Hong Kong) Limited Citigroup Global Markets The Hongkong and Shanghai Banking Corporation Limited BOCI Asia Deutsche Bank AG, Hong Kong Branch3 Haitong International Securities Company Limited China Renaissance PA Securities (Hong Kong) Company Limited CLSA ABCI Securities Company Limited CMB International Capital Limited Mizuho Securities Asia Limited ▇▇▇▇US Tiger Securities, Inc. 3 Deutsche Bank Aktiengesellschaft (Incorporated in the Federal Republic of Germany & members’ liability is limited) ▇▇▇ ▇▇▇▇▇ (Asia) L.L.C. UBS AG Hong Kong Branch / UBS Securities LLC China International Capital Corporation Hong Kong Securities Limited Citigroup Global Markets Asia Limited Citigroup Global Markets Limited BOCI Asia Limited China Renaissance Securities (Hong Kong) Limited CLSA Limited CMB International Capital Limited Mizuho Securities Asia LimitedCayman
(1) General Used Use Free Writing Prospectus(es) (included in the General Disclosure Package)
Appears in 1 contract
Sources: International Underwriting Agreement (Autohome Inc.)