Common use of LOCK-UP UNDERTAKING Clause in Contracts

LOCK-UP UNDERTAKING. Save for the lending of shares pursuant to the stock borrowing agreement (as defined in the prospectus to be issued by the Company), during the term of Proxy Term, without the prior written consent of the Investor, Bitauto shall not, and shall procure that its Controlled Affiliates will not: (a) offer, pledge, charge, sell, contract or agree to sell, mortgage, charge, pledge, hypothecate, lend, grant or sell any option, warrant, contract or right to purchase, grant, or purchase any option, warrant, contract or right to sell, grant or agree to grant any option, right or warrant to purchase or subscribe for, lend or otherwise transfer or dispose of or create an encumbrance over, either directly or indirectly, conditionally or unconditionally, the Lock-up Shares; (b) enter into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of subscription or ownership (legal or beneficial) of the Lock-up Shares, or any interest therein; (c) enter into any transaction with the same economic effect as any transaction described in paragraphs (a) or (b) above; or (d) offer to or contract to or agree to announce, or publicly disclosure that it will or may enter into any such transaction described in paragraphs (a), (b) or (c) above, whether any such transaction described in (a), (b) or (c) above is to be settled by delivery of the Lock-up Shares, in cash or otherwise (whether or not the settlement or delivery of such Lock-up Shares will be completed within the term of this Agreement) unless otherwise required by the Listing Rules or the applicable laws.

Appears in 1 contract

Sources: Voting Agreement (Bitauto Holdings LTD)

LOCK-UP UNDERTAKING. Save for the lending of shares pursuant to the stock borrowing agreement (as defined in the prospectus to be issued by the Company), during the term of Proxy Term, without the prior written consent of the InvestorInvestors, Bitauto shall not, and shall procure that its Controlled Affiliates will not: (a) offer, pledge, charge, sell, contract or agree to sell, mortgage, charge, pledge, hypothecate, lend, grant or sell any option, warrant, contract or right to purchase, grant, or purchase any option, warrant, contract or right to sell, grant or agree to grant any option, right or warrant to purchase or subscribe for, lend or otherwise transfer or dispose of or create an encumbrance over, either directly or indirectly, conditionally or unconditionally, the Lock-up Shares; (b) enter into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of subscription or ownership (legal or beneficial) of the Lock-up Shares, or any interest therein; (c) enter into any transaction with the same economic effect as any transaction described in paragraphs (a) or (b) above; or (d) offer to or contract to or agree to announce, or publicly disclosure that it will or may enter into any such transaction described in paragraphs (a), (b) or (c) above, whether any such transaction described in (a), (b) or (c) above is to be settled by delivery of the Lock-up Shares, in cash or otherwise (whether or not the settlement or delivery of such Lock-up Shares will be completed within the term of this Agreement) unless otherwise required by the Listing Rules or the applicable laws.

Appears in 1 contract

Sources: Voting Agreement (Bitauto Holdings LTD)