Target Shares. The Transferor holds of record and owns beneficially all of the issued and outstanding Target Shares, as further described in Section 4(c) hereof, free and clear of any restrictions on transfer (other than any restrictions under the Securities Act and state securities laws), Taxes, security interests liens or other encumbrances, options, warrants, purchase rights, contracts, commitments, equities, claims, and demands. The Transferor is not a party to any option, warrant, purchase right, or other contract or commitment that could require the Transferor to sell, transfer, or otherwise dispose of any capital stock of Target (other than this Agreement). The Transferor is not a party to any voting trust, proxy, shareholders agreement, or other agreement or understanding with respect to the voting of any capital stock of Target.
Target Shares. Each Selling Stockholder shall deliver to the Company original certificates evidencing the Target Shares along with executed stock powers, in form and substance satisfactory to the Company, for purposes of assigning and transferring all of their right, title and interest in and to the Target Shares. From time to time after the Closing Date, and without further consideration, the Selling Stockholders will execute and deliver such other instruments of transfer and take such other actions as the Company may reasonably request in order to facilitate the transfer to the Company of the securities intended to be transferred hereunder.
Target Shares. Forthwith:
Target Shares. 1.1 The WFOE shall have the right to require the Shareholders to transfer any and all of the shares of Luckin Tech the Shareholders hold (the “Target Shares”) to the WFOE and/or a third party designated by the WFOE (the “Designee”), in whole or in part, subject to the WFOE’s specific requirements (“Share Transfer Option”), and the Shareholders shall transfer the Target Shares to the WFOE and/or its Designee, who shall have exclusive rights over the Share Transfer Option, in accordance with the WFOE’s requirements under the following circumstances:
Target Shares. As of the date of this Agreement, CNshangquan holds of record 290,564,842 Target Ordinary Shares, and ChinaEquity holds of record 1,041,845 ADSs, in each case, free and clear of any encumbrances or restrictions, except for those as required by applicable laws or set forth under the constitutional documents of the Target.
Target Shares. The Target Shares represent 63.8865% of the Shares having voting rights. At Closing, the Acquirer will therefore enjoy the right to vote 63.8865% of the total voting Shares at any duly-convened General Meeting of Shareholders. Acțiunile-țintă. Acțiunile-țintă reprezintă 63,8865% din acțiunile cu drept de vot. La Data finalizării, Achizitorul se va bucura de dreptul de vot de 63,8865% din totalul acțiunilor cu drept de vot la oricare Adunare Generală a Acționarilor convocată în mod corespunzător.
Target Shares. (a) [RESERVED].
Target Shares. Upon transfer to the Company pursuant to the terms hereunder, to the best knowledge of RB, the Target Shares shall be free and clear of any liens, claims or encumbrances of any kind or nature, and upon consummation of the acquisition of the Target Shares hereunder, the Company will have acquired the entirety of the capital stock authorized, issued and outstanding in RB.
Target Shares. (1) Target Shares constitute 100% of all of the issued and outstanding equity interest of the Target Company. The Target Shares have been fully paid and such payment is in compliance with the relevant provisions of laws and regulations of the People’s Republic of China. The Seller has subscribed the Target Company’s shares at a price in excess of the capital contribution amount recorded by the recordation of overseas investment projects.