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

Representations and Warranties of the Pledgors. Upon the execution of this Agreement, the Pledgors make to the Pledgee the following representations and warranties and confirm that this Agreement is signed and performed by the Pledgee by them in reliance of such representations and warranties: 5.1 The Pledgors lawfully hold the Equity hereunder and have the right to use such Equity to provide pledge security to the Pledgee. 5.2 After this Agreement is executed, during the period when the Pledgee has the Pledge Rights subject to Section 2.4 above, when the Pledgee exercises, at any time, its rights or has the Pledge Rights realized pursuant to this Agreement, there shall be no lawful claim or proper intervention from or by any third party. 5.3 The Pledgee shall have the right to exercise the Pledge Rights as per the method described herein or otherwise permitted by the laws and regulations. 5.4 The Pledgors have obtained all necessary corporate authorization to sign this Agreement and perform its obligations hereunder, which does not violate any provisions of any applicable laws and regulations. The authorized representative signatories of this Agreement have obtained legal and effective authorization. 5.5 There is no encumbrance or security interest of any nature for any third person (including but not limited to pledge) except for the pledge hereunder in connection with the Equity held by the Pledgors. 5.6 There are no pending or threatened civil, administrative or criminal proceedings, administrative punishment or arbitration in connection with the Equity. 5.7 There are no tax or fee due but unpaid, or legal procedures or formalities that should have been completed but have not been completed, in connection with the Equity. 5.8 Any and all provisions hereof are the expression of the Pledgors’ true intention and are binding upon the Pledgors.

Representations and Warranties of the Pledgors. Upon the execution of this Agreement, the Pledgors make Each Pledgor severally (but not jointly) represents and warrants to the Pledgee the following representations and warranties and confirm that this Agreement is signed and performed by the Pledgee by them in reliance of such representations and warrantiesas follows: 5.1 The Pledgors lawfully hold Except for those circumstances disclosed to the Pledgee, it/he is the sole legal and beneficial owner of the Equity hereunder and have has legal, full and complete ownership to the right Equity, subject to use such Equity to provide pledge security to any agreement entered into between it/he and the Pledgee. 5.2 After this Agreement is executed, during the period when the Pledgee It/he has the Pledge Rights subject power to Section 2.4 above, when enter into this Contract and to perform obligations hereunder; the Pledgee exercises, at any time, terms of this Contract has legal binding force upon it/him as from the effective date of this Contract. 5.3 It/he shall have the right to dispose of and transfer its rights or has Equity according to the terms hereof. 5.4 Except for the Pledge Rights realized pursuant hereof, it/he has not created any security interest or other encumbrances over its/his Equity, the ownership to this Agreementthe Equity is free of any actual or threatened dispute, there shall lien or other procedural restrictions, and may be no lawful claim pledged and transferred according to the applicable laws. 5.5 The execution hereof, exercise any right hereunder and performance of any obligation hereunder by the Pledgor will not violate any laws, regulations, or proper intervention from any agreement or contract to which the Pledgor is a party, or any commitment made by the Pledgor to any third party. 5.3 The Pledgee shall have the right to exercise the Pledge Rights as per the method described herein or otherwise permitted 5.6 All documents, information, statements and certificates (if applicable) provided by the laws Pledgor to the Pledgee are accurate, true, complete and regulationsvalid. 5.4 5.7 The Pledgors have obtained Pledgor warrants to the Pledgee that it has made all proper arrangements and executed all necessary corporate authorization documents to sign ensure that performance of this Agreement Contract will not be affected or prevented by its/his heir, guardian, successor in title, creditor, spouse or other person that may acquire its/his Equity or relevant right when it/he dies, is dissolved, becomes incapacitated, goes into bankruptcy, is divorced, or has other circumstance that may affect exercise of Equity. 5.8 Each Pledgor severally but not jointly warrants to the Pledgee that the above representations and warranties shall be true and correct and will be complied with before the contractual obligations are fully performed or the secured debts are completed satisfied. 5.9 Party C is a limited liability company duly incorporated and validly existing according to the laws of China, who has separate legal personality and full and independent legal status and capacity to execute, deliver and perform its obligations hereunder, which does not violate any provisions of any applicable laws and regulations. The authorized representative signatories of this Agreement have obtained legal and effective authorizationContract. 5.5 5.10 This Contract has been duly signed by Party C, and constitutes legal, valid and binding obligations of Party C. 5.11 Party C has full internal power and authority to execute and deliver this Contract and all other documents relating to the transaction contemplated herein, and has full power and authority to consummate the transaction contemplated herein. 5.12 There is no encumbrance or security interest of any nature for any third person (or other encumbrances over Party C’s assets which may affect the Pledgee’s rights or interests in the Equity, including but not limited to pledge) except for transfer of Party C’s intellectual property or transfer of any Party C’s asset with a value of XXX 000000 or more outside the pledge hereunder in connection with normal course of business, or any encumbrances over the Equity held by the Pledgorsproperty or use right to such assets. 5.6 5.13 There are is no pending or, to the knowledge of Party C, threatened litigation, arbitration or threatened civilother legal proceedings of any court or arbitral tribunal, or any administrative procedure or criminal proceedings, penalty of any government authority or administrative punishment or arbitration in connection with agency over the Equity, Party C or its assets, which may have material or adverse effect on Party C’s economic conditions or any Pledgor’s ability to perform any obligation hereunder or any liability of security. 5.7 There 5.14 Party C hereby warrants to the Pledgee that the above representations and warranties shall be true and correct and shall be fully complied with before the obligations hereunder are no tax fully performed or fee due but unpaid, or legal procedures or formalities that should have been completed but have not been completed, in connection with the Equitysecured debts hereunder are fully satisfied. 5.8 Any and all provisions hereof are the expression of the Pledgors’ true intention and are binding upon the Pledgors.

Representations and Warranties of the Pledgors. Upon the execution of this Agreement, the The Pledgors separately and non-jointly make to the Pledgee the following representations and warranties and confirm that to Party A at the time of the signature of this Agreement is signed and performed by the Pledgee by them acknowledge that Party A enters into and performs this Agreement in reliance of such representations and warranties: 5.1 The Pledgors lawfully legally hold the Equity Interest hereunder and have the right to use pledge such Equity Interest to provide pledge security to the PledgeeParty A as collateral. 5.2 After At any time from the signing date of this Agreement is executed, during to the period when the Pledgee has during which Party A is entitled to the Pledge Rights subject to Section in accordance with the provisions of Article 2.4 abovehereof, when there shall not be any legal claim or due interference from any other party in the Pledgee exercises, at any time, event that Party A exercises its rights or has enforces the Pledge Rights realized pursuant to in accordance with this Pledge Agreement, there shall be no lawful claim or proper intervention from or by any third party. 5.3 The Pledgee shall have the right to Party A may exercise the Pledge Rights as per in the method described herein or otherwise permitted methods provided by the laws laws, regulations and regulationsthis Agreement. 5.4 The Pledgors They have obtained all necessary corporate authorization authorizations to sign enter into this Agreement and to perform its their obligations hereunder, which does hereunder and the signing of this Agreement and performance of their obligations hereunder shall not violate any the provisions of any applicable laws and regulations. The regulations and the authorized representative signatories of this Agreement hereof have obtained legal been legally and effective authorizationvalidly authorized. 5.5 There is no other encumbrance on or any form of third party security interest of any nature for any third person (including but not limited to pledge) except for the pledge hereunder in connection with over the Equity Interest held by the Pledgors. Except the rights and interests agreed in the Equity Option Agreement and Power of Attorney. 5.6 There are is no pending or threatened civil, administrative or criminal proceedingslitigation, administrative punishment penalty or arbitration in connection with respect of the EquityEquity Interest and there is no civil, administrative or criminal litigation, administrative penalty or arbitration in respect of the Equity Interest that is to occur. 5.7 There are is no tax or fee due charge in relation to the Equity Interest which is payable but unpaid, not paid or any legal procedures procedure or formalities that should have been formality in relation to the Equity Interest which shall be completed but have not been completed, in connection with the Equity. 5.8 Any and all provisions hereof The terms hereunder are the expression of the Pledgors’ their true intention intent and are legally binding upon the Pledgorson them.

Representations and Warranties of the Pledgors. Upon the execution of this Agreement, the The Pledgors make represent and warrant to the Pledgee the following representations and warranties and confirm that as follows when executing this Agreement is signed and performed by acknowledge that the Pledgee by them execute this Agreement and perform the obligations hereunder in reliance of on such representations and warranties: 5.1 The Pledgors lawfully hold are legal holders of the Equity Interest contemplated hereunder and have the right to use pledge such Equity to provide pledge security Interest to the PledgeePledgee as security. 5.2 After this At any time between the execution date of Agreement is executed, during and the period when date on which the Pledgee has is entitled to the rights of the Pledge Rights subject to in accordance with Section 2.4 abovehereof, when the Pledgee exercises, at any time, its rights or has the Pledge Rights realized pursuant to this Agreement, there shall be no lawful legal claim or proper intervention from or shall be made by any third partyother party once the Pledgee exercises its rights or forecloses on the Pledge in accordance with this Agreement. 5.3 The Pledgee shall have the right is entitled to exercise its rights under the Pledge Rights as per the method described herein or otherwise permitted by in compliance with the laws and regulationsregulations and this Agreement. 5.4 The Pledgors have obtained all All necessary corporate authorization to sign authorizations have been obtained and no laws and regulations are violated for the execution of this Agreement by the Pledgors and perform its their performance of obligations hereunder, which does not violate any provisions of any applicable laws and regulations. The the authorized representative signatories of this Agreement hereof have obtained legal been legally and effective authorizationduly authorized. 5.5 There The Equity Interest held by the Pledgors, other than the Pledge contemplated hereunder, is no not subject to any other encumbrance or any third party security interest of any nature for any third person (including but not limited to pledge) except for the pledge hereunder in connection with the Equity held by the Pledgors). 5.6 There are is no pending or threatened potential civil, administrative or criminal proceedingslawsuit, administrative punishment penalty or arbitration in connection with respect of the EquityEquity Interest. 5.7 There are is no unpaid tax or fee due but unpaid, fees payable or any uncompleted legal or non-legal procedures or formalities that which should have been completed but have not been completed, in connection with respect of the EquityEquity Interest. 5.8 Any The terms and all provisions hereof conditions hereunder are the expression of the Pledgors’ true intention intent and are legally binding upon on the Pledgors.

Representations and Warranties of the Pledgors. Upon the execution of this Agreement, the The Pledgors make represent and warrant to the Pledgee the following representations and warranties and confirm that when executing this Agreement is signed and performed by acknowledge that the Pledgee by them executes this Agreement and performs the obligations hereunder in reliance of on such representations and warranties: 5.1 The Pledgors lawfully hold are legal holders of the Equity Interest contemplated hereunder and have the right to use pledge such Equity to provide pledge security Interest to the PledgeePledgee as security. 5.2 After this At any time between the execution date of Agreement is executed, during and the period when date on which the Pledgee has is entitled to the rights of the Pledge Rights subject to in accordance with Section 2.4 abovehereof, when the Pledgee exercises, at any time, its rights or has the Pledge Rights realized pursuant to this Agreement, there shall be no lawful legal claim or proper intervention from or shall be made by any third partyother party once the Pledgee exercises its rights or forecloses on the Pledge in accordance with this Agreement. 5.3 The Pledgee shall have the right is entitled to exercise its rights under the Pledge Rights as per the method described herein or otherwise permitted by in compliance with the laws and regulationsregulations and this Agreement. 5.4 The Pledgors have obtained all All necessary corporate authorization to sign authorizations have been obtained and no laws and regulations are violated for the execution of this Agreement by the Pledgors and perform its their performance of obligations hereunder, which does not violate any provisions of any applicable laws and regulations. The the authorized representative signatories of this Agreement hereof have obtained legal been legally and effective authorizationduly authorized. 5.5 There The Equity Interest held by the Pledgors, other than the Pledge contemplated hereunder, is no not subject to any other encumbrance or any third party security interest of any nature for any third person (including but not limited to pledge) except for the pledge hereunder in connection with the Equity held by the Pledgors). 5.6 There are is no pending or threatened potential civil, administrative or criminal proceedingslawsuit, administrative punishment penalty or arbitration in connection with respect of the EquityEquity Interest. 5.7 There are is no unpaid tax or fee due but unpaid, fees payable or any uncompleted legal or non-legal procedures or formalities that which should have been completed but have not been completed, in connection with respect of the EquityEquity Interest. 5.8 Any The terms and all provisions hereof conditions hereunder are the a true expression of the Pledgors’ true intention intent and are legally binding upon the Pledgorson them.

Representations and Warranties of the Pledgors. Upon the execution of this Agreement, the The Pledgors make to the Pledgee the following representations and warranties and confirm that to Party A at the time of the signature of this Agreement is signed and performed by the Pledgee by them acknowledge that Party A enters into and performs this Agreement in reliance of such representations and warranties: 5.1 The Pledgors lawfully legally hold the Equity Interest hereunder and have the right to use pledge such Equity Interest to provide pledge security to the PledgeeParty A as collateral. 5.2 After At any time from the signing date of this Agreement is executed, during to the period when the Pledgee has during which Party A is entitled to the Pledge Rights subject to Section in accordance with the provisions of Article 2.4 abovehereof, when there shall not be any legal claim or due interference from any other party in the Pledgee exercises, at any time, event that Party A exercises its rights or has enforces the Pledge Rights realized pursuant to in accordance with this Pledge Agreement, there shall be no lawful claim or proper intervention from or by any third party. 5.3 The Pledgee shall have the right to Party A may exercise the Pledge Rights as per in the method described herein or otherwise permitted methods provided by the laws laws, regulations and regulationsthis Agreement. 5.4 The Pledgors They have obtained all necessary corporate authorization authorizations to sign enter into this Agreement and to perform its their obligations hereunder, which does hereunder and the signing of this Agreement and performance of their obligations hereunder shall not violate any the provisions of any applicable laws and regulations. The regulations and the authorized representative signatories of this Agreement hereof have obtained legal been legally and effective authorizationvalidly authorized. 5.5 There is no other encumbrance on or any form of third party security interest of any nature for any third person (including but not limited to pledge) except for the pledge hereunder in connection with over the Equity Interest held by the Pledgors. 5.6 There are is no pending or threatened civil, administrative or criminal proceedingslitigation, administrative punishment penalty or arbitration in connection with respect of the EquityEquity Interest and there is no civil, administrative or criminal litigation, administrative penalty or arbitration in respect of the Equity Interest that is to occur. 5.7 There are is no tax or fee due charge in relation to the Equity Interest which is payable but unpaid, not paid or any legal procedures procedure or formalities that should have been formality in relation to the Equity Interest which shall be completed but have not been completed, in connection with the Equity. 5.8 Any and all provisions hereof The terms hereunder are the expression of the Pledgors’ their true intention intent and are legally binding upon the Pledgorson them.

Representations and Warranties of the Pledgors. Upon the execution of this Agreement, the ​ The Pledgors make to the Pledgee the following representations and warranties and confirm that to Party A at the time of the signature of this Agreement is signed and performed by the Pledgee by them acknowledge that Party A enters into and performs this Agreement in reliance of such representations and warranties:: ​ ​ 5.1 The Pledgors lawfully legally hold the Equity Interest hereunder and have the right to use pledge such Equity Interest to provide pledge security Party A as collateral. ​ 5.2 At any time from the signing date of this Agreement to the Pledgee. 5.2 After this Agreement period during which Party A is executed, during the period when the Pledgee has entitled to the Pledge Rights subject to Section in accordance with the provisions of Article 2.4 abovehereof, when there shall not be any legal claim or due interference from any other party in the Pledgee exercises, at any time, event that Party A exercises its rights or has enforces the Pledge Rights realized pursuant to in accordance with this Pledge Agreement, there shall be no lawful claim or proper intervention from or by any third party.. ​ 5.3 The Pledgee shall have the right to Party A may exercise the Pledge Rights as per in the method described herein or otherwise permitted methods provided by the laws laws, regulations and regulations.this Agreement. ​ 5.4 The Pledgors They have obtained all necessary corporate authorization authorizations to sign enter into this Agreement and to perform its their obligations hereunder, which does hereunder and the signing of this Agreement and performance of their obligations hereunder shall not violate any the provisions of any applicable laws and regulationsregulations and the authorized signatories hereof have been legally and validly authorized. The authorized representative signatories of this Agreement have obtained legal and effective authorization.​ 5.5 There is no other encumbrance on or any form of third party security interest of any nature for any third person (including but not limited to pledge) except for the pledge hereunder in connection with over the Equity Interest held by the Pledgors.. ​ 5.6 There are is no pending or threatened civil, administrative or criminal proceedingslitigation, administrative punishment penalty or arbitration in connection with respect of the EquityEquity Interest and there is no civil, administrative or criminal litigation, administrative penalty or arbitration in respect of the Equity Interest that is to occur. 5.7 There are is no tax or fee due charge in relation to the Equity Interest which is payable but unpaid, not paid or any legal procedures procedure or formalities that should have been formality in relation to the Equity Interest which shall be completed but have not been completed, in connection with the Equity. 5.8 Any and all provisions hereof The terms hereunder are the expression of the Pledgors’ their true intention intent and are legally binding upon the Pledgors.on them. ​

Representations and Warranties of the Pledgors. Upon the execution of this Agreement, the ​ The Pledgors separately and non-jointly make to the Pledgee the following representations and warranties and confirm that to Party A at the time of the signature of this Agreement is signed and performed by the Pledgee by them acknowledge that Party A enters into and performs this Agreement in reliance of such representations and warranties:: ​ 5.1 The Pledgors lawfully legally hold the Equity Interest hereunder and have the right to use pledge such Equity Interest to provide pledge security Party A as collateral. ​ 5.2 At any time from the signing date of this Agreement to the Pledgee. 5.2 After this Agreement period during which Party A is executed, during the period when the Pledgee has entitled to the Pledge Rights subject to Section in accordance with the provisions of Article 2.4 abovehereof, when there shall not be any legal claim or due interference from any other party in the Pledgee exercises, at any time, event that Party A exercises its rights or has enforces the Pledge Rights realized pursuant to in accordance with this Pledge Agreement, there shall be no lawful claim or proper intervention from or by any third party.. ​ 5.3 The Pledgee shall have the right to Party A may exercise the Pledge Rights as per in the method described herein or otherwise permitted methods provided by the laws laws, regulations and regulations.this Agreement. ​ ​ ​ 5.4 The Pledgors They have obtained all necessary corporate authorization authorizations to sign enter into this Agreement and to perform its their obligations hereunder, which does hereunder and the signing of this Agreement and performance of their obligations hereunder shall not violate any the provisions of any applicable laws and regulationsregulations and the authorized signatories hereof have been legally and validly authorized. The authorized representative signatories of this Agreement have obtained legal and effective authorization.​ 5.5 There is no other encumbrance on or any form of third party security interest of any nature for any third person (including but not limited to pledge) except for the pledge hereunder in connection with o­ver the Equity Interest held by the Pledgors.. Except the rights and interests agreed in the Equity Option Agreement and Power of Attorney. ​ 5.6 There are is no pending or threatened civil, administrative or criminal proceedingslitigation, administrative punishment penalty or arbitration in connection with respect of the EquityEquity Interest and there is no civil, administrative or criminal litigation, administrative penalty or arbitration in respect of the Equity Interest that is to occur. 5.7 There are is no tax or fee due charge in relation to the Equity Interest which is payable but unpaid, not paid or any legal procedures procedure or formalities that should have been formality in relation to the Equity Interest which shall be completed but have not been completed, in connection with the Equity. 5.8 Any and all provisions hereof The terms hereunder are the expression of the Pledgors’ their true intention intent and are legally binding upon the Pledgors.on them. ​

Representations and Warranties of the Pledgors. Upon The Pledgor represents and warrants jointly and severally to the execution Secured Parties that: (a) The Pledgor is the record and beneficial owner of, and has good and marketable title to, the Pledged Shares and such interests are and will remain free and clear of all pledges, liens, security interests and other encumbrances and restrictions whatsoever, except Liens created by this Agreement, . (b) The Pledgor (i) has all requisite power and authority (A) to own her property and assets unless the Pledgors make to the Pledgee the following representations and warranties and confirm that this Agreement is signed and performed by the Pledgee by them in reliance absence of such representations would not result in a Material Adverse Effect and warranties: 5.1 The Pledgors lawfully hold the Equity hereunder and have the right (B) to use such Equity to provide pledge security to the Pledgee. 5.2 After this Agreement is executed, during the period when the Pledgee has the Pledge Rights subject to Section 2.4 above, when the Pledgee exercises, at any time, its rights or has the Pledge Rights realized pursuant to this Agreement, there shall be no lawful claim or proper intervention from or by any third party. 5.3 The Pledgee shall have the right to exercise the Pledge Rights as per the method described herein or otherwise permitted by the laws and regulations. 5.4 The Pledgors have obtained all necessary corporate authorization to sign execute this Agreement and perform to pledge the Collateral to the Secured Parties; and (ii) has duly executed and delivered this Agreement. (c) This Agreement is a legal, valid and binding obligation of the Pledgor enforceable against the Pledgor in accordance with its obligations terms, except as limited by applicable bankruptcy, insolvency, moratorium, reorganization and other similar laws affecting the enforcement of creditors’ rights generally and by general equitable principles (whether enforcement is sought by proceedings at law or in equity). (d) The Pledgor is the legal and beneficial owner of the Collateral pledged by it hereunder, which does not violate any provisions free of any applicable laws and regulations. The authorized representative signatories all Liens in favor of any other Person, except the Liens created by this Agreement have obtained legal and effective authorizationAgreement. 5.5 There (e) The Pledgor holds no options, warrants or other agreements with respect to the Pledged Shares and there are no outstanding options, warrants or other agreements with respect to the Pledged Shares other than as provided in the Transaction Documents. (f) No consent, approval or authorization of or designation or filing with any federal, state or other governmental authority or regulatory body on the part of the Pledgor is no encumbrance or security interest of any nature for any third person (including but not limited to pledge) except for the pledge hereunder required in connection with the Equity held execution, delivery and performance of this Agreement or the granting of Liens in the Collateral by the PledgorsPledgor, for the benefit of the Secured Parties, or for the exercise by the Secured Parties of the rights provided for in this Agreement. 5.6 There are no pending (g) The execution, delivery and performance of this Agreement by the Pledgor will not violate any material provision of (i) any applicable law or threatened civilregulation binding on the Pledgor, administrative (ii) any order, judgment, writ, award or criminal proceedingsdecree of any court, administrative punishment arbitrator or arbitration in connection with governmental authority, domestic or foreign binding on the Equity. 5.7 There are no tax or fee due but unpaidPledgor, (iii) the organizational documents of the Company, (iv) any securities issued by the Company, or legal procedures (v) any mortgage, indenture, lease, contract, or formalities other agreement, instrument or undertaking to which the Pledgor is a party or that should have been completed but have not been completed, in connection with the Equity. 5.8 Any and all provisions hereof are the expression of the Pledgors’ true intention and are purports to be binding upon the PledgorsPledgor or upon any of her assets, and will not result in the creation or imposition of any material Lien on any of the assets of the Pledgor except as contemplated by this Agreement. (h) The pledge, assignment and delivery of the Collateral pursuant to this Agreement creates a valid Lien on the Collateral in favor of the Secured Parties, subject to no other Liens nor to any agreement purporting to grant to any third party any Liens in the property or assets of the Pledgor that would include the Collateral. The Pledgor covenants and agrees that she will defend all of the right, title and interest of the Secured Parties in and to the Collateral, for the benefit of the Secured Parties, against the claims and demands of all Persons whomsoever.

Representations and Warranties of the Pledgors. Upon the execution of this Agreement, the The Pledgors make to the Pledgee the following representations and warranties to Party A during the signing of this Agreement and confirm that this Agreement is signed and performed by the Pledgee by them in reliance of Party A relies on such representations and warrantieswarranties to sign and perform this Agreement: 5.1 The Pledgors lawfully hold legally the Equity equity hereunder and have the right to use such Equity are entitled to provide Party A with the pledge security to the Pledgeeguarantee with such equity. 5.2 After this Agreement is executed, during At any time within the period starting from the signing date hereof to the time when Party A enjoys the Pledgee has pledge right according the Pledge Rights subject to Section provision of Article 2.4 abovehereof, when the Pledgee exercises, at any time, once Party A exercises its rights or has realizes the Pledge Rights realized pursuant pledge right according to this Agreement, there shall be no lawful claim not have legal claims or proper intervention from or by any third partyother parties. 5.3 The Pledgee shall have the right Party A is entitled to exercise the Pledge Rights as per the method described herein or otherwise permitted pledge right by the ways specified by laws & regulations and regulationsthis Agreement. 5.4 The Pledgors have obtained all necessary corporate authorization to sign For their signing of this Agreement and perform its performance of their obligations hereunder, which does not violate any all necessary company authorizations have been obtained and the provisions of any no applicable laws and regulations. The regulations are violated; in addition, authorized representative signatories of this Agreement hereof have obtained legal been authorized legally and effective authorizationvalidly. 5.5 There is no encumbrance The equity held by the Pledgors does not have any other encumbrances or third-party security interest interests of any nature for any third person form (including but not limited to the pledge) except for the pledge hereunder in connection with the Equity held by the Pledgors). 5.6 There are no pending or threatened not any ongoing equity-related civil, administrative or criminal proceedings, administrative punishment penalties or arbitration; in addition, there are not civil, administrative or criminal proceedings, administrative penalties or arbitration in connection with the Equitywhich will occur. 5.7 There are no tax not any equity-related unpaid due taxes and fees or fee due but unpaid, or uncompleted legal procedures or and formalities that should have been completed but have not been which shall be completed, in connection with the Equity. 5.8 Any and all provisions All the terms hereof are the expression expressions of the Pledgors’ their true intention intentions and are legally binding upon the Pledgorsthem.

Representations and Warranties of the Pledgors. Upon the execution of this Agreement, the ​ The Pledgors separately and non-jointly make to the Pledgee the following representations and warranties and confirm that to Party A at the time of the signature of this Agreement is signed and performed by the Pledgee by them acknowledge that Party A enters into and performs this Agreement in reliance of such representations and warranties:: ​ 5.1 The Pledgors lawfully legally hold the Equity Interest hereunder and have the right to use pledge such Equity Interest to provide pledge security Party A as collateral. ​ 5.2 At any time from the signing date of this Agreement to the Pledgee. 5.2 After this Agreement period during which Party A is executed, during the period when the Pledgee has entitled to the Pledge Rights subject to Section in accordance with the provisions of Article 2.4 abovehereof, when there shall not be any legal claim or due interference from any other party in the Pledgee exercises, at any time, event that Party A exercises its rights or has enforces the Pledge Rights realized pursuant to in accordance with this Pledge Agreement, there shall be no lawful claim or proper intervention from or by any third party.. ​ 5.3 The Pledgee shall have the right to Party A may exercise the Pledge Rights as per in the method described herein or otherwise permitted methods provided by the laws laws, regulations and regulations.this Agreement. ​ 5.4 The Pledgors They have obtained all necessary corporate authorization authorizations to sign enter into this Agreement and to perform its their obligations hereunder, which does hereunder and the signing of this Agreement and performance of their obligations hereunder shall not violate any the provisions of any applicable laws and regulationsregulations and the authorized signatories hereof have been legally and validly authorized. The authorized representative signatories of this Agreement have obtained legal and effective authorization.​ ​ 5.5 There is no other encumbrance on or any form of third party security interest of any nature for any third person (including but not limited to pledge) except for the pledge hereunder in connection with o­ver the Equity Interest held by the Pledgors.. Except the rights and interests agreed in the Equity Option Agreement and Power of Attorney. ​ 5.6 There are is no pending or threatened civil, administrative or criminal proceedingslitigation, administrative punishment penalty or arbitration in connection with respect of the EquityEquity Interest and there is no civil, administrative or criminal litigation, administrative penalty or arbitration in respect of the Equity Interest that is to occur. 5.7 There are is no tax or fee due charge in relation to the Equity Interest which is payable but unpaid, not paid or any legal procedures procedure or formalities that should have been formality in relation to the Equity Interest which shall be completed but have not been completed, in connection with the Equity. 5.8 Any and all provisions hereof The terms hereunder are the expression of the Pledgors’ their true intention intent and are legally binding upon the Pledgors.on them. ​

Representations and Warranties of the Pledgors. Upon the execution of this Agreement, the ​ The Pledgors separately and non-jointly make to the Pledgee the following representations and warranties and confirm that to Party A at the time of the signature of this Agreement is signed and performed by the Pledgee by them acknowledge that Party A enters into and performs this Agreement in reliance of such representations and warranties:: ​ 5.1 The Pledgors lawfully legally hold the Equity Interest hereunder and have the right to use pledge such Equity Interest to provide pledge security Party A as collateral. ​ 5.2 At any time from the signing date of this Agreement to the Pledgee. 5.2 After this Agreement period during which Party A is executed, during the period when the Pledgee has entitled to the Pledge Rights subject to Section in accordance with the provisions of Article 2.4 abovehereof, when there shall not be any legal claim or due interference from any other party in the Pledgee exercises, at any time, event that Party A exercises its rights or has enforces the Pledge Rights realized pursuant to in accordance with this Pledge Agreement, there shall be no lawful claim or proper intervention from or by any third party. 5.3 The Pledgee shall have the right to Party A may exercise the Pledge Rights as per in the method described herein or otherwise permitted methods provided by the laws laws, regulations and regulations.this Agreement. ​ 5.4 The Pledgors They have obtained all necessary corporate authorization authorizations to sign enter into this Agreement and to perform its their obligations hereunder, which does hereunder and the signing of this Agreement and performance of their obligations hereunder shall not violate any the provisions of any applicable laws and regulationsregulations and the authorized signatories hereof have been legally and validly authorized. The authorized representative signatories of this Agreement have obtained legal and effective authorization.​ 5.5 There is no other encumbrance on or any form of third party security interest of any nature for any third person (including but not limited to pledge) except for the pledge hereunder in connection with o­ver the Equity Interest held by the Pledgors.. Except the rights and interests agreed in the Equity Option Agreement and Power of Attorney. ​ 5.6 There are is no pending or threatened civil, administrative or criminal proceedingslitigation, administrative punishment penalty or arbitration in connection with respect of the EquityEquity Interest and there is no civil, administrative or criminal litigation, administrative penalty or arbitration in respect of the Equity Interest that is to occur. 5.7 There are is no tax or fee due charge in relation to the Equity Interest which is payable but unpaid, not paid or any legal procedures procedure or formalities that should have been formality in relation to the Equity Interest which shall be completed but have not been completed, in connection with the Equity. 5.8 Any and all provisions hereof The terms hereunder are the expression of the Pledgors’ their true intention intent and are legally binding upon the Pledgors.on them. ​

Representations and Warranties of the Pledgors. Upon Each Pledgor hereby represents and warrants to the Pledgee, for the benefit of the Pledgee, and to confirm that the Pledgor’s reliance on such representations and warranties to enter into and perform its obligations under this Agreement, as follows: 5.1 Each Pledgor has legal title to the Pledged Collateral of such Pledgor. Each Pledgor has all power, statutory and otherwise, to execute and deliver this Agreement, to perform their obligations hereunder and to subject the Collateral Shares to the security interest created hereby. 5.2 At any time during the period from the execution of this Agreement, the Pledgors make Agreement to the Pledgee exercises the following representations and warranties and confirm that this Agreement is signed and performed by the Pledgee by them in reliance of such representations and warranties: 5.1 The Pledgors lawfully hold the Equity rights hereunder and have the right to use such Equity to provide pledge security to the Pledgee. 5.2 After this Agreement is executed, during the period when the Pledgee has the Pledge Rights subject to Section 2.4 above, when the Pledgee exercises, at any time, its rights or has the Pledge Rights realized pursuant to Article 2.4 of this Agreement, there shall will be no lawful claim legal and valid intervene or proper intervention from or by any other third party’s claim when the Pledges exercises or causes it exercised the same, Pledge granted by this Agreement. 5.3 The Pledgee shall have has the right to exercise the Pledge Rights in compliance with the relevant China law and regulation and as per the method described herein or otherwise permitted by the laws and regulationsset forth in this Agreement. 5.4 The Pledgors have obtained Pledgor has all necessary corporate authorization appropriate civil rights, powers and capabilities, to sign execute and deliver this Agreement and Agreement, to perform its their obligations hereunder, which does not violate any provisions of any applicable laws and regulations. The authorized representative signatories of this Agreement have obtained legal and effective authorization. 5.5 There is no encumbrance The pledged shares are not subject to any right entitlement, obligations, securities interest, or security interest of any nature for otherwise granted to any third person party (including but not limited to pledge) except for the pledge hereunder in connection with the Equity held by the Pledgors). 5.6 There are no No Pledge pledged by each Pledgor is subject to any pending or threatened civil, administrative regulatory or criminal proceedingslitigation or regulatory proceedings or arbitration, administrative punishment and will not be subject to any foregoing civil, regulatory or arbitration in connection with the Equitycriminal litigation or regulatory proceedings or arbitration. 5.7 There are no No Pledge pledged by each Pledgor is subject to any unpaid tax payable, expense payable or fee due but unpaid, or any pending legal procedures or formalities that should have been completed but have not been completed, in connection with the Equityproceedings. 5.8 Any and all provisions hereof are Each Pledgor confirms the expression terms of the Pledgors’ this Agreement accurately reflects its true intention and are agrees to the legal binding upon the Pledgorseffect of this Agreement.