Value Assurance Sample Clauses

Value Assurance. 10.1.1 Prior to the Qualified IPO of the Target Company, upon prior written consent of the Investors, the Target Company may issue new shares or increase its registered capital that may result in dilution of the percentage of the Investors’ shareholding or equity interest in any form.
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Value Assurance. If within two years as of the option award date and during the period when such Target Option or the shares acquired upon the exercise of such Target Option are permitted to be traded, so long as the market price of the shares of iKang Guobin is not lower than $26.44 per share for one week (the “Assured Value Occurrence Period”) (if there is any share split or combination or other matters that change the share number corresponding to the Target Option, such price shall be the price calculated after such dilution or change), namely that if the shares upon the exercise of the Target Option to 300,000 shares are sold at $26.44 per share and the value of such shares reaches $7,932,000, and the conditions to exercise such option as provided for in Article 2.4 are fully satisfied, iKang Guobin has fulfilled its promises and shall bear no liabilities or obligations; if within two years as of the option award date( and during the period when trading is permitted), in no week the share price of iKang Guobin reaches or is higher than $26.44 per share (if there is any share split or combination or other matters that change the share number corresponding to the Target Option, such price shall be the price calculated after such dilution or change), or the stock of iKang Guobin has not been listed on any stock exchanges, on the expiration date of such two-year period (the “Expiration Date”), iKang Guobin will repurchase the option to 300,000 shares held by Xxxx Xxx within 30 days upon the Expiration Date with a consideration in the pre-tax amount of RMB 18,900,000 yuan in accordance with the provisions of applicable laws and regulations, and iKang Guobin shall have the right to withhold the individual income tax from Xxxx Xxx’x income as a result of such repurchase.
Value Assurance. 10.1.1 Without prejudice to the NIO’s Capital Increase Right set forth in Clause 9.2, without prior written consent of the Investors, the Target Company shall not issue any new shares or increase its registered capital that may result in dilution of the percentage of the Investors’ shareholding or equity interest in any form prior to the Qualified IPO of the Target Company.

Related to Value Assurance

  • Future Assurances Each of the Assignor and the Assignee mutually agrees to cooperate at all times from and after the date hereof with respect to any of the matters described herein, and to execute such further deeds, bills of sale, assignments, releases, assumptions, notifications or other documents as may be reasonably requested for the purpose of giving effect to, evidencing or giving notice of the assignment evidenced hereby.

  • Negative Assurance Letter Xxxxxx Xxxxxx Xxxxxxxx LLP, special counsel to the Depositor and Ford Credit, will have delivered a negative assurance letter about the Registration Statement, the Preliminary Prospectus, the Time of Sale Information and the Prospectus.

  • Certain Assurances (a) Owner shall duly execute, acknowledge and deliver, or shall cause to be executed, acknowledged and delivered, all such further agreements, instruments, certificates or documents, and shall do and cause to be done such further acts and things, in any case, as Mortgagee shall reasonably request for accomplishing the purposes of this Agreement and the other Operative Agreements, provided that any instrument or other document so executed by Owner will not expand any obligations or limit any rights of Owner in respect of the transactions contemplated by any Operative Agreement.

  • Further Assurances and Corrective Instruments Issuer and Company agree that they will, from time to time, execute, acknowledge and deliver, or cause to be executed, acknowledged and delivered, such supplements hereto and such further instruments as may reasonably be required for carrying out the intention of or facilitating the performance of this Agreement.

  • Further Assurances; Cooperation Each party shall, upon reasonable request by the other party, execute and deliver any additional documents necessary or desirable to complete the transactions herein pursuant to and in the manner contemplated by this Agreement. The parties hereto agree to cooperate and use their respective best efforts to consummate the transactions contemplated by this Agreement.

  • Adequate Assurance Landlord and Tenant acknowledge that, pursuant to the Code, Landlord is entitled to adequate assurances of future performance of the provisions of this Lease. The parties agree that the term “adequate assurance” shall include at least the following:

  • Other Assurances Prior to each Settlement Date and Time of Delivery, as applicable, the Company shall have furnished to the Manager such further information, certificates and documents as the Manager may reasonably request. If any of the conditions specified in this Section 6 shall not have been fulfilled when and as provided in this Agreement, or if any of the opinions and certificates mentioned above or elsewhere in this Agreement shall not be reasonably satisfactory in form and substance to the Manager and counsel for the Manager, this Agreement and all obligations of the Manager hereunder may be canceled at, or at any time prior to, any Settlement Date or Time of Delivery, as applicable, by the Manager. Notice of such cancellation shall be given to the Company in writing or by telephone and confirmed in writing by electronic mail. The documents required to be delivered by this Section 6 shall be delivered to the office of Xxxxxxxx Xxxxxxxx & Schole LLP, counsel for the Manager, at 0000 Xxxxxx xx xxx Xxxxxxxx, Xxx Xxxx, Xxx Xxxx 00000, email: xxxxxxx@xxxxxx.xxx, on each such date as provided in this Agreement.

  • Solvency Assurances On the Closing Date, Administrative Agent and Lenders shall have received an Officer's Certificate dated the Closing Date, substantially in the form of Exhibit IX annexed hereto and with appropriate attachments, demonstrating that, after giving effect to the consummation of the transactions contemplated by the Credit Documents, Borrowers, taken as a whole, and Company will be Solvent.

  • Further Assurances and Cooperation Each Party agrees to execute and deliver such other documents and to take all such other actions as the other Parties may reasonably request to effect the terms of this Agreement.

  • Quality Assurance Licensee agrees that all use of the Licensed Subject Matter shall be only upon the Products manufactured by or for Licensee in accordance with quality standards approved by Licensor prior to the commencement of manufacturing of the Products. Licensee shall submit for Licensor's sole and absolute approval the type of cereal, the name of cereal, the packaging design, advertising material, and all other materials to be used in connection with the Products subject to the sole and absolute approval of Licensor which shall not be unreasonably delayed or withheld.

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