Common use of Additional Subsidiary Covenants Clause in Contracts

Additional Subsidiary Covenants. The Company shall take all necessary actions to maintain the PRC Companies and other subsidiaries, whether now in existence or formed in the future (the “Subsidiaries”, and each a “Subsidiary”,), as is necessary to conduct the Company’s business as conducted or as proposed to be conducted. The Company shall use its best efforts to cause each Subsidiary to comply in all material respects with all applicable laws, rules, and regulations. All material aspects of such formation, maintenance and compliance of each Subsidiary shall be subject to the review, approval and oversight by the Board, which shall always include the approval of both of the Series A Directors and Wu Capital Director. The Company shall cause each Subsidiary to have a board of directors (each, a “Subsidiary Board”) as its governing and managing body and each member thereof shall serve at the pleasure of the Company and shall be reasonably acceptable to the Board, provided, however, the Subsidiary Board shall be constituted or re-constituted in a way so that each Subsidiary shall have the same number of directors as the Company, and the Investors shall be entitled to appoint directors to serve on each Subsidiary Board in the same proportion as set out in Article 66 of the Fifth Restated Articles (and in any event not fewer than the number of Series A Directors and Wu Capital Director).

Additional Subsidiary Covenants. The Company shall take all necessary actions to maintain the PRC Companies Company and other subsidiaries, whether now in existence or formed in the future (the “Subsidiaries”, and each a “Subsidiary”,), as is necessary to conduct the Company’s business as conducted or as proposed to be conducted. The Company shall use its reasonable best efforts to cause each Subsidiary to comply in all material respects with all applicable laws, rules, and regulations. All material aspects of such formation, maintenance and compliance of each Subsidiary shall be subject to the review, approval and oversight by the Board, which shall always include including the approval of both at least one of the Series A Directors and Wu Capital DirectorInvestor Directors. The Company shall cause each Subsidiary to have a board of directors (each, a “Subsidiary Board”) as its governing and managing body and each member thereof shall serve at the pleasure of the Company and shall be reasonably acceptable to the Board, provided, however, the Subsidiary Board shall be constituted or re-constituted in a way so that each Subsidiary shall have the same number of directors as the Company, and the Investors each of Lightspeed and Google shall be entitled to appoint the same number of directors to serve on each Subsidiary Board in as they are entitled to appoint to the same proportion as set out in Article 66 of the Fifth Restated Articles (and in any event not fewer than the number of Series A Directors and Wu Capital Director)Board.