Equity Pledge Agreements Sample Clauses

Equity Pledge Agreements. The holders of all of the outstanding member interests in the Borrower (other than the Lender) shall execute and deliver to Lender the Equity Pledge Agreements dated as of the Closing Date, such agreements to be in form and substance satisfactory to the Lender. The Borrower, by its execution of the Equity Pledge Agreements, shall acknowledge the terms and provisions of such agreement.

Equity Pledge Agreements. Each shareholder of MecoxLane Information has entered into an equity pledge agreement with ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇ and MecoxLane Information, under which such shareholder pledged all of his/her equity interest in MecoxLane Information to ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇ as collateral for all of his/her payments due to ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇ and to secure his/her obligations under the above agreements. MecoxLane Information must not declare any dividend without ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇’s prior written consent, unless all the amounts due to ▇▇▇ ▇▇▇▇ Trading have been paid off and all the obligations of MecoxLane Information have been fully discharged. If any event of default as defined under the loan agreement occurs, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇, as the pledgee, will be entitled to certain rights including the right to sell the pledged equity interests.

Equity Pledge Agreements. With respect to each of the VIE Controlled Entities: Parties: The registered shareholder(s) of the respective VIE Controlled Entity JLC (WFOE) The VIE Controlled Entity Subject: The registered shareholder(s) agree(s) to pledge all equity interest in the respective VIE Controlled Entity held by the registered shareholders to JLC (WFOE).

Equity Pledge Agreements. The Equity Pledge Agreements comprise of Equity Pledge Agreement (Guangzhou Daide) and Equity Pledge Agreement (Target Company) which are of substantial similar terms. Date: Upon Completion Parties: For Equity Pledge Agreement (Guangzhou Daide): (1) Guangzhou Huohua; (2) PRC Equity Owners; and

Equity Pledge Agreements. The Parent and the Subsidiary shall execute and deliver to Lender amendments to the Equity Pledge Agreements to spread the Equity Pledge Agreement to the interests in applicable Operators and Joint Ventures, if any.

Equity Pledge Agreements. Pursuant to the relevant equity pledge agreement, the relevant variable interest entity equity holders have pledged all of their interests in the equity of the variable interest entity as a continuing first priority security interest in favor of the corresponding subsidiary to secure the outstanding amounts advanced under the relevant loan agreements described above and to secure the performance of obligations by the variable interest entity and/or its equity holders under the other structure contracts. Each subsidiary is entitled to exercise its right to dispose of the variable interest entity equity holders’ pledged interests in the equity of the variable interest entity and has priority in receiving payment by the application of proceeds from the auction or sale of the pledged interests, in the event of any breach or default under the loan agreement or other structure contracts, if applicable. Under the Enhanced VIE Structure, each relevant variable interest entity has entered into an exclusive service agreement with the respective subsidiary, pursuant to which our relevant subsidiary provides exclusive services to the variable interest entity. In exchange, the variable interest entity pays a service fee to our subsidiary, the amount of which shall be determined, to the extent permitted by applicable PRC laws as proposed by our subsidiary, resulting in a transfer of substantially all of the profits from the variable interest entity to our subsidiary. For a more detailed summary of such contractual arrangements, see “Item 4. Information on the Company — C. Organizational Structure — Contracts that Give Us the Power to Direct the Activities of the Variable Interest Entities for Accounting Purpose” and “— Contracts that Give Us the Obligation to Absorb Losses or the Rights to Receive Benefits from the Variable Interest Entities for Accounting Purpose.” If the VIEs or their equity holders fail to perform their respective obligations under the contractual arrangements, we will have to enforce our rights under the contractual arrangements through the operations of PRC law and arbitral or judicial agencies, which may be costly and time-consuming and will be subject to uncertainties in the PRC legal system, including the uncertainty resulting from the fact that these VIE contracts have not been tested in a PRC court. Consequently, the contractual arrangements may not be as effective in ensuring our control over the relevant portion of our business operations as...

Equity Pledge Agreements. The WFOE will enter into the equity pledge agreements (the “Equity Pledge Agreements”) with Sichuan WCH, the Registered Shareholders, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ and Jinxin Medical Investment. Pursuant to the Equity Pledge Agreements, (i) the Registered Shareholders agree to pledge all of their respective equity interest in Jinyi Hongkang; and (ii) ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ and Jinxin Medical Investment agree to pledge all of its equity interest in Sichuan WCH to the WFOE to secure performance of all their obligations and the obligations in Sichuan WCH under the Exclusive Option Agreements, the Powers of Attorney and the Equity Pledge Agreements underlying the New Contractual Arrangements. If Sichuan WCH and Jinyi Hongkang declare any dividend during the term of the pledge, the WFOE is entitled to receive all dividends or other income arising from the pledged equity interest, if any. In case of any breach of obligations by any of ▇▇▇▇▇ ▇▇▇▇▇▇▇▇, Jinixin Medical Investment, the Registered Shareholders and Sichuan WCH, the WFOE, upon issuing a written notice to the Registered Shareholders, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ or Jinxin Medical Investment, will be entitled to all remedies available in the New Contractual Arrangements including but not limited to disposing of the pledged equity interest. In addition, pursuant to the Equity Pledge Agreements, the Registered Shareholders, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ and Jinxin Medical Investment undertake to the WFOE, among other things, not to transfer their pledged equity interest and not to create or allow any pledge or encumbrance thereon that may affect the rights and interest of the WFOE without its prior written consent. Jinyi Hongkang and Sichuan WCH undertake to the WFOE, among other things, not to consent to any transfer of the pledged equity interest or to create or allow any pledge or encumbrance thereon without the WFOE’s prior written consent. The pledges in respect of Jinyi Hongkang and Sichuan WCH takes effect upon completion of registration with the local administration bureau for market regulation and the Group will register the equity pledges contemplated under the Equity Pledge Agreements with the relevant PRC legal authority pursuant to PRC laws and regulations. The Equity Pledge Agreements have an indefinite term and a termination provision which stipulates that unless otherwise required by applicable PRC laws and regulations, none of the parties to the agreement (except the WFOE) is entitled to unilaterally terminate it. The Equity Pledge Agreemen...

Equity Pledge Agreements. Pursuant to the relevant equity pledge agreement, the relevant variable interest entity equity holders have pledged all of their interests in the equity of the variable interest entity as a continuing first priority security interest in favor of the corresponding subsidiary to secure the outstanding amounts advanced under the relevant loan agreements described above and to secure the performance of obligations by the variable interest entity and/or its equity holders under the other structure contracts. Each subsidiary is entitled to exercise its right to dispose of the variable interest entity equity holders’ pledged interests in the equity of the variable interest entity and has priority in receiving payment by the application of proceeds from the auction or sale of the pledged interests, in the event of any breach or default under the loan agreement or other structure contracts, if applicable.

Equity Pledge Agreements. (a) Section 2(i)(a) of each Equity Pledge Agreement is hereby amended by adding the words "or in the Senior Credit Documents" after the words "except as provided herein". (b) Section 5 of each Equity Pledge Agreement is hereby amended by adding the following paragraph after the second full paragraph of such Section 5: Notwithstanding any provision to the contrary contained in this Agreement, in no event shall any action or inaction of Lessee be deemed an Event of Default hereunder if and to the extent that such action or inaction is the responsibility of the Management Firm pursuant to the Management Agreement; provided, however, such action or inaction shall nonetheless constitute an Event of Default hereunder if the Management Firm was unable to perform its responsibilities under the Management Agreement as a result of either (i) the negligent or willful acts or omissions of Lessee or (ii) a Default or Event of Default by Lessee under any Transaction Document other than this Agreement, not caused by the Secured Party or any BCC Affiliate.