WFOE. The Company shall not cause or permit any WFOE to engage in or be involved in any merger, consolidation, liquidation, sale, exchange or other disposition of all or substantially all of its assets, or other reorganization, recapitalization or equity structure change, if such transaction would result in the recognition of material taxable income for US federal income tax purposes in a taxable year of the Company prior to the taxable year in which the Company realized cash proceeds of such transaction commensurate with the amount of such taxable income.
WFOE. (In this Agreement, the above parties are hereinafter referred to individually as a “Party” and collectively as the “Parties”.)
WFOE. The registered capital of the WFOE is and immediately prior to and following the Closing shall be RMB 8,000,000, 100% of which has contributed by the Holdco Subsidiary.
WFOE. The registered capital of the WFOE is and immediately following the Closing shall be RMB70,000,000, none of which has been contributed. The HK Company owns 100% of the registered capital of the WFOE.
WFOE. The HK Company shall procure the WFOE, once formed, to join in and be bound by the terms of this Agreement by executing a joinder agreement.
WFOE. The registered capital of the WFOE is set forth opposite its name on Section 3.2(i) of the Disclosure Schedule, and the HK Company is the sole record and beneficial owner of such registered capital.
WFOE. The registered capital of each WFOE is set forth opposite its name on Section 3.02(e) of the Company Disclosure Schedule, together with an accurate list of the record and beneficial owners of such registered capital.
WFOE. Notwithstanding the non-assignable provision of the license grants in Sections 2.1.1., 2.1.2, and 2.1.3 above, ChiLin may assign or sublicense the rights set forth in Sections 2.1.1, 2.1.2, and 2.1.3 above to the Cayman Subsidiary, ChiLin may sublicense the rights set forth in Section 2.1.1, 2.1.2 and 2.1.3 to the WFOE, and the Cayman Subsidiary may sublicense the rights assigned or sublicensed to it by ChiLin to the WFOE, provided that such rights are assigned or sublicensed to such entity pursuant to a written agreement containing terms and conditions no less restrictive than those contained in this Agreement. Furthermore, any act by the Cayman Subsidiary or WFOE that would be a violation of this Agreement if committed by ChiLin shall be considered a violation of this Agreement by ChiLin.
WFOE. (a) The documents relating to the establishment of the WFOE are valid and have been duly approved or issued (as applicable) by relevant and competent PRC authorities.
WFOE. The board of directors of the WFOE shall consist of the same persons as those of the Board, and the directors of the WFOE shall be appointed and removed by the appointing parties in the same manner as provided for the Board in Section 1.2 and Section 1.3 above. For the avoidance of doubt, Section 1.2 and Section 1.3 hereof shall apply, mutatis mutandis, to the WFOE.
