Common use of Material Contracts and Obligations Clause in Contracts

Material Contracts and Obligations. All contracts, agreements, instruments, understandings, or proposed transactions to which any Group Company is a party or by which it is bound that (i) are material to the conduct and operations of its business and properties, (ii) involve any of its officers, consultants, directors, employees or shareholders, or (iii) obligate such Group Company to share, license or develop any product or technology (the “Material Contracts”) are listed in Section 3.9 of the Disclosure Schedule and have been made available for inspection by the Investors and their counsels. For purposes of this Section 3.9, “material” shall mean (i) having an aggregate value, cost or amount, or imposing liability or contingent liability on any Group Company, in excess of RMB200,000 or that extend for more than one year beyond the date of this Agreement, (ii) not terminable upon thirty (30) days notice without incurring any penalty or obligation, (iii) containing exclusivity, non-competition, or similar clauses that impair, restrict or impose conditions on any Group Company’s right to offer or sell products or services in specified areas, during specified periods, or otherwise, (iv) not in the ordinary course of business, (v) transferring or licensing any Proprietary Assets to or from any Group Company (other than licenses granted in the ordinary course of business or licenses from commercially readily available “off the shelf” computer software) or (vi) an agreement the termination of which would be reasonably likely to have a Material Adverse Effect. All the Material Agreements are valid, binding and enforceable obligations of the parties thereto and the terms thereof have been complied with by the relevant Group Company, and there are no circumstances likely to give rise to any breach of such terms, no grounds for rescission, avoidance or repudiation of any of the Material Contracts and no notice of termination or of intention to terminate has been received in respect of any Material Contracts.

Material Contracts and Obligations. All material agreements, contracts, agreementsleases, licenses, instruments, understandingscommitments, or proposed transactions indebtedness, liabilities and other obligations to which any each Group Company is a party or by which it is bound that and which (i) are material to the conduct and operations of its business and properties, (ii) involve any of its the officers, consultants, directors, employees or shareholders, shareholders of the Group Company; or (iii) obligate such Group Company to share, license or develop any product or technology (except licenses granted in the “Material Contracts”) ordinary course of business), are listed in Section 3.9 of the Disclosure Schedule attached hereto as Exhibit B and have been made available for inspection by the Investors Investor and their counselsits counsel. For purposes of this Section 3.93.10, “material” shall mean (i) having an aggregate value, cost or amountreasonably likely to result in consideration to any Group Company, or imposing liability or contingent liability on any Group Company, in excess of RMB200,000 or that extend for more than one year beyond US$5,000,000 in the date of this Agreementcurrent fiscal year, (ii) which cannot terminable upon thirty (30) days notice without incurring any penalty be performed within its terms within 12 months after the date on which it was entered into or obligationcannot be terminated on less than 12 months’ notice, (iii) containing exclusivity, non-competition, or similar clauses that impair, restrict or impose conditions on any Group Company’s right to offer or sell products or services in specified areas, during specified periods, or otherwise, (iv) not in the ordinary course of business, (v) transferring or licensing any Proprietary Assets Intellectual Property to or from any Group Company (other than licenses granted in the ordinary course of business or licenses from for commercially readily available “off the shelf” computer software), (v) entered into not in the ordinary course of business or not on arm’s length terms or (vi) an agreement the termination of which would be reasonably likely to have a Material Adverse Effect. All the Material Agreements are valid, binding and enforceable obligations of the parties thereto and the terms thereof have been complied with by the relevant Group Company, and there are no circumstances likely to give rise to any breach of such terms, no grounds for rescission, avoidance or repudiation of any of the Material Contracts and no notice of termination or of intention to terminate has been received in respect of any Material Contracts.

Material Contracts and Obligations. (a) All contractsContracts, agreementsindebtedness, instruments, understandings, or proposed transactions liabilities and other obligations to which any a Group Company is a party or by which it is bound bound, that (i) are material to the conduct and operations of its such Group Company’s business and properties, (ii) involve any of its the Founder, executive officers, consultants, directors, directors or key employees of any Group Company or shareholders, any shareholder of the Company; or (iii) obligate such Group Company to share, license or develop any product or technology (except licenses granted in the “Material Contracts”) ordinary course of business), other than agreements entered into by or on behalf of any Group Company in the ordinary course of business, are listed disclosed in Section 3.9 9 of the Disclosure Schedule and have been made available for inspection by the Investors and their counselscounsel (such Contracts, indebtedness, liabilities and other obligations, the “Material Contracts”). Such Contract, indebtedness, liabilities and obligations are valid and binding, in full force and effect and enforceable against such Group Company in accordance with its terms. None of the Group Companies is in default or breach in any material respect under any of such Contract, indebtedness, liabilities and obligations. (b) For purposes of this Section 3.99 of Exhibit C, “material” shall mean (i) having an aggregate value, cost or amount, or imposing liability or contingent liability on any Group Company, in excess of RMB200,000 or that extend for more than one year beyond the date of this AgreementUS$2,000,000, (ii) not terminable upon thirty (30) days notice without incurring any penalty or obligation, (iii) containing exclusivity, non-competition, or similar clauses that impair, restrict or impose conditions on any Group Company’s right to offer or sell products or services in specified areas, during specified periods, or otherwise, (iviii) not entered into in the ordinary course of business, (viv) transferring or licensing any Proprietary Assets to or from any Group Company (other than licenses granted in the ordinary course of business or licenses from for commercially readily available “off the shelf” computer software) or (viv) an agreement the termination of which would could be reasonably likely to have a Material Adverse Effect. All the Material Agreements are valid, binding and enforceable obligations of the parties thereto and the terms thereof have been complied with by the relevant Effect on any Group Company, and there are no circumstances likely to give rise to any breach of such terms, no grounds for rescission, avoidance or repudiation of any of the Material Contracts and no notice of termination or of intention to terminate has been received in respect of any Material Contracts.

Material Contracts and Obligations. (a) All contractsContracts, agreementsindebtedness, instruments, understandings, or proposed transactions liabilities and other obligations to which any a Group Company is a party or by which it is bound bound, that (i) are material to the conduct and operations of its such Group Company’s business and properties, (ii) involve any of its the Founder, executive officers, consultants, directors, directors or key employees of any Group Company or shareholders, any shareholder of the Company; or (iii) obligate such Group Company to share, license or develop any product or technology (except licenses granted in the “Material Contracts”) ordinary course of business), other than agreements entered into by or on behalf of any Group Company in the ordinary course of business, are listed disclosed in Section 3.9 9 of the Disclosure Schedule and have been made available for inspection by the Investors and their counselscounsel (such Contracts, indebtedness, liabilities and other obligations, the “Material Contracts”). Such Contract, indebtedness, liabilities and obligations are valid and binding, in full force and effect and enforceable against such Group Company in accordance with its terms. None of the Group Companies is in default or breach in any material respect under any of such Contract, indebtedness, liabilities and obligations. (b) For purposes of this Section 3.99 of Exhibit C, “material” shall mean (i) having an aggregate value, cost or amount, or imposing liability or contingent liability on any Group Company, in excess of RMB200,000 or that extend for more than one year beyond the date of this AgreementUS$2,000,000, (ii) not terminable upon thirty (30) days notice without incurring any penalty or obligation, (iii) containing exclusivity, non-competition, or similar clauses that impair, restrict or impose conditions on any Group Company’s right to offer or sell products or services in specified areas, during specified periods, or otherwise, (iviii) not entered into in the ordinary course of business, (viv) transferring or licensing any Proprietary Assets to or from any Group Company (other than licenses granted in the ordinary course of business or licenses from for commercially readily available “off the shelf” computer software) or (viv) an agreement the termination of which would could be EXECUTION COPY reasonably likely to have a Material Adverse Effect. All the Material Agreements are valid, binding and enforceable obligations of the parties thereto and the terms thereof have been complied with by the relevant Effect on any Group Company, and there are no circumstances likely to give rise to any breach of such terms, no grounds for rescission, avoidance or repudiation of any of the Material Contracts and no notice of termination or of intention to terminate has been received in respect of any Material Contracts.

Material Contracts and Obligations. All agreements, contracts, agreementsleases, licenses, instruments, understandingscommitments (oral or written), or proposed transactions indebtedness, liabilities and other obligations to which any Group Company is a party or by which it is bound that (i) are material to the conduct and operations of its business and propertiesproperties and the Transaction Documents (collectively, (ii) involve any of its officers, consultants, directors, employees or shareholders, or (iii) obligate such Group Company to share, license or develop any product or technology (the “Material Contracts”) ), are listed in Section 3.9 valid, binding and enforceable obligations of the Disclosure Schedule parties thereto and the terms thereof have been made available for inspection complied with by the Investors relevant Group Company and their counselsall the other parties thereto. There are no circumstances likely to give rise to any material breach of such terms, no grounds for rescission, avoidance or repudiation of any of the Material Contracts which would have a Material Adverse Effect and no notice of termination or of intention to terminate has been received in respect of any Material Contract. For purposes of this Section 3.9paragraph, “material” shall mean (i) having an aggregate value, cost or amount, or imposing liability or contingent liability on any Group Company, in excess of RMB200,000 or that extend for more than one year beyond the date of this AgreementRMB30,000,000, (ii) not terminable upon thirty (30) days notice without incurring any penalty or obligation, (iii) containing exclusivity, non-competition, or similar clauses that impair, restrict or impose conditions on any Group Company’s right to offer or sell products or services in specified areas, during specified periods, or otherwise, (iv) not in the ordinary course of business, (viii) transferring or licensing any Proprietary Assets to or from any Group Company (other than licenses granted in the ordinary course of business or licenses from commercially readily available “off the shelf” computer software) ), or (viiv) an agreement the termination of which would otherwise be reasonably likely to have a Material Adverse Effect. All the Material Agreements are valid, binding and enforceable obligations of the parties thereto and the terms thereof have been complied with by the relevant Group Company, and there are no circumstances likely to give rise to any breach of such terms, no grounds for rescission, avoidance or repudiation of any of the Material Contracts and no notice of termination or of intention to terminate has been received in respect of any Material Contracts.

Material Contracts and Obligations. All agreements, contracts, agreementsleases, licenses, instruments, understandingscommitments (oral or written), or proposed transactions indebtedness, liabilities and other obligations to which any Group Company is a party or by which it is bound that (i) are material to the conduct and operations of its business and propertiesproperties and the Transaction Documents (collectively, (ii) involve any of its officers, consultants, directors, employees or shareholders, or (iii) obligate such Group Company to share, license or develop any product or technology (the “Material Contracts”) ), are listed in Section 3.9 valid, binding and enforceable obligations of the Disclosure Schedule parties thereto and the terms thereof have been made available for inspection complied with by the Investors relevant Group Company and their counselsall the other parties thereto. There are no circumstances likely to give rise to any material breach of such terms, no grounds for rescission, avoidance or repudiation of any of the Material Contracts which would have a Material Adverse Effect and no notice of termination or of intention to terminate has been received in respect of any Material Contract. For purposes of this Section 3.94.12, “material” shall mean (i) having an aggregate value, cost or amount, or imposing liability or contingent liability on any Group Company, in excess of RMB200,000 or that extend for more than one year beyond the date of this AgreementRMB20,000,000, (ii) not terminable upon thirty (30) days notice without incurring any penalty or obligation, (iii) containing exclusivity, non-competition, or similar clauses that impair, restrict or impose conditions on any Group Company’s right to offer or sell products or services in specified areas, during specified periods, or otherwise, (iv) not in the ordinary course of business, (viii) transferring or licensing any Proprietary Assets to or from any Group Company (other than licenses granted in the ordinary course of business or licenses from commercially readily available “off the shelf” computer software) ), or (viiv) an agreement the termination of which would otherwise be reasonably likely to have a Material Adverse Effect. All the Material Agreements are valid, binding and enforceable obligations of the parties thereto and the terms thereof have been complied with by the relevant Group Company, and there are no circumstances likely to give rise to any breach of such terms, no grounds for rescission, avoidance or repudiation of any of the Material Contracts and no notice of termination or of intention to terminate has been received in respect of any Material Contracts.

Material Contracts and Obligations. All As of the date hereof, all contracts, agreements, leases, licenses, instruments, understandings, commitments (oral or written), indebtedness, liabilities, proposed transactions and other obligations to which any Group Company is a party or by which it is bound that (i) are material to the conduct and operations of its business and properties, (ii) involve any of its officers, consultants, directors, employees or shareholders, or (iii) obligate such Group Company to share, license or develop any product or technology (the “Material Contracts”) are listed in Section 3.9 of the Disclosure Schedule and have been made available for inspection by the Investors and their counselscounsel. For purposes of this Section 3.9, “material” shall mean (i) having an aggregate valueinvolving obligation, cost or amount, or imposing liability or contingent liability on any Group Company, in excess of RMB200,000 US$100,000 per annum or that extend for more than one year beyond in excess of US$100,000 in the date of this Agreementaggregate, (ii) not terminable upon thirty (30) days notice without incurring any penalty or obligation, (iii) containing exclusivity, non-competition, or similar clauses that impair, restrict or impose conditions on any Group Company’s right to offer or sell products or services in specified areas, during specified periods, or otherwise, (iv) not in the ordinary course of business, (v) transferring or licensing any Proprietary Assets to or from any Group Company (other than licenses granted in the ordinary course of business or licenses from commercially readily available “off the shelf” computer software) or (vi) an agreement the termination of which would be reasonably likely to have a Material Adverse Effect. All the Material Agreements are valid, binding and enforceable obligations of the parties thereto and the terms thereof have been complied with by the relevant Group Company, and there to the best knowledge of each Group Company and the Founders, by all the other parties thereto. There are no circumstances likely to give rise to any breach of such terms, no grounds for rescission, avoidance or repudiation of any of the Material Contracts and no notice of termination or of intention to terminate has been received in respect of any Material Contracts.