Options, Warrants, Reserved Shares. The Company has reserved sufficient Ordinary Shares for issuance upon the conversion of the Series A Preferred Shares and Series B Preferred Shares (collectively, the “Conversion Shares”). Except for (i) the conversion privileges of the Series B Purchased Shares to be purchased, and (ii) the Option Shares, there are no options, warrants, conversion privileges or other rights, or agreements with respect to the issuance thereof, presently outstanding to purchase any of the Equity Securities of the Company, including but not limited to those performance based or non-performance based incentive options or warrants granted or to be granted to the employees, officers and directors of any of the Group Company. Apart from the exceptions noted in this Section 3.2(c) and the Transaction Documents, no shares (including the Ordinary Shares and the Preferred Shares) of the Company’s outstanding share capital, or shares issuable upon exercise or exchange of any outstanding options or other shares issuable by the Company, are subject to any pre-emptive rights, rights of first refusal or other rights to purchase such shares (whether in favor of the Company or any other Person).
Appears in 2 contracts
Sources: Series B Share Purchase Agreement (Meili Auto Holdings LTD), Series B Share Purchase Agreement (Meili Auto Holdings LTD)
Options, Warrants, Reserved Shares. The Company has reserved sufficient Ordinary Shares for issuance upon the conversion of the Series A Preferred Shares and Series B Preferred Shares (collectively, the “Conversion Shares”). Except for (i) the conversion privileges of the Series B B-1 Purchased Shares to be purchased, and (ii) the Option Shares, there are no options, warrants, conversion privileges or other rights, or agreements with respect to the issuance thereof, presently outstanding to purchase any of the Equity Securities of the Company, including but not limited to those performance based or non-performance based incentive options or warrants granted or to be granted to the employees, officers and directors of any of the Group Company. Apart from the exceptions noted in this Section 3.2(c) and the Transaction Documents, no shares (including the Ordinary Shares and the Preferred Shares) of the Company’s outstanding share capital, or shares issuable upon exercise or exchange of any outstanding options or other shares issuable by the Company, are subject to any pre-emptive rights, rights of first refusal or other rights to purchase such shares (whether in favor of the Company or any other Person).
Appears in 2 contracts
Sources: Share Purchase Agreement (Meili Auto Holdings LTD), Share Purchase Agreement (Meili Auto Holdings LTD)
Options, Warrants, Reserved Shares. The Company has reserved sufficient number of Ordinary Shares for issuance upon the conversion of the Series A Preferred Shares and Series B Preferred Shares (collectively, the “Conversion Purchased Shares”). Except for (i) the conversion privileges of the Series B Purchased Shares to be purchasedShares, and (ii) the Option Sharespreemptive rights provided in the Shareholders Agreement to be entered into at the Closing and attached hereto as Exhibit C (the “Shareholders Agreement”), (iii) 186,750 Ordinary Shares (and options and warrants therefor) reserved for issuance to employees pursuant to the employee equity incentive plans approved by the Board of Directors of the Company and by the Investors, (iv) as provided in the Memorandum and Articles of Association of the Company and (v) as contemplated hereby, there are no options, warrants, conversion privileges or other rights, or agreements with respect to the issuance thereof, presently outstanding to purchase any of the Equity Securities shares of the Company, including but not limited to those performance based or non-performance based incentive options or warrants granted or to be granted to the employees, officers and directors of any of the Group Company. Apart from the exceptions noted in this Section 3.2(c) 3.2 and the Transaction DocumentsShareholders Agreement, no shares (including the Ordinary Purchased Shares and the Preferred Conversion Shares) of the Company’s outstanding share capital, or shares issuable upon exercise or exchange of any outstanding options or other shares issuable by the Company, are subject to any pre-emptive preemptive rights, rights of first refusal or other rights to purchase such shares (whether in favor of the Company or any other Personperson).
Appears in 2 contracts
Sources: Series a Preferred Share Purchase Agreement, Series a Preferred Share Purchase Agreement (VanceInfo Technologies Inc.)