Employee Benefit Plans; Employees. (a) The Company does not have any Employee Benefit Plan as defined in the Employee Retirement Income Security Act of 1974, as amended (“ERISA”). (b) Section 2.17(b) of the Schedule of Exceptions sets forth copies of standard form employment, confidentiality and non-compete contracts entered into with employees of the Group Companies. (c) Section 2.17(c) of the Schedule of Exceptions sets forth in respect of any for any Group Company (i) copies of any Social Insurance and Welfare Registrations or Vouchers for Social Insurance and Welfare, (ii) a description of the social insurance payments and housing fund payments for the employees and all the relevant supporting documents, (iii) copies of Housing Fund Contribution Registrations, and (v) latest receipts for the payments of social insurance and housing fund. (d) The Company has made available to counsel to the Purchaser copies of (i) all employment, “change in control”, severance, retirement, retention or consulting agreements or arrangements with the Founders, directors and key employees and consultants of the Group Companies, (ii) separation or termination agreements with former directors, officers or management employees, (iii) indemnification agreements or arrangements for officers, directors and consultants, (iv) outstanding loans to employees (including all executive officers) or directors, (e) Section 2.17(e) of the Schedule of Exceptions sets forth copies of registration with SAFE and the PRC tax authorities relating to the Share Plan. Other than those issued or granted pursuant to the Share Plan, there are no outstanding compensatory stock options, stock appreciation rights, restricted stock, restricted stock units and other forms of equity-based compensation. (f) Section 2.17(f) of the Schedule of Exceptions sets forth copies of all non-equity based incentive compensation plans or agreements (e.g., annual bonus plans, special bonus, long-term incentives, profit-sharing, etc.), including summaries of related performance goals and targets. (g) All required social insurance and housing fund registrations of WFOE or any Domestic Entity with each relevant Governmental or Regulatory Authority in the PRC have been filed and are valid and in force.
Appears in 3 contracts
Samples: Ordinary Shares Purchase Agreement (Qunar Cayman Islands Ltd.), Ordinary Shares Purchase Agreement (Qunar Cayman Islands Ltd.), Ordinary Shares Purchase Agreement (Baidu, Inc.)
Employee Benefit Plans; Employees. (a) The Company does not have any Employee Benefit Plan as defined in has made available to the Employee Retirement Income Security Act of 1974, as amended (“ERISA”).
(b) Section 2.17(b) of the Schedule of Exceptions sets forth Purchaser copies of standard form employment, confidentiality and non-compete employment contracts entered into with employees of the Group Companies.
(cb) Section 2.17(c2.16(b) of the Company Disclosure Schedule of Exceptions sets forth in respect of any for any Group Company (i) copies of any Social Insurance and Welfare Registrations or Vouchers for Social Insurance and Welfare, (ii) a description of the social insurance payments and housing fund payments for the employees and all the relevant supporting documents, (iii) copies of Housing Fund Contribution Registrations, and (viv) latest receipts for the payments of social insurance and housing fund.
(dc) The Company has made available to counsel to the Purchaser copies of (i) all employment, “change in control”, severance, retirement, retention or consulting agreements or arrangements with the Foundersdirectors, directors and key employees officers, Key Employees and consultants of the Group Companies, (ii) separation or termination agreements with former directors, officers or management employees, (iii) indemnification agreements or arrangements for officers, directors and consultants, (iv) outstanding loans to employees (including all executive officers) or directors,.
(ed) Section 2.17(e2.16(d) of the Company Disclosure Schedule of Exceptions sets forth copies of registration with SAFE and the PRC tax authorities relating to the Share Plan. Other than those issued or granted pursuant to the Share Plan, there are no outstanding compensatory stock options, stock appreciation rights, restricted stock, restricted stock units options and other forms of equity-based compensationcompensation awarded by the Company.
(fe) Section 2.17(f2.16(e) of the Company Disclosure Schedule of Exceptions sets forth copies of all non-equity based incentive compensation plans or agreements (e.g., annual bonus plans, special bonus, long-term incentives, profit-sharing, etc.), including summaries of related performance goals and targets.
(gf) All The Domestic Entities have been and currently are, in compliance with the relevant PRC laws relating to social insurance and housing fund, including without limitation, all required social insurance and housing fund registrations of WFOE or any the Domestic Entity Entities with each relevant Governmental or Regulatory Authority in the PRC have been filed and are valid and in force.
(g) To the Company’s Knowledge, currently none of the Key Employees is an officer, employee, director or consultant of, or works for or provides services to, any Person other than a Group Company.
Appears in 3 contracts
Samples: Share Purchase Agreement (E-House (China) Holdings LTD), Share Purchase Agreement (Jupai Holdings LTD), Share Purchase Agreement (Jupai Holdings LTD)
Employee Benefit Plans; Employees. (a) The Company does not have any Employee Benefit Plan as defined in the Employee Retirement Income Security Act of 1974, as amended (“ERISA”).
(b) Section 2.17(b) of The Company has made available to the Schedule of Exceptions sets forth Purchaser copies of standard form employment, confidentiality and non-compete contracts entered into with employees of the Group Companies.
(c) Section 2.17(c2.18(c) of the Company Disclosure Schedule of Exceptions sets forth in respect of any for any Group Company (i) copies of any Social Insurance and Welfare Registrations or Vouchers for Social Insurance and Welfare, (ii) a description of the social insurance payments and housing fund payments for the employees and all the relevant supporting documents, (iii) copies of Housing Fund Contribution Registrations, and (viv) latest receipts for the payments of social insurance and housing fund.
(d) The Company has made available to counsel to the Purchaser copies of (i) all employment, “change in control”, severance, retirement, retention or consulting agreements or arrangements with the Foundersdirectors, directors and key employees officers, Key Employees and consultants of the Group Companies, (ii) separation or termination agreements with former directors, officers or management employees, (iii) indemnification agreements or arrangements for officers, directors and consultants, (iv) outstanding loans to employees (including all executive officers) or directors,.
(e) Section 2.17(e) of the Schedule of Exceptions sets forth copies of registration with SAFE and the PRC tax authorities relating to the Share Plan. Other than those issued or granted pursuant to the Share Plan, there There are no outstanding compensatory stock options, stock appreciation rights, restricted stock, restricted stock units and other forms of equity-based compensationcompensation adopted by any Group Company.
(f) Section 2.17(f2.18(f) of the Company Disclosure Schedule of Exceptions sets forth copies of all non-equity based incentive compensation plans or agreements (e.g., annual bonus plans, special bonus, long-term incentives, profit-sharing, etc.), including summaries of related performance goals and targets.
(g) All The WFOE and the Domestic Entity have been and currently are, in compliance with the relevant PRC laws relating to social insurance and housing fund, including without limitation, all required social insurance and housing fund registrations of WFOE or any Domestic Entity with each relevant Governmental or Regulatory Authority in the PRC have been filed and are valid and in force.
(h) To the Company’s Knowledge, currently none of the Key Employees is an officer, employee, director or consultant of, or works for or provides services to, any Person other than a Group Company.
Appears in 2 contracts
Samples: Share Purchase Agreement, Share Purchase Agreement (Renren Inc.)