Common use of Representations and Warranties of the Pledgors and the Company Clause in Contracts

Representations and Warranties of the Pledgors and the Company. 6.1 The Pledgors are the sole lawful owner of the Pledged Equity, and there is no actual or potential dispute in ownership related to the Pledged Equity. The Pledgors have the right to dispose any of all the Pledged Equity subject to no limitation from any third party. 6.2 The Pledgors have not created any encumbrance or other liens on the Pledged Equity except those set forth in this Agreement and the Exclusive Call Option Agreement. 6.3 The Company is a limited liability company officially incorporated and validly existing pursuant to PRC laws, is officially registered at the competent administration of industry and commerce and has passed all annual inspections. The registered capital of the Company is CNY thirty million (30,000,000.00). 6.4 The Pledgors and the Company fully understand the contents of this Agreement, and their execution and performance of this Agreement are out of free will, and all of their expressions of intent are true. The Pledgors and the Company have, upon the Pledgee’s reasonable request, taken all necessary action, obtained all corporate authorizations necessitated for execution and performance of this Agreement and executed all necessary documents, and have obtained the consents and approvals (if applicable) from the governmental authorities and third parties, so as to ensure the legality and validity of the pledge hereunder. 6.5 Its execution, delivery or performance of this Agreement will not: (i) result in breach of any applicable PRC laws, (ii) be in conflict with the Company’s articles of association or other organizational documents, (iii) result in breach of, or constitute a default under, any contracts or documents to which it is a party or which have binding force upon it, (iv) result in breach of any conditions for issuance and/or continuous validity of any licenses or permits which have been issued to any party, or (v) result in cancellation of, or imposition of additional conditions for, any licenses or permits that have been issued to any party.

Representations and Warranties of the Pledgors and the Company. 6.1 The Pledgors are the sole lawful owner of the Pledged Equity, and there is no actual or potential dispute in ownership related to the Pledged Equity. The Pledgors have the right to dispose any of all the Pledged Equity subject to no limitation from any third party. 6.2 The Pledgors have not created any encumbrance or other liens on the Pledged Equity except those set forth in this Agreement and the Exclusive Call Option Agreement. 6.3 The Company is a limited liability company officially incorporated and validly existing pursuant to PRC laws, is officially registered at the competent administration of industry and commerce and has passed all annual inspections. The registered capital of the Company is CNY thirty million onemillion (30,000,000.001,000,000.00). 6.4 The Pledgors and the Company fully understand the contents of this Agreement, and their execution and performance of this Agreement are out of free will, and all of their expressions of intent are true. The Pledgors and the Company have, upon the Pledgee’s reasonable request, taken all necessary action, obtained all corporate authorizations necessitated for execution and performance of this Agreement and executed all necessary documents, and have obtained the consents and approvals (if applicable) from the governmental authorities and third parties, so as to ensure the legality and validity of the pledge hereunder. 6.5 Its execution, delivery or performance of this Agreement will not: (i) result in breach of any applicable PRC laws, (ii) be in conflict with the Company’s articles of association or other organizational documents, (iii) result in breach of, or constitute a default under, any contracts or documents to which it is a party or which have binding force upon it, (iv) result in breach of any conditions for issuance and/or continuous validity of any licenses or permits which have been issued to any party, or (v) result in cancellation of, or imposition of additional conditions for, any licenses or permits that have been issued to any party.

Representations and Warranties of the Pledgors and the Company. 6.1 The Pledgors are the sole lawful owner of the Pledged Equity, and there is no actual or potential dispute in ownership related to the Pledged Equity. The Pledgors have the right to dispose any of all the Pledged Equity subject to no limitation from any third party. 6.2 The Pledgors have not created any encumbrance or other liens on the Pledged Equity except those set forth in this Agreement and the Exclusive Call Option Agreement. 6.3 The Company is a limited liability company officially incorporated and validly existing pursuant to PRC laws, is officially registered at the competent administration of industry and commerce and has passed all annual inspections. The registered capital of the Company is CNY thirty five million (30,000,000.00)5,000,000.00) and has been fully paid. 6.4 The Pledgors and the Company fully understand the contents of this Agreement, and their execution and performance of this Agreement are out of free will, and all of their expressions of intent are true. The Pledgors and the Company have, upon the Pledgee’s reasonable request, taken all necessary action, obtained all corporate authorizations necessitated for execution and performance of this Agreement and executed all necessary documents, and have obtained the consents and approvals (if applicable) from the governmental authorities and third parties, so as to ensure the legality and validity of the pledge hereunder. 6.5 Its execution, delivery or performance of this Agreement will not: (i) result in breach of any applicable PRC laws, (ii) be in conflict with the Company’s articles of association or other organizational documents, (iii) result in breach of, or constitute a default under, any contracts or documents to which it is a party or which have binding force upon it, (iv) result in breach of any conditions for issuance and/or continuous validity of any licenses or permits which have been issued to any party, or (v) result in cancellation of, or imposition of additional conditions for, any licenses or permits that have been issued to any party.