Common use of Disposal of the Pledged Shares Clause in Contracts

Disposal of the Pledged Shares. 4.1 The Pledgors, the Company and the Pledgee hereby agree that, if any Event of Default occurs, the Pledgee shall be entitled to, after giving written notices to the Pledgors, exercise any and all rights, remedies and powers that the Pledgee is entitled to in accordance with the PRC Laws, the Transaction Agreements and the Agreement, including (but without limitation to) a first priority interest in receiving any proceeds from an auction of or other sale of the Pledged Shares. The Pledgee shall not be held responsible for any loss caused by its reasonable exercise of such rights and powers. 4.2 The Pledgee shall be entitled to appoint its lawyers or other agents in writing to exercise any and all rights and powers mentioned above on its behalf, and the Pledgors or the Company may not raise any objection in this respect. 4.3 For the reasonable expenses incurred by the Pledgee in the course of exercising any and all rights and powers mentioned above, the Pledgee shall be entitled to deduct the same from any funds that the Pledgee receives from exercising such rights and powers. 4.4 The funds obtained by the Pledgee from exercising the above-mentioned rights and powers shall be disposed of in the following order: Firstly, it shall be used to pay all the expenses incurred in the disposal of the Pledged Shares and the Pledgee’s exercise of its rights and powers, including any remuneration payable to its lawyers and agents; Secondly, it shall be used to pay the taxes payable for disposing of the Pledged Shares; and Thirdly, it shall be used to repay the Secured Debts to the Pledgee. If there is any balance of funds after deducting the above-mentioned amounts, the Pledgee shall return the balance to the Pledgors or any other person who is entitled to receive the balance according to the relevant laws and regulations, or deposit it with a notary organ at the Pledgee’s locality (any and all expenses arising therefrom shall be borne by the Pledgee). 4.5 The Pledgee shall be entitled to choose to either simultaneously or successively exercise any remedies of breach. The Pledgee shall not be required to claim other remedies before exercising the right to sell the Pledged Shares by auction or otherwise.

Appears in 5 contracts

Samples: Equity Pledge Agreement (Cheetah Mobile Inc.), Equity Pledge Agreement (Kingsoft Internet Software Holdings LTD), Equity Pledge Agreement (Cheetah Mobile Inc.)

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