Structured Contracts. (a) The arrangements underlying the structured contracts (the “Structured Contracts”) between members of the Group which effectively constitute a variable interest entity (VIE) structure are, in all material respects, in compliance with and enforceable under the Laws of such jurisdiction in which the Issuer and its Subsidiaries respectively are incorporated, subject to future amendment to existing Laws or enactment of new Laws and/or interpretations. Each party to such contractual arrangements has the necessary power, authority and legal right to execute, deliver and perform its obligations under the contractual arrangements to which it is a party. The Structured Contracts are in full force and effect and have been implemented and performed by the parties thereto in all material respects and none of the parties thereto is in material breach or default in the performance of the Structured Contracts. None of the parties to the Structured Contracts or any arrangements underlying the Structured Contracts has sent or received any communication regarding termination of, or intention not to renew, any of the Structured Contracts or any arrangement underlying the Structured Contracts, and, to the best of the Issuer’s knowledge, no such termination or non- renewal has been threatened or is being contemplated by any of the parties thereto. (b) The Structured Contracts are narrowly tailored to achieve the business purposes of the relevant member of the Group and minimise the potential for conflict with relevant Laws of the PRC and regulations and also are designed to enable the Issuer to exercise effective control over the relevant entities in the PRC and to protect and safeguard the interest of the Issuer and its shareholders as a whole in the event of any dispute between the Issuer and the registered shareholders of the relevant entities in the PRC.
Appears in 5 contracts
Samples: Subscription Agreement, Subscription Agreement, Subscription Agreement
Structured Contracts. (a) The arrangements underlying the structured contracts (the “Structured Contracts”) between members of the Group which effectively constitute a variable interest entity (VIE) structure are, in all material respects, in compliance with and enforceable under the Laws of such jurisdiction in which the Issuer and its Subsidiaries respectively are incorporated, subject to future amendment to existing Laws or enactment of new Laws and/or interpretations. Each party to such contractual arrangements has the necessary power, authority and legal right to execute, deliver and perform its obligations under the contractual arrangements to which it is a party. The Structured Contracts are in full force and effect and have been implemented and performed by the parties thereto in all material respects and none of the parties thereto is in material breach or default in the performance of the Structured Contracts. None of the parties to the Structured Contracts or any arrangements underlying the Structured Contracts has sent or received any communication regarding termination of, or intention not to renew, any of the Structured Contracts or any arrangement underlying the Structured Contracts, and, to the best of the Issuer’s knowledge, no such termination or non- non-renewal has been threatened or is being contemplated by any of the parties thereto.
(b) The Structured Contracts are narrowly tailored to achieve the business purposes of the relevant member of the Group and minimise the potential for conflict with relevant Laws of the PRC and regulations and also are designed to enable the Issuer to exercise effective control over the relevant entities in the PRC and to protect and safeguard the interest of the Issuer and its shareholders as a whole in the event of any dispute between the Issuer and the registered shareholders of the relevant entities in the PRC.
Appears in 1 contract
Samples: Warrant Subscription Agreement