VIE Documents. The Principal, the Principal HoldCo, the Co-Founder Parties and the Group Companies shall ensure that each party to the relevant VIE Documents (other than any nominees appointed by the Investors) fully perform its/his/her respective obligations thereunder and carry out the terms and the intent of the VIE Documents. Any termination, or material modification or waiver of, or material amendment to any VIE Documents shall require the written consent of, collectively and each voting as a separate class, (i) the holders holding a majority of the then outstanding Series A Preferred Shares, (ii) the holders holding at least sixty percent (60%) of the then outstanding Series B preferred Shares, (iii) the holders holding at least fifty percent (50%) of the then outstanding Series C Preferred Shares, (iv) the holders holding at least fifty percent (50%) of the then outstanding Series D Preferred Shares, (v) the holders holding at least fifty percent (50%) of the then outstanding Series E Preferred Shares, and (vi) the holders holding at least fifty percent (50%) of the then outstanding Series F Preferred Shares (other than any termination, modification or amendment to the VIE Documents in accordance with the JD Purchase Agreement). If any of the VIE Documents becomes illegal, void or unenforceable under PRC Laws after the date hereof, the Parties (other than the Investors) shall devise a feasible alternative legal structure reasonably satisfactory to the Investors which gives effect to the intentions of the parties in each VIE Document and the economic arrangement thereunder as closely as possible. Each of the Investors who has appointed a nominee shareholder to the Domestic Company covenants to the Company that, in the event that such Investor holds less than six percent (6%) of the share capital of the Company (on a fully-diluted and as-converted basis), it shall take all necessary actions to remove its nominee shareholder and procure its nominee shareholder to take all necessary actions to give effect to such removal, including without limitation, transferring the equity interest held by such nominee shareholder in the Domestic Company to a designee of the Company and terminating the relevant VIE Documents to which such nominee shareholder is a party.
VIE Documents. The Company agrees to cause the revision of the VIE Documents promptly following any change in the equity interest in SFJV held by Haoyan.
VIE Documents. The VIE Documents are adequate to establish and maintain the intended VIE Structure of the Group Companies, under which (a) each of Rajax and Koubei Control the Rajax VIE Subsidiaries and the Koubei VIE Subsidiaries, respectively, and (b) the financial statements of the Rajax VIE Subsidiaries can be consolidated with those of Rajax and the other Subsidiaries of Rajax in accordance with US GAAP and the financial statements of the Koubei VIE Subsidiaries can be consolidated with those of Koubei and the other Subsidiaries of Koubei in accordance with IFRS. No Group Company has received any written inquiries, notifications or any other form of official correspondence from any Governmental Authority challenging or questioning the legality or enforceability of any of the VIE Documents.
VIE Documents. (a) Prior to the VIE Termination:
VIE Documents. Prior to the Closing Date, the Company shall (A) cause each of Mr. Linguang Wu and Xx. Xxxx Si to pledge their respective equity interests held in Beijing Huaqianshu Information Technology Co., Ltd., Beijing Xxxxx Xxxxx Information Technology Co., Ltd. and Beijing Aizhenxin Information Technology Co., Ltd., as the case may be, to Beijing Miyuan Information Technology Co., Ltd., and (B) use commercially reasonable efforts to obtain (i) each document, substantially in the form contained in Section 6.05(i) of the Company Disclosure Schedule, duly executed by the nominee shareholders of each of the VIE Entities, and (ii) resignation letters, substantially in the form contained in Section 6.05(ii) of the Company Disclosure Schedule, duly executed by certain directors of the Company’s Subsidiaries, whose names are set forth on Section 6.05(iii) of the Company Disclosure Schedule (the documents described in clauses (i) and (ii) above, the “VIE Transfer Documents”). On the Closing Date, the Company shall deliver to Parent all of the VIE Transfer Documents which it has obtained pursuant to this Section 6.05 and original versions of the documents related to the VIE Entities listed in Section 6.05(iv) of the Company Disclosure Schedule.
VIE Documents. A certificate of the Borrower attaching a copy of each up-to-date VIE Contract, in each case, together with all amendments and supplements thereto or a certificate of the Borrower confirming that the copy of each VIE Contract (together with any amendments and supplements thereto) that has previously been delivered to the Facility Agent pursuant to the Original Facility Agreement remains true, complete and up-to-date and that each such VIE Contract has not been further amended or supplemented and remain in full force and effect.
VIE Documents. (a) The Borrower shall ensure that each of the VIE Entities promptly pay all amounts payable by it under the VIE Documents to WFOE or other Group Member (as the case may be) as and when they become due.
