Common use of Organization, Authority and Qualification of China Online Clause in Contracts

Organization, Authority and Qualification of China Online. China Online is a corporation duly organized and validly existing under the laws of the jurisdiction of its incorporation and has all necessary corporate power and authority to enter into the Ancillary Agreements to which it is named as a party, to carry out its obligations thereunder and to own, operate or lease the properties and assets now owned, operated or leased by it and to carry on the China Online Business as it has been and is currently conducted. China Online is duly licensed or qualified to do business in each jurisdiction in which the properties owned or leased by it or the operation of its business makes such licensing or qualification necessary or desirable, except to the extent that the failure to be so licensed or qualified would not (a) adversely affect the ability of SINA or the China Online Companies to carry out their respective obligations under, and to consummate the transactions contemplated by, this Agreement and the Ancillary Agreements or (b) adversely affect the ability of the China Online Companies to conduct the China Online Business. All corporate actions taken by China Online, including the execution and delivery of the Ancillary Agreements and the consummation of the transactions contemplated thereby, have been duly authorized, and China Online has not taken any action that in any respect conflicts with, constitutes a default under, or results in a violation of, any provision of its Memorandum or Articles of Association (or similar organizational documents). Upon the execution of the Ancillary Agreements to which China Online is named as a party, such Ancillary Agreements shall have been duly executed and delivered by China Online, and (assuming due authorization, execution and delivery by any CRIC Company named as a party thereto) shall constitute, legal, valid and binding obligations of China Online, enforceable against China Online in accordance with their respective terms. True and correct copies of the Memorandum and Articles of Association (or similar organizational documents) of China Online, each as in effect on the date hereof, have been delivered by SINA to CRIC.