Share Purchase Agreements. The Board announces that, on 29 September 2023, each of the Sellers, the Purchaser and Dogotix entered into the Share Purchase Agreements, pursuant to which, the Sellers agreed to sell and the Purchaser agreed to purchase the Sale Shares, representing approximately 74.82% of the total issued shares of Dogotix as at the date of this announcement, for a total consideration of approximately USD98.96 million. The principal terms of the Share Purchase Agreements are summarized below: Date 29 September 2023 Parties (1) Sellers: XProbot Holdings Limited and Other Minority Selling Shareholders; (2) Purchaser: XPeng Dogotix; (3) Target company: Dogotix. Subject Matter Sale Shares, being approximately 74.82% of the total issued shares of Dogotix as at the date of this announcement. Consideration The total consideration of the Sale Shares is approximately USD98.96 million, which is payable by the Purchaser to the Sellers in cash upon the Closing, and was determined by arm’s length negotiations between the Purchaser and the Sellers with reference to, among other things, the timing of the Sellers’ initial investment, the investment costs and returns and the business prospect of Dogotix. Closing Closing shall take place on 9 October 2023 (or such other date as the parties may agree).
Share Purchase Agreements. If none of the Share Purchase Agreements shall continue to be in effect or if any default or event of default shall occur under one or more of such Share Purchase Agreements such that none of the share purchasers thereunder shall be obligated to perform their respective obligations thereunder.
Share Purchase Agreements. Share Purchase Agreements von Buckworths vor 8 Jahren 5 Minuten, 59 Sekunden 5.232 Aufrufe Xxxxxxx Xxxxxxxxx talks about the key considerations when negotiating share , purchase agreements , governed by English law. Mergers and Acquisitions Explained: A Crash Course on M\u0026A Mergers and Acquisitions Explained: A Crash Course on M\u0026A von Xxxxx Xxxxxx vor 2 Jahren 13 Minuten, 15 Sekunden 130.977 Aufrufe Mergers \u0026 Acquisitions (commonly referred to as M\u0026A) is often considered a fast-paced, exciting niche of corporate law. And, it is.
Share Purchase Agreements. Consummation of the Transaction as contemplated hereby will be subject to the negotiation and execution of mutually satisfactory definitive acquisition agreements, setting forth the specific terms and conditions of the stock purchase transactions proposed hereby. The execution of the SPAs by the parties is subject to the completion by the Buyers of a satisfactory review of the legal, financial and business condition and prospects of the Company. The parties will use their reasonable best efforts to negotiate in good faith the SPAs, which will contain, among other standard terms and conditions, the following provisions: In consideration for Forty-Five Million (45,000,000) shares of common stock of the Buyer (the “Purchase Price”), Sellers will tender to the Buyer all of the LLC Units of the Company, along with stock power, and other documents as decided by the parties. Financials of the Company will be provided by the Sellers, and Sellers will assist with a PCAOB audit of the Company. In the event that the Company is not able to complete a PCAOB audit than Buyer may unwind this transaction. Following the acquisition, the Sellers will be granted two (2) seats on the board of directors of Start Scientific, Inc. The Company will be a wholly-owned subsidiary of Start Scientific, Inc. following the acquisition. Buyer will loan the Company $500,000 as an inter-company loan for the purpose of paying the Company's account payables and working capital. Sellers will sign employment agreements for 24 month periods wherein if they leave or are terminated for cause they must return an agreed upon portion of the Purchase Price. A severence package will be negotiated in the event that Sellers are terminated without cause. Management Profit-Sharing Plan: Management of Quality Energy Solutions will receive thirty percent (30%) of its net revenue as additional compensation paid on a quarterly basis. Claw-Back Provisions: Sellers may claw-back ownership of the Company in the event that capital requirements are not met by Start Scientific, Inc., and Start Scientific, Inc. may claw-back its shares of common stock in the event that representations and warranties are not fulfilled as detailed in the closing documents. Each party shall have completed their due diligence review of the respective parties and shall be reasonably satisfied with the result of such review. The due diligence must confirm, among others, that there are no outstanding regulatory concerns or issues, no preem...
Share Purchase Agreements. 14. At some point after July 6, 2009 but before August 10, 2009, A or B instructed Bahd to attend at B’s office to pick up blank share purchase agreements (Share Purchase Agreements) and get them signed by a number of Sungro seed shareholders, which Bahd did.
Share Purchase Agreements. Share Purchase Agreements by Buckworths 8 years ago 5 minutes, 59 seconds 5,232 views Xxxxxxx Xxxxxxxxx talks about the key considerations when negotiating share , purchase agreements , ...
Share Purchase Agreements. The Board announces that on April 6, 2021, each Seller entered into the Share Purchase Agreement with the Purchaser, respectively, pursuant to which, the Sellers collectively agreed to sell and the Purchaser agreed to purchase the Target Shares representing approximately 16.247% of the total issued shares of Shanghai Lihong as at the date of this announcement, for a total consideration of approximately RMB1,155.61 million. The principal terms of the Share Purchase Agreements are summarized below: Date April 6, 2021 Parties
Share Purchase Agreements. The Parent will procure that each member of the Group which has a claim against the Vendor under the Share Purchase Agreements will enforce its rights and pursue claims under the Share Purchase Agreements (if necessary by legal action) and without the consent of the Majority Lenders shall not waive or vary any of its material claims or rights thereunder unless such claim is for an amount of less than euro 1,000,000 (or its equivalent in other currencies).
Share Purchase Agreements. CoinAnalyst shall use commercially reasonable efforts to cause each CoinAnalyst Shareholder to execute and deliver to the Purchaser the Share Purchase Agreement agreeing to sell the CoinAnalyst Shares to Newco in accordance with the terms hereof and agreeing to be bound by the terms herein and therein, as applicable. Each CoinAnalyst Shareholder will have executed and delivered to the Purchaser the Share Purchase Agreement agreeing to sell the CoinAnalyst Shares to Newco.
Share Purchase Agreements. Purchaser has delivered to Seller, pursuant to that certain e-mail transmission from Xxx Xxxxxxxxx of Purchaser to Yaron Eldad of Seller sent at 3:42 p.m. California time on Monday, September 4, 2006 with the subject “SKY MobileMedia - Series B”, complete and current copies of the transaction documents pursuant to which the Purchaser’s Series B Preferred Stock was issued to third parties.
