Term of the Pledge. 3.1 This Pledge shall become effective on such date when the pledge of the equity interest contemplated herein is registered with competent authority of Administration for Industry and Commerce (“AIC”). The Pledge shall continue until all Contractual Obligations have been fully performed by the Pledgors and the Company and all Secured Indebtedness have been paid in full, or all of the Transaction Agreements have been terminated or turned invalid, or the Contractual Obligations have been terminated for legal reasons. 3.2 The Pledgors and the Company shall (1) record the Pledge made under this Agreement on the Company’s register of shareholders when appropriate after the execution of this Agreement, and (2) file the Pledge with the appropriate AIC to complete the pledge registration of the Pledged Interests under this Agreement after the execution of this Agreement when appropriate. Such registration of Pledged Interests shall be completed within 20 working days after the date of this Agreement or other time period agreed by the Parties, and the certification documents concerning the registration with AIC shall be delivered to and kept by the Pledgee. The Parties jointly confirm that, in order to complete the procedure of pledge registration with AIC, the Parties and other shareholders of the Company shall submit this Agreement, or, a Pledge Contract executed in the way complying with the requirements of the AIC of the registered place of the Company in which truly reflects the information of the Pledge under this Agreement (“Pledge Agreement for AIC Registration”) to AIC. Matters that are not specified in the Pledge Agreement for AIC Registration shall be subject to the provisions of this Agreement. The Pledgors and the Company shall, as per required by relevant AIC and pursuant to the PRC laws and regulations, submit all necessary documents and complete all necessary procedures to ensure that the Pledge will be registered as soon as possible after filing the application. 3.3 In case of any Event of Default, the Pledgee shall be entitled to dispose the Pledged Interests in accordance with Article 8 of this Agreement. 3.4 Within the Term of Pledge, the Pledgors may, after obtaining prior consent from the Pledgee, receive dividends, bonuses or other profits generated from the Pledged Interests. The Pledgors agree that during the duration of the pledge of the equity interests, the Pledgee shall have the right to receive any dividend or bonus generated from the Pledged Interests. The Company shall pay such portion of fund to the bank account designated by the Pledgee.
Appears in 4 contracts
Samples: Share Pledge Agreement (Qutoutiao Inc.), Share Pledge Agreement (Qutoutiao Inc.), Share Pledge Agreement (Qutoutiao Inc.)
Term of the Pledge. 3.1 This Pledge The pledge right shall become effective on such come into effect from the date when the equity pledge of the equity interest contemplated herein under this Agreement is registered with competent authority of Administration the administration for Industry and Commerce market regulation department (hereinafter referred to as “AICRegistration Authority”). The Pledge shall continue until all Contractual Obligations have been fully performed by the Pledgors and the Company and all Secured Indebtedness have been paid in full, or all of the Transaction Agreements have been terminated or turned invalid, or the Contractual Obligations have been terminated for legal reasons.
3.2 The Pledgors and the Company shall (1) record the Pledge made under this Agreement on the Company’s register of shareholders when appropriate after the execution of this Agreement, and (2) file the Pledge with the appropriate AIC to complete the pledge registration of the Pledged Interests under this Agreement after the execution of this Agreement when appropriate. Such registration of Pledged Interests shall be completed within 20 working days after the date of this Agreement or other time period agreed by the Partieswhere Party C is located, and the certification documents concerning validity period of the registration with AIC pledge (hereinafter referred to as “term of the pledge”) shall be delivered from the above effective date until: (a) the last secured obligation and contractual obligations secured by the pledge right are fully paid and fulfilled; or (b) the Pledgee and/or the Designee decide to purchase all the equities of Party C held by the Pledgor according to the Exclusive Option Agreement under the premise of PRC laws, and kept all the equities of Party C have been transferred to the Pledgee and/or the Designee, and the Pledgee and the Designee can legally engage in the business of Party C; or (c) the Pledgee and/or the Designee decide to purchase all the assets of Party C according to the Exclusive Option Agreement under the premise of PRC laws, and all the assets of Party C have been transferred to the Pledgee and/or the Designee, and the Pledgee and the Designee can legally engage in the business of Party C by using the above assets; or (d) the Pledgee unilaterally requests to terminate this Agreement (the Pledgee's right to terminate this Agreement has no restrictive conditions, this right is only enjoyed by the Pledgee. The Parties jointly confirm that, in order and the Pledgor or Party C does not have the right to complete the procedure of pledge registration with AIC, the Parties and other shareholders of the Company shall submit unilaterally terminate this Agreement, or, a Pledge Contract executed ); or (e) it terminates in the way complying accordance with the requirements of the AIC of the registered place of the Company in which truly reflects the information of the Pledge under this Agreement (“Pledge Agreement for AIC Registration”) to AIC. Matters that are not specified in the Pledge Agreement for AIC Registration shall be subject to the provisions of this Agreement. The Pledgors and the Company shall, as per required by relevant AIC and pursuant to the applicable PRC laws and regulations, submit all necessary documents and complete all necessary procedures to ensure that the Pledge will be registered as soon as possible after filing the application.
3.3 In case of any Event of Default, 3.2 During the Pledgee shall be entitled to dispose the Pledged Interests in accordance with Article 8 of this Agreement.
3.4 Within the Term of Pledge, the Pledgors may, after obtaining prior consent from the Pledgee, receive dividends, bonuses or other profits generated from the Pledged Interests. The Pledgors agree that during the duration term of the pledge pledge, if Party B and/or Party C fail to fulfill their contractual obligations or pay the secured obligations (including paying exclusive consulting or service fees according to the Business Cooperation Agreement or failing to fulfill any other aspects of the equity intereststransaction agreement), the Pledgee shall have the right but not the obligation to receive any dividend or bonus generated from dispose of the Pledged Interests. The Company shall pay such portion of fund pledge right according to the bank account designated by the Pledgeeprovisions of this Agreement.
Appears in 1 contract
Samples: Share Pledge Agreement (Zhihu Inc.)
Term of the Pledge. 3.1 This 1The Pledge shall become effective on such from the date when that the pledge of the equity interest contemplated herein is Pledged Equity Interest under this Agreement has been registered with competent authority of Administration the relevant administration for Industry and Commerce market regulation (“AICAMR”). The Pledge shall continue remain effective until (1) all Contractual Contract Obligations have been fully performed by the Pledgors and the Company and all Secured Indebtedness have Debts has been paid in fullfully paid, or all (2) the Pledgee and/or the designated person shall, subject to the PRC laws, decide to purchase the entire equity interests of Party C held by the Transaction Agreements have Pledgor in accordance with the Exclusive Option Agreement, and such equity interests of Party C has been terminated or turned invalidtransferred to the Pledgee and/or the designated person in accordance with the laws, or the Contractual Obligations have been terminated for legal reasons.
3.2 The Pledgors and the Company Pledgee and the designated person can legally engage in the business of Party C. The Pledgor and Party C shall (1i) record register the Pledge made under this Agreement on in the Company’s shareholders’ register of shareholders when appropriate after Party C within 3 business days following the execution of this Agreement, and (2ii) file submit an application to the Pledge with the appropriate AIC to complete the pledge registration of the Pledged Interests under this Agreement after the execution of this Agreement when appropriate. Such registration of Pledged Interests shall be completed within 20 working days after the date of this Agreement or other time period agreed by the Parties, and the certification documents concerning relevant AMR for the registration with AIC shall be delivered to and kept by the Pledgee. The Parties jointly confirm that, in order to complete the procedure of pledge registration with AIC, the Parties and other shareholders of the Company shall submit this Agreement, or, a Pledge Contract executed in the way complying with the requirements of the AIC of the registered place of the Company in which truly reflects the information of the Pledge under this Agreement within 30 business days following the execution of this Agreement. The Parties covenant that for the purpose of registration of the Pledge, the parties hereto and all other shareholders of Party C shall submit to AMR this Agreement or an equity pledge agreement in the form required by the AMR at the location of Party C which shall truly reflect the information of the Pledge hereunder (the “AMR Pledge Agreement for AIC RegistrationAgreement”) to AIC). Matters that are For matters not specified in the AMR Pledge Agreement for AIC Registration Agreement, the Parties shall be subject to bound by the provisions of this Agreement. The Pledgors Pledgor and the Company shall, as per required by relevant AIC and pursuant to the PRC laws and regulations, Party C shall submit all necessary documents and complete all necessary procedures procedures, as required by the relevant PRC laws and regulations and the competent AMR, to ensure that the Pledge will shall be registered with the AMR as soon as possible after filing the applicationsubmission for filing.
3.3 In case of any Event of Default, the Pledgee shall be entitled to dispose the Pledged Interests in accordance with Article 8 of this Agreement.
3.4 Within the Term of Pledge, the Pledgors may, after obtaining prior consent from the Pledgee, receive dividends, bonuses or other profits generated from the Pledged Interests. The Pledgors agree that during the duration of the pledge of the equity interests, the Pledgee shall have the right to receive any dividend or bonus generated from the Pledged Interests. The Company shall pay such portion of fund to the bank account designated by the Pledgee.
Appears in 1 contract
Samples: Equity Pledge Agreement (NIO Inc.)
Term of the Pledge. 3.1 This 1The Pledge shall become effective on such from the date when that the pledge of the equity interest contemplated herein is Pledged Equity Interest under this Agreement has been registered with competent authority of Administration the relevant administration for Industry and Commerce market regulation (“AICAMR”). The Pledge shall continue remain effective until (1) all Contractual Contract Obligations have been fully performed by the Pledgors and the Company and all Secured Indebtedness have Debts has been paid in fullfully paid, or all (2) the Pledgee and/or the designated person, subject to the PRC laws, decide to purchase the entire equity interests in Party C held by the Pledgor in accordance with the Exclusive Option Agreement, and such equity interests of Party C has been transferred to the Transaction Agreements have been terminated or turned invalidPledgee and/or the designated person in accordance with the laws, or the Contractual Obligations have been terminated for legal reasons.
3.2 The Pledgors and the Company Pledgee and the designated person can legally engage in the business of Party C. The Pledgor and Party C shall (1i) record register the Pledge made under this Agreement on in the Company’s shareholders’ register of shareholders when appropriate after Party C within 3 business days following the execution of this Agreement, and (2ii) file submit an application to the Pledge with the appropriate AIC to complete the pledge registration of the Pledged Interests under this Agreement after the execution of this Agreement when appropriate. Such registration of Pledged Interests shall be completed within 20 working days after the date of this Agreement or other time period agreed by the Parties, and the certification documents concerning relevant AMR for the registration with AIC shall be delivered to and kept by the Pledgee. The Parties jointly confirm that, in order to complete the procedure of pledge registration with AIC, the Parties and other shareholders of the Company shall submit this Agreement, or, a Pledge Contract executed in the way complying with the requirements of the AIC of the registered place of the Company in which truly reflects the information of the Pledge under this Agreement within 30 business days following the execution of this Agreement. The Parties covenant that for the purpose of registration of the Pledge, the parties hereto and all other shareholders of Party C shall submit to AMR this Agreement or an equity pledge agreement in the form required by the AMR at the location of Party C which shall truly reflect the information of the Pledge hereunder (the “AMR Pledge Agreement for AIC RegistrationAgreement”) to AIC). Matters that are For matters not specified in the AMR Pledge Agreement for AIC Registration Agreement, the Parties shall be subject to bound by the provisions of this Agreement. The Pledgors Pledgor and the Company shall, as per required by relevant AIC and pursuant to the PRC laws and regulations, Party C shall submit all necessary documents and complete all necessary procedures procedures, as required by the relevant PRC laws and regulations and the competent AMR, to ensure that the Pledge will shall be registered with the AMR as soon as possible after filing the applicationsubmission for filing.
3.3 In case of any Event of Default, the Pledgee shall be entitled to dispose the Pledged Interests in accordance with Article 8 of this Agreement.
3.4 Within the Term of Pledge, the Pledgors may, after obtaining prior consent from the Pledgee, receive dividends, bonuses or other profits generated from the Pledged Interests. The Pledgors agree that during the duration of the pledge of the equity interests, the Pledgee shall have the right to receive any dividend or bonus generated from the Pledged Interests. The Company shall pay such portion of fund to the bank account designated by the Pledgee.
Appears in 1 contract
Samples: Equity Pledge Agreement (NIO Inc.)
Term of the Pledge. 3.1 This The Pledge shall become effective on such from the date when that the pledge of the equity interest contemplated herein is Pledged Equity Interest under this Agreement has been registered with competent authority of Administration the relevant administration for Industry and Commerce market regulation (“AICAMR”). The Pledge shall continue remain effective until (1) all Contractual Contract Obligations have been fully performed and all Secured Debts has been fully paid, or (2) the Pledgee and/or the designated person shall, subject to the PRC laws, decide to purchase the entire equity interests of Party C held by the Pledgors in accordance with the Exclusive Option Agreement, and such equity interests of Party C has been transferred to the Pledgee and/or the designated person in accordance with the laws, and the Company and all Secured Indebtedness have been paid in full, or all of the Transaction Agreements have been terminated or turned invalid, or the Contractual Obligations have been terminated for legal reasons.
3.2 The Pledgors Pledgee and the Company designated person can legally engage in the business of Party C. The Pledgor and Party C shall (1i) record register the Pledge made under this Agreement on in the Company’s shareholders’ register of shareholders when appropriate after Party C within 3 business days following the execution of this Agreement, and (2ii) file submit an application to the Pledge with the appropriate AIC to complete the pledge registration of the Pledged Interests under this Agreement after the execution of this Agreement when appropriate. Such registration of Pledged Interests shall be completed within 20 working days after the date of this Agreement or other time period agreed by the Parties, and the certification documents concerning relevant AMR for the registration with AIC shall be delivered to and kept by the Pledgee. The Parties jointly confirm that, in order to complete the procedure of pledge registration with AIC, the Parties and other shareholders of the Company shall submit this Agreement, or, a Pledge Contract executed in the way complying with the requirements of the AIC of the registered place of the Company in which truly reflects the information of the Pledge under this Agreement within 30 business days following the execution of this Agreement. The Parties covenant that for the purpose of registration of the Pledge, the parties hereto and all other shareholders of Party C shall submit to AMR this Agreement or an equity pledge agreement in the form required by the AMR at the location of Party C which shall truly reflect the information of the Pledge hereunder (the “AMR Pledge Agreement for AIC RegistrationAgreement”) to AIC). Matters that are For matters not specified in the AMR Pledge Agreement for AIC Registration Agreement, the Parties shall be subject to bound by the provisions of this Agreement. The Pledgors Pledgor and the Company shall, as per required by relevant AIC and pursuant to the PRC laws and regulations, Party C shall submit all necessary documents and complete all necessary procedures procedures, as required by the relevant PRC laws and regulations and the competent AMR, to ensure that the Pledge will shall be registered with the AMR as soon as possible after filing the application.submission for filing.
3.3 In case of any Event of Default, the Pledgee shall be entitled to dispose the Pledged Interests in accordance with Article 8 of this Agreement.
3.4 Within 3.2 During the Term of the Pledge, in the Pledgors may, after obtaining prior consent from event that the Pledgee, receive dividends, bonuses Pledgor and/or Party C fails to perform the Contract Obligations or other profits generated from the Pledged Interests. The Pledgors agree that during the duration of the pledge of the equity interestspay Secured Debts, the Pledgee shall have the right right, but not the obligation, to receive any dividend or bonus generated from exercise the Pledged Interests. The Company shall pay such portion Pledge in accordance with the provisions of fund to the bank account designated by the Pledgeethis Agreement.
Appears in 1 contract
Samples: Equity Pledge Agreement (NIO Inc.)
Term of the Pledge. 3.1 This Pledge shall become effective on such date when the pledge of the equity interest contemplated herein is registered with a competent authority of the Administration for Industry and Commerce (“AIC”). The Pledge shall continue until all Contractual Obligations have been fully performed by the Pledgors and the Company and all Secured Indebtedness have been paid in full, or all of the Transaction Agreements have been terminated or turned invalid, or the Contractual Obligations have been terminated for legal reasons.
3.2 The Pledgors and the Company shall (1) record the Pledge made under this Agreement on the Company’s register of shareholders when appropriate after the execution of this Agreement, and (2) file the Pledge with the appropriate AIC to complete the pledge registration of the Pledged Interests under this Agreement after the execution of this Agreement when appropriate. Such registration of Pledged Interests shall be completed within 20 working days after the date of this Agreement or any other time period agreed by the Parties, and the certification documents concerning the registration with AIC shall be delivered to and kept by the Pledgee. The Parties jointly confirm that, in order to complete the procedure of pledge registration with AIC, the Parties and other shareholders of the Company shall submit this AgreementAgreemen, or, or a Pledge Contract executed in the way complying compliance with the requirements of the AIC of the registered place of the Company in Company, which truly reflects the information of the in Pledge under this Agreement (“Pledge Agreement for AIC Registration”) to AIC. Matters that are not specified in the Pledge Agreement for AIC Registration shall be subject to the provisions of this Agreement. The Pledgors and the Company shall, as per required by relevant AIC and pursuant to the PRC laws and regulations, submit all necessary documents and complete all necessary procedures to ensure that the Pledge will be registered as soon as possible after filing the application.
3.3 In case of any Event of Default, the Pledgee shall be entitled to dispose the Pledged Interests in accordance with Article 8 of this Agreement.
3.4 Within the Term of Pledge, the Pledgors may, after obtaining prior consent from the Pledgee, receive dividends, bonuses or other profits generated from the Pledged Interests. The Pledgors agree that during the duration of the pledge of the equity interests, the Pledgee shall have the right to receive any dividend or bonus generated from the Pledged Interests. The Company shall pay such portion of fund to the bank account designated by the Pledgee.
Appears in 1 contract
Term of the Pledge. 3.1 This The Pledge shall become effective on such from the date when that the pledge of the equity interest contemplated herein is Pledged Equity Interest under this Agreement has been registered with competent authority of Administration the relevant administration for Industry and Commerce market regulation (“AICAMR”). The Pledge shall continue remain effective until (1) all Contractual Contract Obligations have been fully performed by the Pledgors and the Company and all Secured Indebtedness have Debts has been paid in fullfully paid, or all (2) the Pledgee and/or the designated person shall, subject to the PRC laws, decide to purchase the entire equity interests of Party C held by the Transaction Agreements have Pledgor in accordance with the Exclusive Option Agreement, and such equity interests of Party C has been terminated or turned invalidtransferred to the Pledgee and/or the designated person in accordance with the laws, or the Contractual Obligations have been terminated for legal reasons.
3.2 The Pledgors and the Company Pledgee and the designated person can legally engage in the business of Party C. The Pledgor and Party C shall (1i) record register the Pledge made under this Agreement on in the Company’s shareholders’ register of shareholders when appropriate after Party C within 3 business days following the execution of this Agreement, and (2II) file submit an application to the Pledge with the appropriate AIC to complete the pledge registration of the Pledged Interests under this Agreement after the execution of this Agreement when appropriate. Such registration of Pledged Interests shall be completed within 20 working days after the date of this Agreement or other time period agreed by the Parties, and the certification documents concerning relevant AMR for the registration with AIC shall be delivered to and kept by the Pledgee. The Parties jointly confirm that, in order to complete the procedure of pledge registration with AIC, the Parties and other shareholders of the Company shall submit this Agreement, or, a Pledge Contract executed in the way complying with the requirements of the AIC of the registered place of the Company in which truly reflects the information of the Pledge under this Agreement within 30 business days following the execution of this Agreement. The Parties covenant that for the purpose of registration of the Pledge, the parties hereto and all other shareholders of Party C shall submit to AMR this Agreement or an equity pledge agreement in the form required by the AMR at the location of Party C which shall truly reflect the information of the Pledge hereunder (the “AMR Pledge Agreement for AIC RegistrationAgreement”) to AIC). Matters that are For matters not specified in the AMR Pledge Agreement for AIC Registration Agreement, the Parties shall be subject to bound by the provisions of this Agreement. The Pledgors Pledgor and the Company shall, as per required by relevant AIC and pursuant to the PRC laws and regulations, Party C shall submit all necessary documents and complete all necessary procedures procedures, as required by the relevant PRC laws and regulations and the competent AMR, to ensure that the Pledge will shall be registered with the AMR as soon as possible after filing the applicationsubmission for filing.
3.3 In case of any Event of Default, the Pledgee shall be entitled to dispose the Pledged Interests in accordance with Article 8 of this Agreement.
3.4 Within 3.2 During the Term of the Pledge, in the Pledgors may, after obtaining prior consent from event that the Pledgee, receive dividends, bonuses Pledgor and/or Party C fails to perform the Contract Obligations or other profits generated from the Pledged Interests. The Pledgors agree that during the duration of the pledge of the equity interestspay Secured Debts, the Pledgee shall have the right right, but not the obligation, to receive any dividend or bonus generated from exercise the Pledged Interests. The Company shall pay such portion Pledge in accordance with the provisions of fund to the bank account designated by the Pledgeethis Agreement.
Appears in 1 contract
Samples: Equity Pledge Agreement (NIO Inc.)
Term of the Pledge. 3.1 This The Pledge shall become effective on such from the date when that the pledge of the equity interest contemplated herein is Pledged Equity Interest under this Agreement has been registered with competent authority of Administration the relevant administration for Industry and Commerce market regulation (“AICAMR”). The Pledge shall continue remain effective until (1) all Contractual Contract Obligations have been fully performed by the Pledgors and the Company and all Secured Indebtedness have Debts has been paid in fullfully paid, or all (2) the Pledgee and/or the designated person, subject to the PRC laws, decide to purchase the entire equity interests of Party C held by the Transaction Agreements have Pledgor in accordance with the Exclusive Option Agreement, and such equity interest of Party C has been terminated or turned invalidtransferred to the Pledgee and/or the designated person in accordance with the laws, or the Contractual Obligations have been terminated for legal reasons.
3.2 The Pledgors and the Company Pledgee and the designated person can legally engage in the business of Party C. The Pledgor and Party C shall (1i) record register the Pledge made under this Agreement on in the Company’s shareholders’ register of shareholders when appropriate after Party C within 3 business days following the execution of this Agreement, and (2ii) file submit an application to the Pledge with the appropriate AIC to complete the pledge registration of the Pledged Interests under this Agreement after the execution of this Agreement when appropriate. Such registration of Pledged Interests shall be completed within 20 working days after the date of this Agreement or other time period agreed by the Parties, and the certification documents concerning relevant AMR for the registration with AIC shall be delivered to and kept by the Pledgee. The Parties jointly confirm that, in order to complete the procedure of pledge registration with AIC, the Parties and other shareholders of the Company shall submit this Agreement, or, a Pledge Contract executed in the way complying with the requirements of the AIC of the registered place of the Company in which truly reflects the information of the Pledge under this Agreement within 30 business days following the execution of this Agreement. The Parties covenant that for the purpose of registration of the Pledge, the parties hereto and all other shareholders of Party C shall submit to AMR this Agreement or an equity pledge agreement in the form required by the AMR at the location of Party C which shall truly reflect the information of the Pledge hereunder (the “AMR Pledge Agreement for AIC RegistrationAgreement”) to AIC). Matters that are For matters not specified in the AMR Pledge Agreement for AIC Registration Agreement, the Parties shall be subject to bound by the provisions of this Agreement. The Pledgors Pledgor and the Company shall, as per required by relevant AIC and pursuant to the PRC laws and regulations, Party C shall submit all necessary documents and complete all necessary procedures procedures, as required by the relevant PRC laws and regulations and the competent AMR, to ensure that the Pledge will shall be registered with the AMR as soon as possible after filing the application.submission for filing.
3.3 In case of any Event of Default, the Pledgee shall be entitled to dispose the Pledged Interests in accordance with Article 8 of this Agreement.
3.4 Within 3.2 During the Term of the Pledge, in the Pledgors may, after obtaining prior consent from event that the Pledgee, receive dividends, bonuses Pledgor and/or Party C fails to perform the Contract Obligations or other profits generated from the Pledged Interests. The Pledgors agree that during the duration of the pledge of the equity interestspay Secured Debts, the Pledgee shall have the right right, but not the obligation, to receive any dividend or bonus generated from exercise the Pledged Interests. The Company shall pay such portion Pledge in accordance with the provisions of fund to the bank account designated by the Pledgeethis Agreement.
Appears in 1 contract
Samples: Equity Pledge Agreement (NIO Inc.)
Term of the Pledge. 3.1 This Pledge The pledge right shall become effective on such come into effect from the date when the equity pledge of the equity interest contemplated herein under this Agreement is registered with competent authority of Administration the administration for Industry and Commerce market regulation department (“AIC”). The Pledge shall continue until all Contractual Obligations have been fully performed by the Pledgors and the Company and all Secured Indebtedness have been paid in full, or all of the Transaction Agreements have been terminated or turned invalid, or the Contractual Obligations have been terminated for legal reasons.
3.2 The Pledgors and the Company shall (1hereinafter referred to as "Registration Authority") record the Pledge made under this Agreement on the Company’s register of shareholders when appropriate after the execution of this Agreement, and (2) file the Pledge with the appropriate AIC to complete the pledge registration of the Pledged Interests under this Agreement after the execution of this Agreement when appropriate. Such registration of Pledged Interests shall be completed within 20 working days after the date of this Agreement or other time period agreed by the Partieswhere Party C is located, and the certification documents concerning validity period of the registration with AIC pledge (hereinafter referred to as "term of the pledge") shall be delivered from the above effective date until: (a) the last secured obligation and contractual obligations secured by the pledge right are fully paid and fulfilled; or (b) the Pledgee and/or the Designee decide to purchase all the equities of Party C held by the Pledgor according to the Exclusive Option Agreement under the premise of PRC laws, and kept all the equities of Party C have been transferred to the Pledgee and/or the Designee, and the Pledgee and the Designee can legally engage in the business of Party C; or (c) the Pledgee and/or the Designee decide to purchase all the assets of Party C according to the Exclusive Option Agreement under the premise of PRC laws, and all the assets of Party C have been transferred to the Pledgee and/or the Designee, and the Pledgee and the Designee can legally engage in the business of Party C by using the above assets; or (d) the Pledgee unilaterally requests to terminate this Agreement (the Pledgee's right to terminate this Agreement has no restrictive conditions, this right is only enjoyed by the Pledgee, and the Pledgor or Party C does not have the right to unilaterally terminate this Agreement); or (e) it terminates in accordance with the relevant applicable PRC laws and regulations. The Parties jointly confirm that
3.2 During the term of the pledge, in order if Party B and/or Party C fail to complete fulfill their contractual obligations or pay the procedure secured obligations (including paying exclusive consulting or service fees according to the Business Cooperation Agreement or failing to fulfill any other aspects of pledge registration with AICthe transaction agreement), the Parties and other shareholders Pledgee shall have the right but not the obligation to dispose of the Company shall submit this Agreement, or, a Pledge Contract executed in the way complying with the requirements of the AIC of the registered place of the Company in which truly reflects the information of the Pledge under this Agreement (“Pledge Agreement for AIC Registration”) to AIC. Matters that are not specified in the Pledge Agreement for AIC Registration shall be subject pledge right according to the provisions of this Agreement. The Pledgors and the Company shall, as per required by relevant AIC and pursuant to the PRC laws and regulations, submit all necessary documents and complete all necessary procedures to ensure that the Pledge will be registered as soon as possible after filing the application.
3.3 In case of any Event of Default, the Pledgee shall be entitled to dispose the Pledged Interests in accordance with Article 8 of this Agreement.
3.4 Within the Term of Pledge, the Pledgors may, after obtaining prior consent from the Pledgee, receive dividends, bonuses or other profits generated from the Pledged Interests. The Pledgors agree that during the duration of the pledge of the equity interests, the Pledgee shall have the right to receive any dividend or bonus generated from the Pledged Interests. The Company shall pay such portion of fund to the bank account designated by the Pledgee.
Appears in 1 contract
Samples: Share Pledge Agreement (Zhihu Inc.)
Term of the Pledge. 3.1 This The Pledge shall become effective on such come into effect from the date when of being successfully registered in the pledge market supervision and management department of the equity interest contemplated herein is registered with competent authority of Administration for Industry and Commerce place where Party C locates (the “AICregistration office”). The Pledge term of the pledge (“Term of the Pledge”) shall continue valid until all Contractual Obligations have been fully performed the last contractual obligation and debt secured by the Pledgors pledge is performed or compensated. The parties agree that, the xxxxxxx and Party A shall apply to the Company registration office for registering the equity pledge pursuant to the related applicable laws and all Secured Indebtedness have been paid regulations in fullseven (7) business days from the date of signing this Contract or other longer period otherwise agreed by the pledgee in writing. The parties further agree, or within thirty (30) business days from the day that the registration office officially accepts the equity pledge registration application, to handle with all of the Transaction Agreements have been terminated or turned invalidequity pledge registration procedures, or obtain the Contractual Obligations have been terminated notice of registration issued by the registration office and make sure that the registration office completely and accurately records the matter of equity pledge in the equity pledge register. The parties jointly agree, for legal reasons.
3.2 The Pledgors and the Company shall (1) record the Pledge made under this Agreement on the Company’s register purpose of shareholders when appropriate after the execution of this Agreement, and (2) file the Pledge handling with the appropriate AIC to complete the procedures of equity pledge registration of the Pledged Interests under this Agreement after the execution of this Agreement when appropriate. Such registration of Pledged Interests shall be completed within 20 working days after the date of this Agreement or other time period agreed by the Parties, and the certification documents concerning the registration with AIC shall be delivered to and kept by the Pledgee. The Parties jointly confirm that, in order to complete the procedure of pledge registration with AICregistration, the Parties parties and other shareholders of Party C (if any) shall file this Contract or an equity pledge contract signed in the Company shall submit this Agreement, or, a form as required by the registration office of the place where Party C locates and truly reflecting the equity information stipulated hereunder (“the Pledge Contract executed in the way complying with the requirements of the AIC of the registered place of the Company in which truly reflects the information of the Pledge under this Agreement (“Pledge Agreement for AIC Registration”) to AICthe registration office. Matters that are not specified Any issues unmentioned in the Pledge Agreement pledge contract for AIC Registration registration shall be subject to the provisions of this AgreementContract. The Pledgors and the Company shall, as per required by relevant AIC and pursuant to the PRC laws and regulations, submit all necessary documents and complete all necessary procedures to ensure that If any matter in the Pledge will Contract for Registration conflicts to this Contract, it shall be registered as soon as possible after filing the applicationsubject to this Contract.
3.3 3.2 In case the Term of any Event of Defaultthe Pledge, if the xxxxxxx and/or Party C fail to perform the obligations stipulated hereunder or repay the secured debt, the Pledgee pledgee shall be entitled but not obliged to dispose the Pledged Interests in accordance with Article 8 of such pledge according to this AgreementContract.
3.4 Within the Term of Pledge, the Pledgors may, after obtaining prior consent from the Pledgee, receive dividends, bonuses or other profits generated from the Pledged Interests. The Pledgors agree that during the duration of the pledge of the equity interests, the Pledgee shall have the right to receive any dividend or bonus generated from the Pledged Interests. The Company shall pay such portion of fund to the bank account designated by the Pledgee.
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Samples: Equity Pledge Contract (Kingsoft Cloud Holdings LTD)