Memorandum and Articles of Association. The Company has heretofore furnished or otherwise made available to Parent a complete and correct copy of the memorandum and articles of association or equivalent organizational documents, each as amended to date, of each Group Company. Such memorandum and articles of association or equivalent organizational documents are in full force and effect as of the date hereof. No Group Company is in violation of any of the provisions of its memorandum and articles of association or equivalent organizational documents in any material respect.
Appears in 6 contracts
Samples: Merger Agreement (Zhang Ray Ruiping), Merger Agreement (BPEA Teamsport LTD), Agreement and Plan of Merger (eHi Car Services LTD)
Memorandum and Articles of Association. The Company has heretofore furnished or otherwise made available to Parent a complete and correct copy of the memorandum and articles of association or equivalent organizational documents, each as amended to date, of the Company and each Group Companyof its Subsidiaries. Such All such memorandum and articles of association or equivalent organizational documents are in full force and effect as effect. Neither the Company nor any of the date hereof. No Group Company its Subsidiaries is in violation of any of the provisions of its memorandum and articles of association or equivalent organizational documents in any material respectdocuments, as applicable.
Appears in 5 contracts
Samples: Merger Agreement (Sequoia Capital China I Lp), Merger Agreement (Le Gaga Holdings LTD), Merger Agreement (Chiu Na Lai)
Memorandum and Articles of Association. (a) The Company has heretofore has, prior to the Original Execution Date, furnished or otherwise made available to Parent a complete and correct copy of the memorandum and articles of association or equivalent organizational documents, each as amended prior to datethe Original Execution Date, of each Group Company. Such memorandum and articles of association or equivalent organizational documents are in full force and effect as of the date hereof. Original Execution Date.
(b) No Group Company is in violation of any of the provisions of its memorandum and articles of association or equivalent organizational documents in any material respect.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Ocean Imagination L.P.), Agreement and Plan of Merger (Zhang Ray Ruiping), Agreement and Plan of Merger (Ctrip Investment Holding Ltd.)
Memorandum and Articles of Association. The Company has heretofore furnished or otherwise made available to Parent a complete and correct copy of the memorandum and articles of association or equivalent organizational documents, each as amended to dateor modified as of the date hereof, of each Group Company. Such memorandum and articles of association or equivalent organizational documents are in full force and effect as of the date hereof. No Group Company is in violation of any of the provisions of its memorandum and articles of association or equivalent organizational documents in any material respect.
Appears in 4 contracts
Samples: Merger Agreement (Chuanwei Zhang), Merger Agreement (China Ming Yang Wind Power Group LTD), Merger Agreement (Alibaba Group Holding LTD)
Memorandum and Articles of Association. The Company has heretofore furnished or otherwise made available to Parent a complete and correct copy of (a) the memorandum and articles of association or equivalent organizational documents, each as amended to dateor modified as of the date hereof, of the Company and (b) the memorandum and articles of association or equivalent organizational documents of each Group Subsidiary of the Company, and all material amendments and modifications thereto as of the date hereof. Such memorandum and articles of association or equivalent organizational documents are in full force and effect as of the date hereof. No Group Company is in violation of any of the provisions of its memorandum and articles of association or equivalent organizational documents in any material respect.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Alibaba Group Holding LTD), Merger Agreement (Ali YK Investment Holding LTD), Merger Agreement (Youku Tudou Inc.)
Memorandum and Articles of Association. The Company has heretofore furnished or otherwise made available to Parent a true, correct and complete and correct copy of the memorandum and articles of association or equivalent organizational documents, each of the Company as amended to date, in effect as of each Group Companythe date of this Agreement. Such memorandum and articles of association or equivalent organizational documents are in full force and effect as of the date hereof. No None of the Group Company Companies is in violation of any of the provisions of its memorandum and articles of association or equivalent organizational documents in any material respect.
Appears in 3 contracts
Samples: Merger Agreement, Merger Agreement (China Index Holdings LTD), Plan of Merger
Memorandum and Articles of Association. The Company has heretofore furnished or otherwise made available to Parent a complete and correct copy of the memorandum and articles of association or equivalent organizational documents, each as amended to date, of each Group Company. Such memorandum and articles of association or equivalent organizational documents are in full force and effect as of the date hereof. No Group Company is in violation of any of the provisions of its memorandum and articles of association or equivalent organizational documents in any material respect.
Appears in 2 contracts
Samples: Merger Agreement (Tang Liang), Merger Agreement (Ossen Innovation Co. Ltd.)
Memorandum and Articles of Association. The Company has heretofore furnished or otherwise made available to Parent a complete and correct copy of the memorandum and articles of association or equivalent organizational documents, each as amended to date, of the Company and each Group of the Company’s material Subsidiaries that is a “significant subsidiary” (as defined in Rule 1-02(w) of Regulation S-X of the SEC). Such memorandum and articles of association or equivalent organizational documents are in full force and effect as effect. Neither the Company nor any Subsidiary of the date hereof. No Group Company is in material violation of any of the provisions provision of its memorandum and articles of association or equivalent organizational documents in any material respectdocuments.
Appears in 2 contracts
Samples: Merger Agreement (Maxlinear Inc), Merger Agreement (Maxlinear Inc)
Memorandum and Articles of Association. The Company has heretofore furnished or otherwise made available to Parent a complete and correct copy of the memorandum and articles of association or equivalent organizational documents, each as amended to date, of the Company and each Group Companyof its Subsidiaries. Such Except as set forth in Section 4.02 of the Company Disclosure Schedule, such memorandum and articles of association or equivalent organizational documents are in full force and effect and have been duly filed, approved or issued (as applicable) by applicable Governmental Authorities. Neither the Company nor any of the date hereof. No Group Company its Subsidiaries is in violation of any of the provisions of its memorandum and articles of association or equivalent organizational documents in any material respect.
Appears in 2 contracts
Samples: Merger Agreement (Chen Chris Shuning), Merger Agreement (Pactera Technology International Ltd.)
Memorandum and Articles of Association. The Company has heretofore furnished or otherwise made available to Parent a true, complete and correct copy of the memorandum and articles of association or equivalent organizational documents, each as amended to date, of each Group Company. Such memorandum and articles of association or equivalent organizational documents are in full force and effect as of the date hereofeffect. No Group Company is in violation of any of the provisions of its memorandum and articles of association or equivalent organizational documents in any material respectdocuments.
Appears in 2 contracts
Samples: Merger Agreement (Wang Benson Haibing), Merger Agreement (Taomee Holdings LTD)
Memorandum and Articles of Association. The Company has heretofore furnished or otherwise made available to Parent a complete and correct copy of the memorandum and articles of association or equivalent organizational documents, each as amended to date, of each Group Company. Such memorandum and articles of association or equivalent organizational documents are in full force and effect as of the date hereofeffect. No Group Company is in violation of any of the provisions of its memorandum and articles of association or equivalent organizational documents in any material respect.
Appears in 2 contracts
Samples: Merger Agreement (E-Commerce China Dangdang Inc.), Merger Agreement (E-House (China) Holdings LTD)
Memorandum and Articles of Association. The Company has heretofore furnished or otherwise made available to Parent Parent, prior to the date hereof, a correct and complete and correct copy of the memorandum and articles of association or association, as amended to date (the “Memorandum of Association”), of the Company as currently in effect, and equivalent organizational or governing documents, each as amended to date, of each Group of the Company. Such memorandum ’s material subsidiaries, and articles each of association or equivalent organizational the foregoing documents are is in full force and effect as of the date hereof. No Group Company is in violation of any of the provisions of its memorandum and articles of association or equivalent organizational documents in any material respecteffect.
Appears in 2 contracts
Samples: Merger Agreement (Centurium Capital Partners 2018, L.P.), Merger Agreement (China Biologic Products Holdings, Inc.)
Memorandum and Articles of Association. The Company has heretofore furnished or otherwise made available to Parent a complete and correct copy of the memorandum and articles of association or equivalent organizational documents, each as amended to date, of each Group Company set forth in the Exhibit 8.1 to the Company’s 2019 annual report on form 20-F filed with SEC on April 29, 2020. Such All memorandum and articles of association or equivalent organizational documents of Group Companies are in full force and effect as of the date hereof. No Group Company is in violation of any of the provisions of its memorandum and articles of association or equivalent organizational documents in any material respect.
Appears in 2 contracts
Samples: Merger Agreement (Yao Jinbo), Merger Agreement (58.com Inc.)
Memorandum and Articles of Association. The Company has heretofore furnished or otherwise made available to Parent a complete and correct copy of the memorandum and articles of association or equivalent organizational documents, each as amended to date, of each Group Company. Such memorandum and articles of association or equivalent organizational documents are in full force and effect as of the date hereofeffect. No Group Company is in material violation of any of the provisions of its memorandum and articles of association or equivalent organizational documents in any material respectdocuments.
Appears in 1 contract
Samples: Merger Agreement (Kongzhong Corp)
Memorandum and Articles of Association. The Company has heretofore furnished or otherwise made available to Parent a complete and correct copy of the memorandum memoranda and articles of association or other equivalent organizational documents, each as amended to date, of the Company and each Group Companyof its Subsidiaries. Such memorandum memoranda and articles of association or equivalent organizational documents documents, are in full force and effect as of the date hereof. No Group Neither the Company nor any of its Subsidiaries is in violation of any of the provisions of its memorandum and articles of association or equivalent organizational documents in any material respect.
Appears in 1 contract
Samples: Merger Agreement (Global-Tech Advanced Innovations Inc.)
Memorandum and Articles of Association. The Company has heretofore furnished or otherwise made available to Parent or its Representatives a complete and correct copy of the memorandum and articles of association or equivalent organizational documents, each as amended to date, of each Group the Company. Such The memorandum and articles of association of the Company and the memorandum and articles of association or equivalent organizational documents of each Company Subsidiary, each as amended to date, are in full force and effect as of the date hereofeffect. No Each Group Company is in violation of any of compliance with the provisions of its memorandum and articles of association or equivalent organizational documents in any all material respectrespects.
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Memorandum and Articles of Association. The Company has heretofore furnished or otherwise made available to Parent Parent, prior to the date hereof, a correct and complete and correct copy of the memorandum and articles of association association, as amended to date (the “Memorandum of Association”), of the Company as currently in effect, and equivalent memorandum and articles of association, organizational or equivalent organizational governing documents, each as amended to date, of each Group of the Company. Such memorandum ’s material subsidiaries, and articles each of association or equivalent organizational the foregoing documents are is in full force and effect as of the date hereof. No Group Company is in violation of any of the provisions of its memorandum and articles of association or equivalent organizational documents in any material respecteffect.
Appears in 1 contract
Memorandum and Articles of Association. The Company has heretofore furnished or otherwise made available to Parent a complete and correct copy of the memorandum and articles of association or equivalent organizational documents, each as amended to date, of the Company and each Group CompanyActive Subsidiary. Such memorandum and articles of association or equivalent organizational documents are in full force and effect as of the date hereof. No Group Neither the Company nor any Active Subsidiary is in violation of any of the provisions of its memorandum and articles of association or equivalent organizational documents in any material respect.
Appears in 1 contract
Memorandum and Articles of Association. The Company has heretofore furnished or otherwise made available to Parent a complete and correct copy of the memorandum and articles of association or equivalent organizational documents, each as amended to date, of each Group CompanyMaterial Subsidiary. Such memorandum and articles of association or equivalent organizational documents are in full force and effect as of the date hereof. No Group Company Material Subsidiary is in violation of any of the provisions of its memorandum and articles of association or equivalent organizational documents in any material respect.
Appears in 1 contract
Memorandum and Articles of Association. The Company has heretofore furnished or otherwise made available to Parent a complete and correct copy of the memorandum and articles of association or equivalent organizational documents, each as amended to dateor modified as of the date hereof, of the Company and each Group CompanyActive Subsidiary. Such memorandum and articles of association or equivalent organizational documents are in full force and effect as of the date hereof. No Group Neither the Company nor any Active Subsidiary is in violation of any of the provisions of its memorandum and articles of association or equivalent organizational documents in any material respect.
Appears in 1 contract
Memorandum and Articles of Association. The Company has heretofore furnished or otherwise made available to Parent a complete and correct copy of the memorandum and articles of association or equivalent organizational documents, each as amended to date, of the Company and each Group Companyof its Subsidiaries. Such memorandum and articles of association or equivalent organizational documents are in full force and effect as of the date hereof. No Group Neither the Company nor any of its Subsidiaries is in violation of any of the provisions of its memorandum and articles of association or equivalent organizational documents in any material respect.
Appears in 1 contract
Samples: Merger Agreement (Ho Chi Sing)
Memorandum and Articles of Association. The Company has heretofore furnished or otherwise made available to Parent a true, complete and correct copy of the memorandum and articles of association or equivalent organizational documents, each as amended to date, of each Group Company. Such memorandum and articles of association or equivalent organizational documents are in full force and effect as of the date hereofeffect. No Group Company is in violation of any of the provisions of its memorandum and articles of association or equivalent organizational documents in any material respect.
Appears in 1 contract
Samples: Merger Agreement (Mindray Medical International LTD)
Memorandum and Articles of Association. The Company has heretofore furnished or otherwise made available to Parent a complete and correct copy of the memorandum and articles of association or equivalent organizational documents, as applicable, each as amended to date, of each Group Company. Such memorandum and articles of association or equivalent organizational documents are in full force and effect as of the date hereofeffect. No Group Company is in violation of any of the provisions of its memorandum and articles of association or equivalent organizational documents documents, as applicable, in any material respect.
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Memorandum and Articles of Association. The Company has heretofore furnished or otherwise made available Made Available to Parent Purchaser a complete and correct copy of the memorandum and articles of association association, or equivalent organizational documents, each as amended to date, of the Company and each Group Companyof its Subsidiaries. Such memorandum These memoranda and articles of association or equivalent organizational documents are in full force and effect as of the date hereof. No Group Neither the Company nor any of its Subsidiaries is in violation of in any material respect of the provisions of its memorandum and or articles of association or equivalent organizational documents in any material respectdocuments.
Appears in 1 contract
Samples: Agreement and Plan of Merger (On Semiconductor Corp)
Memorandum and Articles of Association. The Company has heretofore furnished or otherwise made available to Parent a complete and correct copy of the memorandum and articles of association or equivalent organizational documents, each as amended to date, of each Group the Company. Such memorandum and articles of association or equivalent organizational documents are in full force and effect as of the date hereof. No Group Neither the Company nor any of its Subsidiaries is in violation of any of the provisions of its memorandum and articles of association or equivalent organizational documents in any material respect.
Appears in 1 contract
Memorandum and Articles of Association. The Company has heretofore furnished or otherwise made available to Parent a complete and correct copy of the memorandum and articles of association or equivalent organizational documents, each as amended or modified to date, of the Company and each Group CompanySubsidiary. Such memorandum and articles of association or equivalent organizational documents are in full force and effect as of the date hereof. No Group Neither the Company nor any Subsidiary is in violation of any of the provisions of its memorandum and articles of association or equivalent organizational documents in any material respectdocuments.
Appears in 1 contract
Memorandum and Articles of Association. The Company has heretofore furnished or otherwise made available to Parent a complete and correct copy of the memorandum and articles of association or equivalent organizational documents, each as amended to date, of each Group Company. Such memorandum and articles of association or equivalent organizational documents are in full force and effect as of the date hereof. No Group Company is in violation of any of the provisions of its memorandum and articles of association or equivalent organizational documents in documents, except for any material respectsuch violation that has not had and would not reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract