Common use of Governmental and Other Permits Clause in Contracts

Governmental and Other Permits. 22.1 Each Group Company has all franchises, governmental permits, licenses and any similar authority necessary for the conduct of its business. No Group Company is in default in any material respect under any of such franchises, governmental permits, licenses or other similar authority. 22.2 Each of the DomCos, the WFOE and the PRC Subsidiaries has applied and obtained all requisite licenses, clearance and permits required under PRC Laws as necessary for the conduct of its businesses, and each of the DomCos, the WFOE and the PRC Subsidiaries has complied in all material respects with all PRC Laws in connection with foreign exchange, including without limitation, carrying out all relevant filings, registrations and applications for relevant permits with the PRC State Administration of Foreign Exchange and any other relevant authorities, and all such permits are validly subsisting. The Founders and other PRC shareholders of the Company (as applicable) have complied with all reporting and/or registration requirements (including filings of amendments to existing registrations) under the SAFE Rules and Regulations, including without limitation, Circular 37. 22.3 The registered capital of each of the DomCos, the WFOE and the PRC Subsidiaries has been fully paid up in accordance with the schedule of payment stipulated in its articles of association and in compliance with PRC Laws, and there is no outstanding capital contribution commitment. 22.4 The respective articles of association, approval document, certificate of approval and legal person business license of each of the DomCos, the WFOE and the PRC Subsidiaries (hereinafter referred to as the “Establishment Documents”) have been duly approved and filed in accordance with the Laws of the PRC and are valid and enforceable. 22.5 The business scope specified in the Establishment Documents of each of the DomCos, the WFOE and the PRC Subsidiaries complies with the requirements of all relevant PRC Laws. The operation and conduct of the business by and the term of operation of each of the DomCos, the WFOE and the PRC Subsidiaries in accordance with the Establishment Documents is in compliance with the Laws of the PRC. 22.6 Section 22.6 of the Disclosure Schedule sets out full and accurate details of all loan agreements entered into by any Group Company regarding any inter-company loan, shareholders loan, foreign exchange loan or any other kind of loan obtained by it. Such loan agreements have been duly registered in accordance with the Laws of the PRC (where necessary) and all such registrations are validly subsisting under the Laws of the PRC. All proceeds from such loan agreements in an amount equal to the principal amount borrowed under such loan agreements was received by the applicable Group Companies used for such Group Companies’ operations and for working capital purposes.

Governmental and Other Permits. 22.1 20.1 Each Group Company has all franchises, governmental permits, licenses and any similar authority necessary for the conduct of its business. No Group Company is in default in any material respect under any of such franchises, governmental Governmental permits, licenses or other similar authority. 22.2 Each of the DomCos, the WFOE and the PRC Subsidiaries 20.2 The Domestic Company has applied and obtained all requisite licenses, clearance and permits required under PRC Laws as necessary for the conduct of its businesses, and each of the DomCos, the WFOE and the PRC Subsidiaries Domestic Company has complied in all material respects with all PRC Laws in connection with foreign exchange, including without limitation, carrying out all relevant filings, registrations and applications for relevant permits with the PRC State Administration of Foreign Exchange and any other relevant authorities, and all such permits are validly subsisting. The Founders and other PRC shareholders of the Company (as applicable) have complied with all reporting and/or registration requirements (including filings of amendments to existing registrations) under the SAFE Rules and Regulations, including without limitation, Circular 37. 22.3 20.3 The registered capital of each of the DomCos, Domestic Company and the WFOE and the PRC Subsidiaries has been fully paid up in accordance with the schedule of payment stipulated in its articles of association and in compliance with PRC Laws, and there is no outstanding capital contribution commitment. 22.4 The respective articles of association, approval document, certificate of approval and legal person business license of each of the DomCos, the WFOE and the PRC Subsidiaries (hereinafter referred to as the “Establishment Documents”) and in compliance with PRC Laws and regulations, and there is no outstanding capital contribution commitment. As of the Closing, the registered capital of the New WFOE has not yet been fully paid. The registered capital of the New WFOE will be fully paid up in accordance with the schedule of payment stipulated in its Establishment Documents and in compliance with PRC Laws and regulations. 20.4 The Establishment Document of the Domestic Company and the WFOE, and the New WFOE as of Closing, have been duly approved and filed in accordance with the Laws laws of the PRC and are valid and enforceable. 22.5 20.5 The business scope specified in the Establishment Documents of each of the DomCos, the WFOE and the PRC Subsidiaries Domestic Company complies with the requirements of all relevant PRC Laws. The operation and conduct of the business by and the term of operation of each of the DomCos, the WFOE and the PRC Subsidiaries Domestic Company in accordance with the Establishment Documents is in compliance with the Laws of the PRC. 22.6 Section 22.6 of 20.6 The Domestic Company has passed its annual inspection by the relevant governmental authorities for their operation in its last three years (where applicable), and the relevant administration for industry and commerce has affixed an annual inspection chop on its business license. 20.7 The Disclosure Schedule sets out full and accurate details of all loan agreements entered into by between any one Group Company regarding any inter-company loan, shareholders loan, loan or foreign exchange loan or any other kind of loan obtained by itthem. Such loan agreements have been duly registered in accordance with the Laws laws of the PRC (where necessary) and all such registrations are validly subsisting under the Laws laws of the PRC. All proceeds from such loan agreements in an amount equal to the principal amount borrowed under such loan agreements was received by the applicable Group Companies used for such Group Companies’ operations and for working capital purposes.

Governmental and Other Permits. 22.1 Each Group Company has all franchises, governmental permits, licenses and any similar authority necessary for the conduct of its business. No Group Company is in default in any material respect under any of such franchises, governmental permits, licenses or other similar authority. 22.2 Each 21.1 Except as set forth in Section 21.1 of the DomCosDisclosure Schedule, the WFOE and the PRC Subsidiaries has Companies have applied and obtained all requisite licenses, clearance and permits required under PRC Laws as necessary for the conduct of its businesses, and each of the DomCos, the WFOE and the PRC Subsidiaries has Companies have complied in all material respects with all PRC Laws in connection with foreign exchange, including without limitation, carrying out all relevant filings, registrations and applications for relevant permits with the PRC State Administration of Foreign Exchange and any other relevant authorities, and all such permits are validly subsisting. The Founders and other PRC shareholders . 21.2 Except as set forth in Section 21.2 of the Company (as applicable) have complied with all reporting and/or registration requirements (including filings of amendments to existing registrations) under Disclosure Schedule, the SAFE Rules and Regulations, including without limitation, Circular 37. 22.3 The registered capital of each of the DomCos, the WFOE and the PRC Subsidiaries Companies has been fully paid up in accordance with the schedule of payment stipulated in its articles of association and in compliance with PRC Laws, and there is no outstanding capital contribution commitment. 22.4 The respective articles of association, approval document, certificate of approval and legal person business license of each of the DomCos, the WFOE and the PRC Subsidiaries (hereinafter referred to as the “Establishment Documents”) and in compliance with PRC Laws and regulations, and there is no outstanding capital contribution commitment. 21.3 The Establishment Documents of the PRC Companies have been duly approved and filed in accordance with the Laws laws of the PRC and are valid and enforceable. 22.5 21.4 The business scope scopes specified in the Establishment Documents of each of the DomCos, the WFOE and the PRC Subsidiaries complies Companies comply with the requirements of all relevant PRC Laws. The operation and conduct of the business by and the term of operation of each of the DomCos, the WFOE and the PRC Subsidiaries Companies in accordance with the Establishment Documents is in compliance with the Laws of the PRC. 22.6 Section 22.6 of 21.5 The PRC Companies have passed its annual inspection by the relevant governmental authorities for their operation in its last three years (where applicable), and the relevant administration for industry and commerce has affixed an annual inspection chop on its business license. 21.6 The Disclosure Schedule sets out full and accurate details of all loan agreements entered into by between any one Group Company regarding any inter-company loan, shareholders loan, loan or foreign exchange loan or any other kind of loan obtained by itthem. Such loan agreements have been duly registered in accordance with the Laws laws of the PRC (where necessary) and all such registrations are validly subsisting under the Laws laws of the PRC. All proceeds from such loan agreements in an amount equal to the principal amount borrowed under such loan agreements was received by the applicable Group Companies used for such Group Companies’ operations and for working capital purposes.

Governmental and Other Permits. 22.1 Each Group Company has all franchises, governmental permits, licenses and any similar authority necessary for the conduct of its business. No Group Company is in default in any material respect under any of such franchises, governmental permits, licenses or other similar authority. 22.2 Each of the DomCos, DomCo and the WFOE and the PRC Subsidiaries has applied and obtained all requisite licenses, clearance and permits required under PRC Laws as necessary for the conduct of its businesses, and each of the DomCos, DomCo and the WFOE and the PRC Subsidiaries has complied in all material respects with all PRC Laws in connection with foreign exchange, including without limitation, carrying out all relevant filings, registrations and applications for relevant permits with the PRC State Administration of Foreign Exchange and any other relevant authorities, and all such permits are validly subsisting. The Founders and other PRC shareholders of the Company (as applicable) have complied with all reporting and/or registration requirements (including filings of amendments to existing registrations) under the SAFE Rules and Regulations, including without limitation, Circular 37. 22.3 The registered capital of each of the DomCos, DomCo and the WFOE and the PRC Subsidiaries has been fully paid up in accordance with the schedule of payment stipulated in its articles of association and in compliance with PRC Laws, and there is no outstanding capital contribution commitment. 22.4 The respective articles of association, approval document, certificate of approval and legal person business license of each of the DomCos, DomCo and the WFOE and the PRC Subsidiaries (hereinafter referred to as the “Establishment Documents”) have been duly approved and filed in accordance with the Laws of the PRC and are valid and enforceable. 22.5 The business scope specified in the Establishment Documents of each of the DomCos, DomCo and the WFOE and the PRC Subsidiaries complies with the requirements of all relevant PRC Laws. The operation and conduct of the business by and the term of operation of each of the DomCos, DomCo and the WFOE and the PRC Subsidiaries in accordance with the Establishment Documents is in compliance with the Laws of the PRC. 22.6 Section 22.6 of the Disclosure Schedule sets out full and accurate details of all loan agreements entered into by any Group Company regarding any inter-company loan, shareholders loan, foreign exchange loan or any other kind of loan obtained by it. Such loan agreements have been duly registered in accordance with the Laws of the PRC (where necessary) and all such registrations are validly subsisting under the Laws of the PRC. All proceeds from such loan agreements in an amount equal to the principal amount borrowed under such loan agreements was received by the applicable Group Companies used for such Group Companies’ operations and for working capital purposes.

Governmental and Other Permits. 22.1 Each Group Company has all franchises, governmental permits, licenses and any similar authority necessary for the conduct of its business. No Group Company is in default in any material respect under any of such franchises, governmental permits, licenses or other similar authority. 22.2 Each of the DomCos, DomCo and the WFOE and the PRC Subsidiaries has applied and obtained all requisite licenses, clearance and permits required under PRC Laws as necessary for the conduct of its businesses, and each of the DomCos, DomCo and the WFOE and the PRC Subsidiaries has complied in all material respects with all PRC Laws in connection with foreign exchange, including without limitation, carrying out all relevant filings, registrations and applications for relevant permits with the PRC State Administration of Foreign Exchange and any other relevant authorities, and all such permits are validly subsisting. The Founders and other PRC shareholders stockholders of the Company (as applicable) have complied with all reporting and/or registration requirements (including filings of amendments to existing registrations) under the SAFE Rules and Regulations, including without limitation, Circular 37. 22.3 The registered capital of each of the DomCos, DomCo and the WFOE and the PRC Subsidiaries has been fully paid up in accordance with the schedule of payment stipulated in its articles of association and in compliance with PRC Laws, and there is no outstanding capital contribution commitment. 22.4 The respective articles of association, approval document, certificate of approval and legal person business license of each of the DomCos, DomCo and the WFOE and the PRC Subsidiaries (hereinafter referred to as the “Establishment Documents”) have been duly approved and filed in accordance with the Laws of the PRC and are valid and enforceable. 22.5 The business scope specified in the Establishment Documents of each of the DomCos, DomCo and the WFOE and the PRC Subsidiaries complies with the requirements of all relevant PRC Laws. The operation and conduct of the business by and the term of operation of each of the DomCos, DomCo and the WFOE and the PRC Subsidiaries in accordance with the Establishment Documents is in compliance with the Laws of the PRC. 22.6 Section 22.6 of the Disclosure Schedule sets out full and accurate details of all loan agreements entered into by any Group Company regarding any inter-company loan, shareholders stockholders loan, foreign exchange loan or any other kind of loan obtained by it. Such loan agreements have been duly registered in accordance with the Laws of the PRC (where necessary) and all such registrations are validly subsisting under the Laws of the PRC. All proceeds from such loan agreements in an amount equal to the principal amount borrowed under such loan agreements was received by the applicable Group Companies used for such Group Companies’ operations and for working capital purposes.