Common use of COMPLIANCE AND APPROVALS Clause in Contracts

COMPLIANCE AND APPROVALS. 11.1 Except for any non-compliance which was disclosed in the Previous Announcements, the Company has in the three years prior to the date of this Agreement conducted its business and corporate affairs in all material respects in accordance with all applicable Law and regulations in relation to the jurisdiction in which it operates, including the Listing Rules, the Companies Ordinance and the SFO, including in respect of its disclosure obligations. 11.2 Except for the Transaction, the transactions contemplated under the Strategic Collaboration Framework Agreement, the MOP Agreement and the SDC Commercial Agreement and the information relating to the Group provided to the Investor pursuant to Schedule 1 of this Agreement, neither the Company nor any of its Representatives has disclosed to the Investor or any of its Representatives any information relating to the Group which would or would be likely to constitute inside information for the purposes of the SFO and/or the Listing Rules. 11.3 Upon satisfaction of the Conditions, all Authorisations, required under applicable Laws to consummate the Transaction will have been received or completed (as the case may be). 11.4 All Authorisations necessary or material for the purpose of the Group’s business have been obtained, are fully effective and in force in all material respects; and such Authorisations have been fully complied with in all material respects, and there are no circumstances which exist or, so far as the Company is aware, are likely to (a) result in any material Authorisation being modified, limited, suspended, cancelled, revoked, not renewed, or not granted, or with or without notice or lapse of time confer a right on a third party to require so; or (b) require any Group Company to carry out or incur work or expenditure to maintain, secure the ability to renew or obtain replacement of any Authorisations.

COMPLIANCE AND APPROVALS. 11.1 6.1 Except for any non-compliance which was disclosed in the Previous Announcements, the Company has in the three years prior to the date of this Agreement conducted its business and corporate affairs in all material respects in accordance with all applicable Law and regulations Applicable Laws in relation to the jurisdiction in which it operates, including the Listing Rules, the Companies Ordinance and the SFO, including in respect of its disclosure obligations. 11.2 6.2 Except for the Transaction, the transactions contemplated under the Strategic Collaboration Framework Agreement, the MOP this Agreement and the SDC Commercial Agreement Bond Issue (and any other information to be announced by the information relating to Company together with the Group provided to the Investor pursuant to Schedule 1 of this AgreementBond Issue, neither the Company nor any of its Representatives has disclosed to the Investor Subscriber or any of its Representatives any information relating to the Group which would or would be likely to constitute inside information for the purposes of the SFO and/or the Listing Rules. 11.3 6.3 Upon satisfaction of the ConditionsConditions Precedent, all Authorisations, Authorisations required under applicable Applicable Laws to consummate the Transaction transactions contemplated under this Agreement will have been received or completed (as the case may be). 11.4 6.4 All Authorisations necessary or material for the purpose of the Group’s business have been obtained, are fully effective and in force in all material respects; and such Authorisations have been fully complied with in all material respects, and there are no circumstances which exist or, so far as the Company is aware, are likely to (a) result in any material Authorisation being modified, limited, suspended, cancelled, revoked, not renewed, or not granted, or with or without notice or lapse of time confer a right on a third party to require so; or (b) require any Group Company to carry out or incur work or expenditure to maintain, secure the ability to renew or obtain replacement of any Authorisations.

COMPLIANCE AND APPROVALS. 11.1 6.1 Except for any non-compliance which was disclosed in the Previous Announcements, the Company has in the three years prior to the date of this Agreement Letter conducted its business and corporate affairs in all material respects in accordance with all applicable Law and regulations Applicable Laws in relation to the jurisdiction in which it operates, including the Listing Rules, the Companies Ordinance and the SFO, including in respect of its disclosure obligations. 11.2 6.2 Except for the Transaction, the transactions contemplated under the Strategic Collaboration Framework Agreement, the MOP Agreement this Letter and the SDC Commercial Agreement Bond Issue (and any other information to be announced by the information relating to Company together with the Group provided to the Investor pursuant to Schedule 1 of this AgreementBond Issue, neither the Company nor any of its Representatives has disclosed to the Investor Subscriber or any of its Representatives any information relating to the Group which would or would be likely to constitute inside information for the purposes of the SFO and/or the Listing Rules. 11.3 6.3 Upon satisfaction of the ConditionsConditions Precedent, all Authorisations, Authorisations required under applicable Applicable Laws to consummate the Transaction transactions contemplated under this Letter will have been received or completed (as the case may be). 11.4 6.4 All Authorisations necessary or material for the purpose of the Group’s business have been obtained, are fully effective and in force in all material respects; and such Authorisations have been fully complied with in all material respects, and there are no circumstances which exist or, so far as the Company is aware, are likely to (a) result in any material Authorisation being modified, limited, suspended, cancelled, revoked, not renewed, or not granted, or with or without notice or lapse of time confer a right on a third party to require so; or (b) require any Group Company to carry out or incur work or expenditure to maintain, secure the ability to renew or obtain replacement of any Authorisations.