SUBSCRIPTION OF SUBSCRIPTION SHARES Sample Clauses

SUBSCRIPTION OF SUBSCRIPTION SHARES. (a) Subject to the terms and conditions contained in this agreement and in particular to the satisfaction of the conditions precedent specified in Clause 2.2(a), the Company agrees to issue the Subscription Shares and the Investor, relying on (among other things) the representations, warranties and undertakings contained in this agreement, agrees to subscribe for the Subscription Shares for a total subscription sum of USD800,000 or equivalent in Ringgit Malaysia at the prevailing spot rate of exchange obtained by the Investor at the time of remittance in cash free from all Encumbrances and together with all rights, benefits and entitlements attaching to them as at the Completion Date (including all dividends and distributions declared, made or paid on and from such date). (b) If all the conditions precedent specified in Clause 2.2(a) are fulfilled by Cut-Off Date, the Company shall issue the Subscription Shares and the Investor shall complete the subscription of the Subscription Shares on the Completion Date. (c) Completion of the subscription of the Subscription Shares shall take place on the Completion Date at the office of the company secretary of the Company. (d) On the date of this agreement, the Investor shall pay to the Company the total subscription sum for the Subscription Shares; and on the Completion Date, the Company shall deliver to the Investor the share certificates in the name of the Investor in relation to the Subscription Shares if so required by the Investor. (e) Each of the Existing Shareholders hereby waive all his rights of pre-emption to the Subscription Shares under the constitution of the Company or otherwise.
SUBSCRIPTION OF SUBSCRIPTION SHARES. Subject to and in accordance with the terms and conditions of this Agreement, (i) at Tranche A Closing, the Company shall allot and issue to THL, and THL shall subscribe for the Tranche A Subscription Shares at the Subscription Price; and (ii) at Tranche B Closing, the Company shall allot and issue to THL, and THL shall subscribe for the Tranche B Subscription Shares at the Subscription Price.
SUBSCRIPTION OF SUBSCRIPTION SHARES. 2.1 Subject to the terms and conditions of this Agreement, at Closing, the Company shall allot and issue to the Subscriber (or its nominee, which can only be an Affiliate of the Subscriber), and the Subscriber (or its nominee, which can only be an Affiliate of the Subscriber) shall subscribe for, a total of 162,500,000 Subscription Shares at an aggregate subscription price of HK$390,000,000.‌ 2.2 The Subscription Price shall be payable by the Subscriber to the Company at Closing as provided in Clause 4.2.3 of this Agreement. 2.3 The Subscription Shares to be subscribed for and issued pursuant to Clause 2.1 shall rank pari passu in all respects with the Shares in issue as at the date of Closing and in particular will rank in full for all dividends and other distributions the record date of which falls on or after the date of allotment and issuance of the Subscription Shares. 2.4 The Company undertakes and covenants to the Subscriber that the Subscription Price paid by the Subscriber to the Company pursuant to this Agreement shall be solely used as the general working capital for the principal businesses of the Group carried out as at the date of this Agreement, and not for any other purposes. The principal businesses of the Group carried out as at the date of this Agreement are film and television programmes production, distribution and online streaming platform business, distribution of game products and provision of related services, internet community services and related businesses ("ICS Business"), manufacture and sales of accessories for photographic and electrical products.‌
SUBSCRIPTION OF SUBSCRIPTION SHARES. 4.1 The Investor shall subscribe for the Subscription Shares on the terms of this Agreement. 4.2 If any of the Consideration payable by the Investor under this Agreement is satisfied by the issue to the Company or its nominees of Consideration ADRs the Investor agrees to use all reasonable endeavours to: (i) achieve an effective listing on the Nasdaq market for the Consideration ADRs; and (ii) ensure the Registration Statement is filed within 4 weeks following Initial Completion (assuming availability of US GAAP reconciled financial information and applicable auditors consents to use in the Registration Statement).
SUBSCRIPTION OF SUBSCRIPTION SHARES. 2.1 Subject to the terms and conditions of this Agreement, at Closing, the Company shall allot and issue to the Subscriber (or its nominee, which can only be an Affiliate of the Subscriber), and the Subscriber (or its nominee, which can only be an Affiliate of the Subscriber) shall subscribe for, a total of 500,000,000 Subscription Shares at an aggregate subscription price of HK$800,000,000.‌ 2.2 The Subscriber shall settle the payment of the Subscription Price to the Company in full on or before the Subscription Price Payment Date and shall deliver to the Company a copy of an irrevocable payment instruction to a bank to effect a transfer of the Subscription Price for same day value to the Company Account.‌ 2.3 The Subscription Shares to be subscribed for and issued pursuant to Clause 2.1 shall rank pari passu in all respects with the Shares in issue as at the date of Closing and in particular will rank in full for all dividends and other distributions the record date of which falls on or after the date of allotment and issuance of the Subscription Shares. 2.4 The Company undertakes and covenants to the Subscriber that the Subscription Price paid by the Subscriber to the Company pursuant to this Agreement shall be solely used for the development, expansion and growth of the principal businesses of the Group carried out as at the date of this Agreement, which are film and television programmes production, distribution and online streaming platform business, distribution of game products and provision of related services, internet community services and related businesses, manufacture and sales of accessories.
SUBSCRIPTION OF SUBSCRIPTION SHARES. Subject to clause 4 and in accordance with other terms of this Agreement, the Purchaser, relying on the Warranties, undertakings and indemnities of the Warrantors as set out in this Agreement, has agreed to subscribe to the Subscription Shares for the Subscription Consideration, and the Company hereby agrees to allot and issue, free and clear of all Encumbrances, the Subscription Shares to the Purchaser at the Subscription Price. Following the subscription of the Subscription Shares by the Purchaser, the shareholding pattern of the Company will be as set out in Part C of schedule 2.

Related to SUBSCRIPTION OF SUBSCRIPTION SHARES

  • Subscription of Shares For the sum of U.S.$25,000, which the Company acknowledges receiving in cash, the Company hereby issues the Shares to the Subscriber, and the Subscriber hereby subscribes for the Shares from the Company, subject to forfeiture, on the terms and subject to the conditions set forth in this Agreement. Concurrently with the Subscriber’s execution of this Agreement, the Company shall register the Shares in the name of the Subscriber on the register of members of the Company. All references in this Agreement to Shares being forfeited shall take effect as surrenders for no consideration of such shares as a matter of Cayman Islands law.

  • Subscription for Units I hereby irrevocably subscribe for the amount of Units (and partial Units rounded to four decimal places) of Limited Partnership Interest (“Units”) of Abingdon Futures Fund L.P. (the “Partnership”) as indicated on page B-7 hereof and as described in the Private Placement Offering Memorandum and Disclosure Document dated August 1, 2009, as amended or supplemented from time to time (the “Memorandum”). I understand that each Unit will be offered at Net Asset Value per Unit on the date of sale. Simultaneous with my delivery of this subscription agreement to Credit Suisse Securities (USA) LLC (the “Placement Agent”), I will either (a) complete and deliver to the Placement Agent the letter in the form attached hereto as Exhibit II, to authorize the Placement Agent to transfer by wire from my brokerage account with the Placement Agent, to the Partnership, monies sufficient to purchase the Units for which I am subscribing, or (b) deliver a check to the Placement Agent payable to the Partnership in an amount sufficient to purchase the Units for which I am subscribing for delivery by the Placement Agent to the General Partner. I understand that all capitalized terms used in this subscription agreement (“Subscription Agreement”) that are not separately defined herein shall have the respective meanings set forth in the Memorandum. I am aware that this subscription is not binding on the Partnership unless and until it is accepted by Ceres Managed Futures LLC, a limited liability company organized under the laws of the State of Delaware and the Partnership’s general partner (the “General Partner”), which may reject this subscription in whole or in part for any reason whatsoever. I understand that the General Partner will advise me within five business days of receipt of my funds and this Subscription Agreement if my subscription has been rejected. I further understand that if this subscription is not accepted, the full amount of my subscription will be promptly returned to me without deduction.

  • Subscription for Shares For the sum of US$25,000 (the “Purchase Price”), which the Company acknowledges receiving in cash, the Company hereby agrees to issue the Shares to the Subscriber, and the Subscriber hereby subscribes for the Shares from the Company, subject to forfeiture, on the terms and subject to the conditions set forth in this Agreement. Concurrently with the Subscriber’s execution of this Agreement, the Company shall update its register of members accordingly. All references in this Agreement to shares of the Company being forfeited shall take effect as surrenders for no consideration of such shares as a matter of Cayman Islands law. The one Class B Ordinary Share currently held by the Subscriber following the incorporation of the Company shall be repurchased by the Company at par immediately following the issue of the Shares by the Company.

  • Subscription Price Each Warrant is exercisable at a price per share (the “Exercise Price”) of US$1.00. One (1) Warrant and the Exercise Price are required to subscribe for each share during the term of the Warrants.

  • Subscription Rights If the Company, at any time while this Warrant is outstanding, shall fix a record date for the distribution to holders of its Common Stock, evidence of its indebtedness or assets or rights, options, warrants or other security entitling them to subscribe for or purchase, convert to, exchange for or otherwise acquire any security (excluding those referred to in Sections 5(a) and 5(b) above), then in each such case the Exercise Price at which this Warrant shall thereafter be exercisable shall be determined by multiplying the Exercise Price in effect immediately prior to such record date by a fraction, the numerator of which shall be the per-share Market Price on such record date less the then fair market value at such record date of the portion of such assets or evidence of indebtedness so distributed applicable to one outstanding share of Common Stock as determined by the Board of Directors in good faith, and the denominator of which shall be the Exercise Price as of such record date; provided, however, that in the event of a distribution exceeding 10% of the net assets of the Company, such fair market value shall be determined by an appraiser selected in good faith by the registered owners of a majority of the Warrant Stock then outstanding; and provided, further, that the Company, after receipt of the determination by such appraiser shall have the right to select in good faith an additional appraiser meeting the same qualifications, in which case the fair market value shall be equal to the average of the determinations by each such appraiser. Such adjustment shall be made whenever any such distribution is made and shall become effective immediately after the record date mentioned above.