Common use of Material Contracts and Obligations Clause in Contracts

Material Contracts and Obligations. All agreements, contracts, leases, licenses, instruments, commitments (oral or written), indebtedness, liabilities and other obligations to which each Group Company is a party or by which it is bound that (i) are material to the conduct and operations of its business and properties, (ii) involve any of the officers, consultants, directors, employees or shareholders of such Group Company; or (iii) obligate such Group Company to share, license or develop any product or technology are listed in Section 4.11 of the Disclosure Schedule (collectively, “Material Contracts”). No Group Company is in default or breach under any of the Material Contracts. For purposes of this Section 4.11, “material” shall mean (i) having an aggregate value, cost or amount, or imposing liability or contingent liability on any Group Company, in excess of RMB 500,000 or that extend for more than one year beyond the date of this Agreement, (ii) not terminable upon thirty (30) days’ notice without incurring any penalty or obligation, (iii) containing exclusivity, non-competition, or similar clauses that impair, restrict or impose conditions on the Group Company’s right to offer or sell products or services in specified areas, during specified periods, or otherwise, (iv) not in the ordinary course of business, (v) transferring or licensing any Proprietary Assets to or from the Group Company (other than licenses granted in the ordinary course of business or licenses from commercially readily available “off the shelf’ computer software), or (vi) an agreement the termination of which would be reasonably likely to have a Material Adverse Effect. No Group Company is a guarantor or indemnitor of any indebtedness of any other person, firm or corporation that is not a Group Company. Each Material Contract to which any Group Company is a party is currently valid and in full force and effect, and is enforceable by such Group Company in accordance with its terms. No Group Company has engaged in the past three (3) months in any discussion with any representative of any corporation, partnership, trust, joint venture, limited liability company, association or other entity, or any individual, regarding (i) a sale of all or substantially all of such Group Company’s assets, or (ii) any merger, consolidation or other business combination transaction of such Group Company with or into another corporation, entity or person.

Material Contracts and Obligations. All agreements, contracts, leases, licenses, instruments, commitments (oral or written), indebtedness, liabilities Liabilities and other obligations to which each Group Company is a party or by which it is bound that (i) are material to the conduct and operations of its business and properties, (ii) involve any of the officers, consultants, directors, employees or shareholders of such Group Company; or (iii) obligate such Group Company to share, license or develop any product or technology are listed in Section 4.11 ‎5.14 of the Disclosure Schedule (collectively, “Material Contracts”). No None of the Group Company Companies is in default or breach under any of the Material Contracts. For purposes of this Section 4.11‎5.14, “material” shall mean (i) having an aggregate value, cost or amount, or imposing liability Liability or contingent liability on any Group Company, in excess of RMB 500,000 RMB1,000,000 or that extend for more than one (1) year beyond the date of this Agreement, (ii) not terminable upon thirty (30) days’ notice without incurring any penalty or obligation, (iii) containing exclusivity, non-competition, or similar clauses that impair, restrict or impose conditions on the any Group Company’s right to offer or sell products or services in specified areas, during specified periods, or otherwise, (iv) not in the ordinary course of business, (v) transferring or licensing any Proprietary Assets to or from the any Group Company (other than licenses granted in the ordinary course of business or licenses from commercially readily available “off the shelf’ ” computer software), or (vi) an agreement the agreements the termination of which would be reasonably likely to have have, individually or in the aggregate, a Material Adverse Effect. No Group Company is a guarantor or indemnitor of any indebtedness of any other person, firm or corporation that is not a Group Company, or (v) contracts or agreements with the Group Companies’ top 10 lead commentators (主播) for each of Arena of Valor (王者荣耀), League of Legends (英雄联盟) and Player Unknown’s Battle Grounds (绝地求生) based on (A) the number of fans on the date of this Agreement, (B) number of average daily active users in the 30 days immediately before the date of this Agreement, (C) revenue generated for the Group Companies in the 12 months preceding the Balance Sheet Date, and (D) the income of such lead commentators (主播) in the 12 months preceding the Balance Sheet Date. Each Material Contract to which any Group Company is a party is currently valid and in full force and effect, and is enforceable by such Group Company in accordance with its terms. No Group Company has engaged in the past three (3) months in any discussion with any representative of any corporation, partnership, trust, joint venture, limited liability company, association or other entity, or any individual, regarding (i) a sale of all or substantially all of such Group Company’s assets, or (ii) any merger, consolidation or other business combination transaction of such Group Company with or into another corporation, entity or person.

Material Contracts and Obligations. All outstanding and subsisting agreements, contracts, leases, licenses, instruments, commitments (oral or written), indebtedness, liabilities and other obligations to which each any Group Company is a party or by which it is bound that (i) are material to the conduct and operations of its business and properties, (ii) involve any of the officers, consultants, directors, employees or shareholders of such Group Company; or (iii) obligate such Group Company to share, license or develop any product or technology are listed technology, in Section 4.11 of the Disclosure Schedule each case (collectively, “Material Contracts”). No Group Company is in default or breach under any of the Material Contracts. For purposes of this Section 4.11, “material” shall mean (ia) having an aggregate value, cost or amount, or imposing liability or contingent liability on any Group Company, in excess of RMB 500,000 US$1,000,000 or that extend for more than one year three (3) years beyond the date of this Agreement, (iib) not terminable upon thirty (30) days’ notice without incurring any penalty or obligation, (iiic) containing exclusivity, non-competition, or similar clauses that impair, restrict or impose conditions on the Group Company’s right to offer or sell products or services in specified areas, during specified periods, or otherwise, (ivd) not in the ordinary course of business, (ve) transferring or licensing any Proprietary Assets to or from the Group Company (other than licenses granted in the ordinary course of business or licenses from commercially readily available “off the shelf’ ” computer software), or (vif) an agreement the termination of which would be reasonably likely to have a Material Adverse Effect, are listed in Section 4.13 of the Disclosure Schedule (collectively, the “Material Contracts”). None of the Group Companies is in default or breach, in any material respect, under any of the Material Contracts, nor, to the knowledge of the Warrantors, has such Group Company received notice of any intention to terminate any such Material Contracts. To the knowledge of the Warrantors, no party with whom any Group Company has entered into any Material Contract is in default or breach thereunder, in any material respect. No Group Company is a guarantor or indemnitor of any indebtedness of any other person, firm or corporation that is not a Group Company. Each Material Contract to which any Group Company is a party is currently valid and in full force and effecteffect in all material respects, and and, to the knowledge of the Warrantors, is enforceable by such Group Company in accordance with its terms. No Group Company has engaged in the past three (3) months in any discussion with any representative of any corporation, partnership, trust, joint venture, limited liability company, association or other entity, or any individual, regarding (i) a sale of all or substantially all of such Group Company’s assets, or (ii) any merger, consolidation or other business combination transaction of such Group Company with or into another corporation, entity or person.

Material Contracts and Obligations. (a) All agreements, contracts, leases, licenses, instruments, commitments (oral or written), indebtednessIndebtedness, liabilities and other obligations to which each any Group Company Entity is a party or by which it is bound that (ia) are material to the conduct and operations of its business and properties, (iib) involve any of the officers, consultants, directors, employees or shareholders of such the Group CompanyEntity except for their employment or engagement agreements (if applicable); or (iiic) obligate such Group Company Entity to share, license or develop any product product, key assets or technology are listed in Section 4.11 of Proprietary Assets have been provided to the Disclosure Schedule (collectively, “Material Contracts”). No Group Company is in default or breach under any of the Material ContractsInvestors and their counsel for inspection. For purposes of this Section 4.113.9, “material” shall mean (i) having an aggregate value, cost or amount, or imposing liability or contingent liability on any Group CompanyEntity, in excess of RMB 500,000 or that extend for more than one year beyond the date of this AgreementUS$50,000, (ii) not terminable upon thirty (30) days’ notice without incurring limiting or restricting any penalty Group Entity’s ability to compete or obligationotherwise conduct its business as now conducted and as presently proposed to be conducted in any manner, (iii) containing exclusivitytime or place, non-competition, or that contains any exclusivity provision or similar clauses that impair, restrict or impose conditions on the any Group CompanyEntity’s right to offer or sell products or services in specified areas, during specified periods, (iii) imposing or otherwisepotentially imposing security interest or encumbrance on any key assets, Proprietary Assets, or equity interest of any Group Entity, (iv) not in the ordinary course of business, (v) transferring or licensing any Proprietary Assets to or from any Group Entity, (vi) authorizing any third party to conduct the business of any Group Company Entity or contracting any Principal Business to any third party, or being authorized or appointed by any third party to conduct any Principal Business, (other than licenses granted in vii) granting any third party the ordinary course right to distribute, market or sell any of business products of any Group Entity or licenses from commercially readily available “off affecting the shelf’ computer software)exclusive right of any Group Entity to distribute, market or sell its products, (viii) involving joint venture, strategic alliance or cooperation or similar arrangement, (ix) involving profit-sharing arrangement, (x) being with any Governmental Authority, (xi) relating the Indebtedness of any Group Entity or guarantee or indemnification provided by any Group Entity, or (vixii) an agreement the termination of which would be reasonably likely to have a Material Adverse Effect. No Group Company is Section 3.9(a) of the Disclosure Schedule contains a guarantor or indemnitor complete list of any indebtedness of any other person, firm or corporation that is not a Group Company. Each Material Contract to which any Group Company is a party is currently valid and in full force and effect, and is enforceable by such Group Company in accordance with its terms. No Group Company has engaged in the past three (3) months in any discussion with any representative of any corporation, partnership, trust, joint venture, limited liability company, association or other entity, or any individual, regarding (i) a sale of all or substantially all of such Group Company’s assets, or (ii) any merger, consolidation or other business combination transaction of such Group Company with or into another corporation, entity or personmaterial contracts.