Common use of Statements and Warranties Clause in Contracts

Statements and Warranties. 6.1 For the purpose of this Agreement and for the benefit of Party B, Party A makes the following statements and warranties: 6.2.1 Party A is a validly existing and independent legal person established in accordance with the laws of the PRC and has the ability to bear civil liabilities. 6.2.2 The person who signs this Agreement on behalf of Party A has irrevocable legal and complete authorization from Party A. Party A must not hold against Party A in terms of this Agreement in the excuse of unauthorized agency, agency in excess of authority or any other defects in authorization. The signing of this Agreement is not against any governing laws and binding contracts, and all consents and approvals have or shall be obtained from the third party or governmental authorities for the signing of this Agreement. 6.2 For the purpose of this Agreement and for the benefit of Party A, Party B makes the following statements and warranties: 6.2.1 Party B is a validly existing and independent legal person established in accordance with the laws of the P.R.C and has the ability to bear civil liabilities. 6.2.2 Party B warrants that within the validity period of this Agreement, it will not sign identical or similar agreements with any third party beside Party A or accept partially or wholly the services listed in Article 1 of this Agreement from any third party beside Party A. 6.2.3 The person who signs this Agreement on behalf of Party B has irrevocable legal and complete authorization from Party B. Party B must not deny this Agreement in the excuse of unauthorized agency, agency in excess of authority or any other defects in authorization. 6.3 If Either Party breaches the statements and warrants set forth above and the breach leads to invalidity or weakening of the validity of this Agreement or incurs other damage to the other Party, it shall pay compensation with full coverage of the loss to the damage-suffering Party.

Statements and Warranties. 6.1 For the purpose of this Agreement and for the benefit of Party BB and Party C, Party A makes the following statements and warranties: 6.2.1 6.1.1 Party A is a validly existing and independent legal person established in accordance with the laws of the PRC and has the ability to bear civil liabilities. 6.2.2 6.1.2 The person who signs this Agreement on behalf of Party A has irrevocable legal and complete authorization from Party A. Party A must not hold against Party A in terms of this Agreement in the excuse of unauthorized agency, agency in excess of authority or any other defects in authorization. The signing of this Agreement is not against any governing laws and binding contracts, and all consents and approvals have or shall be obtained from the third party or governmental authorities for the signing of this Agreement. 6.2 For the purpose of this Agreement and for the benefit of Party AA and Party C, Party B makes make the following statements and warranties: 6.2.1 Party B are citizens of the PRC and have the ability to bear civil liabilities. 6.2.2 Party B jointly and severally warrant that within the validity period of this Agreement, it will not sign identical or similar agreements with any third party. 6.2.3 The persons who sign this Agreement on behalf of Party B have irrevocable legal and complete authorization from Party B. Party B must not hold against Party A in terms of this Agreement in the excuse of unauthorized agency, agency in excess of authority or any other defects in authorization. 6.2.4 Party B shall not transfer, sell or pledge its shares of Party C without to prior written consent of Party A. 6.3 For the purpose of this Agreement and for the benefit of Party A and Party B, Party C makes the following statements and warranties: 6.3.1 Party C is a validly existing and independent legal person established in accordance with the laws of the P.R.C and has the ability to bear civil liabilities. 6.2.2 6.3.2 Party B C warrants that within the validity period of this Agreement, it will not sign identical or similar agreements with any third party beside Party A or accept partially or wholly the services listed in Article 1 of this Agreement from any third party beside Party A.party. 6.2.3 6.3.3 The person who signs this Agreement on behalf of Party B C has irrevocable legal and complete authorization from Party B. C. Party B C must not deny hold against Party A in terms of this Agreement in the excuse of unauthorized agency, agency in excess of authority or any other defects in authorization. 6.3 . If Either Any Party breaches the statements and warrants warranties set forth above and the breach leads to invalidity or weakening of the validity of this Agreement or incurs other damage to the other Party, it shall pay compensation with full coverage of the loss to the damage-suffering Party.

Statements and Warranties. 6.1 For the purpose of this Agreement and for the benefit of Party BB and Party C, Party A makes the following statements and warranties: 6.2.1 6.3.1 Party A is a validly existing and independent legal person established in accordance with the laws of the PRC and has the ability to bear civil liabilities. 6.2.2 6.3.2 The person who signs this Agreement on behalf of Party A has irrevocable legal and complete authorization from Party A. Party A must not hold against Party A in terms of this Agreement in the excuse of unauthorized agency, agency in excess of authority or any other defects in authorization. The signing of this Agreement is not against any governing laws and binding contracts, and all consents and approvals have or shall be obtained from the third party or governmental authorities for the signing of this Agreement. 6.2 For the purpose of this Agreement and for the benefit of Party AA and Party C, Party B makes make the following statements and warranties: 6.2.1 Party B are citizens of the PRC and have the ability to bear civil liabilities. 6.2.2 Party B jointly and severally warrant that within the validity period of this Agreement, it will not sign identical or similar agreements with any third party. 6.2.3 The persons who sign this Agreement on behalf of Party B have irrevocable legal and complete authorization from Party B. Party B must not hold against Party A in terms of this Agreement in the excuse of unauthorized agency, agency in excess of authority or any other defects in authorization. 6.2.4 Party B shall not transfer, sell or pledge its shares of Party C without to prior written consent of Party A. No encumbrance may be placed on Party C’s equity interests. 6.3 For the purpose of this Agreement and for the benefit of Party A and Party B, Party C makes the following statements and warranties: 6.3.1 Party C is a validly existing and independent legal person established in accordance with the laws of the P.R.C and has the ability to bear civil liabilities. 6.2.2 6.3.2 Party B C warrants that within the validity period of this Agreement, it will not sign identical or similar agreements with any third party beside Party A or accept partially or wholly the services listed in Article 1 of this Agreement from any third party beside Party A.party. 6.2.3 6.3.3 The person who signs this Agreement on behalf of Party B C has irrevocable legal and complete authorization from Party B. C. Party B C must not deny hold against Party A in terms of this Agreement in the excuse of unauthorized agency, agency in excess of authority or any other defects in authorization. 6.3 If Either 6.3.4 Without the prior written consent of Party breaches A, they shall not in any manner supplement, change or amend the statements articles of association of Party C, increase or decrease its registered capital, or change its structure of registered capital in other manners; Without the prior written consent of Party A, they shall not at any time following the date hereof, sell any material assets or beneficial interest of Party C. 6.3.5 They shall maintain Party C’s corporate existence in accordance with good financial and warrants set forth above business standards and practices, obtain and maintain all necessary government licenses and permits by prudently and effectively operating its business and handling its affairs; 6.3.6 Without the breach leads prior written consent of Party A, Party C shall not perform the following matters: sign a major contract (total amount exceeding RMB 100,000), except for contracts in the normal course of business; provide loans or credits to invalidity anyone; distribute dividends, but, if Party A requires,Party C shall immediately distribute all of its distributable profits to shareholders; replace the directors required or weakening of the validity of this Agreement or incurs other damage to the other Party, it shall pay compensation with full coverage of the loss to the damage-suffering Party.appointed by Party C;

Statements and Warranties. 6.1 For the purpose of this Agreement and for the benefit of Party BB and Party C, Party A makes the following statements and warranties: 6.2.1 6.3.1 Party A is a validly existing and independent legal person established in accordance with the laws of the PRC and has the ability to bear civil liabilities. 6.2.2 6.3.2 The person who signs this Agreement on behalf of Party A has irrevocable legal and complete authorization from Party A. Party A must not hold against Party A in terms of this Agreement in the excuse of unauthorized agency, agency in excess of authority or any other defects in authorization. The signing of this Agreement is not against any governing laws and binding contracts, and all consents and approvals have or shall be obtained from the third party or governmental authorities for the signing of this Agreement. 6.2 For the purpose of this Agreement and for the benefit of Party AA and Party C, Party B makes make the following statements and warranties: 6.2.1 Party B are citizens of the PRC and have the ability to bear civil liabilities. 6.2.2 Party B jointly and severally warrant that within the validity period of this Agreement, it will not sign identical or similar agreements with any third party. 6.2.3 The persons who sign this Agreement on behalf of Party B have irrevocable legal and complete authorization from Party B. Party B must not hold against Party A in terms of this Agreement in the excuse of unauthorized agency, agency in excess of authority or any other defects in authorization. 6.2.4 Party B shall not transfer, sell or pledge its shares of Party C without to prior written consent of Party A. No encumbrance may be placed on Party C's equity interests. 6.3 For the purpose of this Agreement and for the benefit of Party A and Party B, Party C makes the following statements and warranties: 6.3.1 Party C is a validly existing and independent legal person established in accordance with the laws of the P.R.C and has the ability to bear civil liabilities. 6.2.2 6.3.2 Party B C warrants that within the validity period of this Agreement, it will not sign identical or similar agreements with any third party beside Party A or accept partially or wholly the services listed in Article 1 of this Agreement from any third party beside Party A.party. 6.2.3 6.3.3 The person who signs this Agreement on behalf of Party B C has irrevocable legal and complete authorization from Party B. C. Party B C must not deny hold against Party A in terms of this Agreement in the excuse of unauthorized agency, agency in excess of authority or any other defects in authorization. 6.3 If Either 6.3.4 Without the prior written consent of Party breaches A, they shall not in any manner supplement, change or amend the statements articles of association of Party C, increase or decrease its registered capital, or change its structure of registered capital in other manners; Without the prior written consent of Party A, they shall not at any time following the date hereof, sell any material assets or beneficial interest of Party C. 6.3.5 They shall maintain Party C’s corporate existence in accordance with good financial and warrants set forth above business standards and practices, obtain and maintain all necessary government licenses and permits by prudently and effectively operating its business and handling its affairs; 6.3.6 Without the breach leads prior written consent of Party A, Party C shall not perform the following matters: sign a major contract (total amount exceeding RMB 100,000), except for contracts in the normal course of business; provide loans or credits to invalidity anyone; distribute dividends, but, if Party A requires,Party C shall immediately distribute all of its distributable profits to shareholders; replace the directors required or weakening of the validity of this Agreement or incurs other damage to the other Party, it shall pay compensation with full coverage of the loss to the damage-suffering Party.appointed by Party C;