Representations and Warrants of the Pledgors. The Pledgors severally and not jointly represent and warrant the following to Pledgee: 1. The Pledgor have full legal capacity to act, and can enter into this Agreement and assume legal obligations under this Agreement. 2. Likeshuo Education is a limited liability company formally established and validly existing under the laws of PRC, and is officially registered with the competent administrative department for industry and commerce. The registered capital of Likeshuo Education is RMB 5 million, and the Pledgors have paid the registered capital. 3. All reports, documents and information provided by the Pledgors to the Pledgee prior to the entry into force of this Agreement, relating to the Pledgors and all matters required by this Agreement, are true, accurate and complete in all material aspects matters at the time of the entry into force of this Agreement. 4. All reports, documents and information provided by the Pledgors to the Pledgee after the entry into force of this Agreement, relating to the Pledgors and all matters required by this Agreement, are true, accurate and complete in all material aspects matters at the time of the entry into force of this Agreement. 5. At the time of the entry into force of this Agreement, the Pledgors are the sole legal owner of the Pledged Equity and have the right to dispose of the Pledged Equity. The ownership of the Pledged Equity is not subject to any dispute. 6. Except for the rights restrictions set under the Cooperation Agreements, there is no other security interest or encumbrances on the Pledged Equity. 7. The execution and fulfillment of this Agreement by the Pledgors and the holding of the equities of Likeshuo Education by the Pledgors will not violate (i) any applicable laws, rules or judicial orders; (ii) any court judgment or arbitral award, any administrative decision, approval, permission; (iii) any other agreement under which each of the Pledgors is a party or that is binding on or establish mortgage on its assets, and will not result in the suspension, revocation, confiscation or expiration (with failure to renew) of any approval, license or qualification of the government department applicable to it. 8. The Pledged Equity may be legally pledged and transferred, and the Pledgors have sufficient rights and powers to pledge the Pledged Equity to the Pledgee in accordance with the provisions of this Agreement. 9. This Agreement shall be duly signed by the Pledgors and constitute legal, valid and binding obligations to the Pledgors. 10. All consent, permission, waiver, authorization of any third party required to sign this Agreement and perform the Equity Pledge under this Agreement have been obtained or processed, and will remain fully effective during the term of this Agreement. 11. The pledge under this Agreement constitutes a security interest with the priority for compensation with respect to the Pledged Equity. 12. There is no litigation, legal process or request in any court or arbitral tribunal to the Pledgors or its assets, or the Pledged Equity that are pending or may constitute threats as far as known to the Pledgors, and there is no litigation, legal process or request in any governmental institution or administrative agency to the Pledgors or its assets, or the Pledged Equity that are pending or may constitute threats known to the Pledgors, which may have an adverse effect on the economic status of the Pledgors or their abilities to perform their obligations under this Agreement. 13. The Pledgors warrant to the Pledgee that the foregoing representations and warranties will be true, accurate and complete and will be completely complied with at any time and in any case before the Contractual Obligations are fully performed or the Secured Debts are fully settled.
Appears in 3 contracts
Samples: Equity Pledge Agreement (Meten EdtechX Education Group Ltd.), Equity Pledge Agreement (Meten International Education Group), Equity Pledge Agreement (Meten International Education Group)
Representations and Warrants of the Pledgors. The Pledgors severally and not jointly represent and warrant the following to Pledgee:
1. The Pledgor have full legal capacity to act, and can enter into this Agreement and assume legal obligations under this Agreement.
2. Likeshuo Meten Education is a limited liability company formally established and validly existing under the laws of PRC, and is officially registered with the competent administrative department for industry and commerce. The registered capital of Likeshuo Meten Education is RMB 5 24 million, and the Pledgors have paid the registered capital.
3. All reports, documents and information provided by the Pledgors to the Pledgee prior to the entry into force of this Agreement, relating to the Pledgors and all matters required by this Agreement, are true, accurate and complete in all material aspects matters at the time of the entry into force of this Agreement.
4. All reports, documents and information provided by the Pledgors to the Pledgee after the entry into force of this Agreement, relating to the Pledgors and all matters required by this Agreement, are true, accurate and complete in all material aspects matters at the time of the entry into force of this Agreement.
5. At the time of the entry into force of this Agreement, the Pledgors are the sole legal owner of the Pledged Equity and have the right to dispose of the Pledged Equity. The ownership of the Pledged Equity is not subject to any dispute.
6. Except for the rights restrictions set under the Cooperation Agreements, there is no other security interest or encumbrances on the Pledged Equity.
7. The execution and fulfillment of this Agreement by the Pledgors and the holding of the equities of Likeshuo Meten Education by the Pledgors will not violate (i) any applicable laws, rules or judicial orders; (ii) any court judgment or arbitral award, any administrative decision, approval, permission; (iii) any other agreement under which each of the Pledgors is a party or that is binding on or establish mortgage on its assets, and will not result in the suspension, revocation, confiscation or expiration (with failure to renew) of any approval, license or qualification of the government department applicable to it.
8. The Pledged Equity may be legally pledged and transferred, and the Pledgors have sufficient rights and powers to pledge the Pledged Equity to the Pledgee in accordance with the provisions of this Agreement.
9. This Agreement shall be duly signed by the Pledgors and constitute legal, valid and binding obligations to the Pledgors.
10. All consent, permission, waiver, authorization of any third party required to sign this Agreement and perform the Equity Pledge under this Agreement have been obtained or processed, and will remain fully effective during the term of this Agreement.
11. The pledge under this Agreement constitutes a security interest with the priority for compensation with respect to the Pledged Equity.
12. There is no litigation, legal process or request in any court or arbitral tribunal to the Pledgors or its assets, or the Pledged Equity that are pending or may constitute threats as far as known to the Pledgors, and there is no litigation, legal process or request in any governmental institution or administrative agency to the Pledgors or its assets, or the Pledged Equity that are pending or may constitute threats known to the Pledgors, which may have an adverse effect on the economic status of the Pledgors or their abilities to perform their obligations under this Agreement.
13. The Pledgors warrant to the Pledgee that the foregoing representations and warranties will be true, accurate and complete and will be completely complied with at any time and in any case before the Contractual Obligations are fully performed or the Secured Debts are fully settled.
Appears in 3 contracts
Samples: Equity Pledge Agreement (Meten EdtechX Education Group Ltd.), Equity Pledge Agreement (Meten International Education Group), Equity Pledge Agreement (Meten International Education Group)
Representations and Warrants of the Pledgors. The Pledgors severally and not jointly represent and warrant the following to Pledgee:
1. The Pledgor have full legal capacity to act, and can enter into this Agreement and assume legal obligations under this Agreement.
2. Likeshuo Education Lishui Mengxiang is a limited liability company formally established and validly existing under the laws of PRC, and is officially registered with the competent administrative department for industry and commerce. The registered capital of Likeshuo Education Lishui Mengxiang is RMB 5 million11,200,000, and which has been paid by the Pledgors have paid the registered capitalPledgors.
3. All reports, documents and information provided by the Pledgors to the Pledgee prior to the entry into force of this Agreement, relating to the Pledgors and all matters required by this Agreement, are true, accurate and complete in all material aspects matters at the time of the entry into force of this Agreement.
4. All reports, documents and information provided by the Pledgors to the Pledgee after the entry into force of this Agreement, relating to the Pledgors and all matters required by this Agreement, are true, accurate and complete in all material aspects matters at the time of the entry into force of this Agreementthey are provided.
5. At the time of the entry into force of this Agreement, the Pledgors are the sole legal owner of the Pledged Equity and have the right to dispose of the Pledged Equity. The ownership of the Pledged Equity is not subject to any dispute.
6. Except for as disclosed to WFOE and or the encumbrances and the rights restrictions set under on the Cooperation equity as a result of the Contractual Agreements, there is no other security interest or encumbrances on the Pledged EquityEquity does not have any other encumbrances or rights restrictions.
7. The execution and fulfillment of this Agreement by the Pledgors and the holding of the equities of Likeshuo Education Lishui Mengxiang by the Pledgors will not violate (i) any applicable laws, rules or judicial orders; (ii) any court judgment or arbitral award, any administrative decision, approval, permission; (iii) any other agreement under which each of or document binding upon the Pledgors is a party or that is binding on its assets or establish establishing mortgage on its assets, and will not result in the suspension, revocation, confiscation or expiration (with failure to renew) of any approval, license or qualification of the government department applicable to it.
8. The Pledged Equity may be legally pledged and transferred, and the Pledgors have sufficient rights and powers to pledge the Pledged Equity to the Pledgee in accordance with the provisions of this Agreement.
9. This Agreement shall be duly signed by the Pledgors and constitute legal, valid and binding obligations to the PledgorsPledgors from Effective Date of this Agreement.
10. All consent, permission, waiver, authorization of any third party required to sign this Agreement and perform the Equity Pledge under this Agreement have been obtained or processed, and will remain fully effective during the term of this Agreement.
11. The pledge under this Agreement constitutes a the first ranking security interest with the priority for compensation with respect to the Pledged Equity.
12. There is no litigation, legal process or request in any court or arbitral tribunal to the Pledgors or its assets, or the Pledged Equity that are pending or may constitute threats as far as known to the Pledgors, and there is no litigation, legal process or request in any governmental institution or administrative agency to the Pledgors or its assets, or the Pledged Equity that are pending or may constitute threats known to the Pledgors, which may have an adverse effect on the economic status of the Pledgors or their abilities to perform their obligations under this Agreement.
13. The Pledgors warrant to the Pledgee that the foregoing representations and warranties will be true, accurate and complete and will be completely complied with at any time and in any case before the Contractual Obligations are fully performed or the Secured Debts are fully settled.
Appears in 2 contracts
Samples: Equity Pledge Agreement (Lixiang Education Holding Co. Ltd.), Equity Pledge Agreement (Lixiang Education Holding Co. Ltd.)
Representations and Warrants of the Pledgors. The Pledgors severally and not jointly represent and warrant the following to Pledgee:
1. The Pledgor have full legal capacity to act, and can enter into this Agreement and assume legal obligations under this Agreement.
2. Likeshuo Education Lishui Mengxiang is a limited liability company formally established and validly existing under the laws of PRC, and is officially registered with the competent administrative department for industry and commerce. The registered capital of Likeshuo Education Lishui Mengxiang is RMB 5 million11,200,000, and which has been paid by the Pledgors have paid the registered capitalPledgors.
3. All reports, documents and information provided by the Pledgors to the Pledgee prior to the entry into force of this Agreement, relating to the Pledgors and all matters required by this Agreement, are true, accurate and complete in all material aspects matters at the time of the entry into force of this Agreement.
4. All reports, documents and information provided by the Pledgors to the Pledgee after the entry into force of this Agreement, relating to the Pledgors and all matters required by this Agreement, are true, accurate and complete in all material aspects matters at the time of the entry into force of this Agreementthey are provided.
5. At the time of the entry into force of this Agreement, the Pledgors are the sole legal owner of the Pledged Equity and have the right to dispose of the Pledged Equity. The ownership of the Pledged Equity is not subject to any dispute.
6. Except for as disclosed to WFOE and or the encumbrances and the rights restrictions set under on the Cooperation equity as a result of the Contractual Agreements, there is no other security interest or encumbrances on the Pledged EquityEquity does not have any other encumbrances or rights restrictions.
7. The execution and fulfillment of this Agreement by the Pledgors and the holding of the equities of Likeshuo Education Lishui Mengxiang by the Pledgors will not violate (i) any applicable laws, rules or judicial orders; (ii) any court judgment or arbitral award, any administrative decision, approval, permission; (iii) any other agreement under which each of or document binding upon the Pledgors is a party or that is binding on its assets or establish establishing mortgage on its assets, and will not result in the suspension, revocation, confiscation or expiration (with failure to renew) of any approval, license or qualification of the government department applicable to it.
8. The Pledged Equity may be legally pledged and transferred, and the Pledgors have sufficient rights and powers to pledge the Pledged Equity to the Pledgee in accordance with the provisions of this Agreement.
9. This Agreement shall be duly signed by the Pledgors and constitute legal, valid and binding obligations to the Pledgors.
10. All consent, permission, waiver, authorization of any third party required to sign this Agreement and perform the Equity Pledge under this Agreement have been obtained or processed, and will remain fully effective during the term of this Agreement.
11. The pledge under this Agreement constitutes a the first ranking security interest with the priority for compensation with respect to the Pledged Equity.
12. There is no litigation, legal process or request in any court or arbitral tribunal to the Pledgors or its assets, or the Pledged Equity that are pending or may constitute threats as far as known to the Pledgors, and there is no litigation, legal process or request in any governmental institution or administrative agency to the Pledgors or its assets, or the Pledged Equity that are pending or may constitute threats known to the Pledgors, which may have an adverse effect on the economic status of the Pledgors or their abilities to perform their obligations under this Agreement.
13. The Pledgors warrant to the Pledgee that the foregoing representations and warranties will be true, accurate and complete and will be completely complied with at any time and in any case before the Contractual Obligations are fully performed or the Secured Debts are fully settled.
Appears in 2 contracts
Samples: Equity Pledge Agreement (Lixiang Education Holding Co . LTD), Equity Pledge Agreement (Lixiang Education Holding Co . LTD)