The Selling Shareholder s/ Xxxx Xxxxxxxx Date: Sept. 6, 2011 Xxxx Xxxxxxxx, Selling Shareholder Individually THE ESCROW AGENT XXXXXXXXX SECURITIES CORP. By: /s/ Xxxxx Xxxxxxxxx Date: Sept. 6, 2011 Name: Xxxxx Xxxxxxxxx Xxxxxxxxx Securities Corp.
The Selling Shareholder and the Buyer shall have the right to request the addition of any necessary Permitted Regulatory Conditions or adjustments to existing Permitted Regulatory Conditions, but only to the extent necessary to be able to complete the transfer of the Relevant Securities.
The Selling Shareholder. (a) is knowledgeable of, or has been independently advised as to, the applicable securities laws of the securities regulators having application in the jurisdiction in which the Selling Shareholder is resident (the “International Jurisdiction”) which would apply to the acquisition of the Pubco Shares;
The Selling Shareholder. The obligation of the Selling Shareholder to consummate the Company Purchase is subject to the satisfaction and fulfillment of each of the following conditions at or prior to the Closing, unless waived in writing by the Selling Shareholder:
The Selling Shareholder. The obligation of the Selling Shareholder to consummate the ESOP Purchase is subject to the satisfaction and fulfillment of each of the following conditions at or prior to the Closing, unless waived in writing by the Selling Shareholder:
The Selling Shareholder. (i) has not, since January 1, 1995, taken or been the subject of any action that may have an adverse effect on the Selling Shareholder's ability to comply with or perform any of the Selling Shareholder's covenants or obligations under any of the Transactional Agreements; or
The Selling Shareholder. The Selling Shareholder represents and warrants to each of the Managers as follows:
The Selling Shareholder and Buyer hereby consent to the non- exclusive jurisdiction of any court in which a Proceeding is brought against any Indemnified Person for purposes of any claim that an Indemnified Person may have under this Agreement with respect to such Proceeding or the matters alleged therein, and agree that process may be served on the Selling Shareholder with respect to such a claim anywhere in the world.
The Selling Shareholder. The Selling Shareholder undertakes with the Hong Kong Underwriters and the Company that:
The Selling Shareholder. 67 The Global Coordinator and Sole Sponsor..................................67 The Hong Kong Underwriters...............................................68
