Common Contracts
2 similar Share Purchase Agreement contracts by ALPHA & OMEGA SEMICONDUCTOR LTD
SHARE PURCHASE AGREEMENT dated as of November 30, 2010 amongShare Purchase Agreement • September 9th, 2011 • ALPHA & OMEGA SEMICONDUCTOR LTD • Semiconductors & related devices
TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 1.1 Definitions 1 1.2 Construction 6 ARTICLE II PURCHASE AND SALE OF THE SHARES 7 2.1 Purchase and Sale of the Shares 7 2.2 Closing 7 2.3 Transactions to be Effected at the Closing 7 ARTICLE III REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS 8 3.1 Organization 8 3.2 Authority and Enforceability 8 3.3 No Conflicts; Consents 9 3.4 The Shares 9 3.5 Disclosure of Information and Investmennt Experience 10 3.6 Restricted Securities 10 3.7 Acquisition for Own Account 11 3.8 Status of Shareholder 11 ARTICLE IV REPRESENTATIONS AND WARRANTIES OF THE BUYER 11 4.1 Organization and Good Standing 11 4.2 Authority and Enforceability 11 4.3 No Conflicts; Consents 11 4.4 Buyer Common Shares 12 4.5 Private Placement 12 4.6 Investment Company Act 12 4.7 Buyer SEC Filings 12 4.8 No Other Representations and Warranties by the Company or the Shareholders 12 ARTICLE V COVENANTS 13 5.1 Restrictions on Share
SHARE PURCHASE AGREEMENT dated as of November 30, 2010 amongShare Purchase Agreement • September 9th, 2011 • ALPHA & OMEGA SEMICONDUCTOR LTD • Semiconductors & related devices
TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 1.1 Definitions 1 1.2 Construction 6 ARTICLE II PURCHASE AND SALE OF THE SHARES 6 2.1 Purchase and Sale of the Shares 6 2.2 Closing 6 2.3 Transactions to be Effected at the Closing 7 ARTICLE III REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS 7 3.1 Organization 8 3.2 Authority and Enforceability 8 3.3 No Conflicts; Consents 8 3.4 The Shares 9 ARTICLE IV REPRESENTATIONS AND WARRANTIES OF THE BUYER 9 4.1 Organization and Good Standing 9 4.2 Authority and Enforceability 9 4.3 No Conflicts; Consents 10 4.4 No Other Representations and Warranties by the Company or the Shareholders 10 ARTICLE V COVENANTS 10 5.1 Restrictions on Share Transfers 13 5.2 Conduct of Business 13 5.3 Access to Information; Notification 15 5.4 Confidentiality 15 5.5 Public Announcements 16 5.6 Employee Matters 16 5.7 Payment of Taxes and Fees 17 5.8 Transaction Expenses 17 5.9 Further Assurances 17 5.10 Terminatio
