Common use of Condition Precedents Clause in Contracts

Condition Precedents. The parties acknowledge Party B’s investment obligations under this Agreement shall be conditioned upon the satisfaction of all conditions below: （1） during the transitional period from date of execution of the Letter of Intent to the date of Party B’s payment of investment amount under this Agreement, there is no material adverse change in the Target Company’s business, operation, revenue, prospect, asset and financial status that may affect Party B’s investment intent, which includes but not limited to change in the Target Company’s De Facto Controllers and controlling shareholder, loss of key management personnel and technical personnel, disposal of material assets, incurrence of major liability or contingent liability to third parties; （2） the shareholders’ meeting and/or board meeting of the Target Company has made a resolution to approve the investment plan under this Agreement as well as amendment to the Company’s articles of association pursuant to the articles of this Agreement, and the Existing Shareholders have signed the written waiver of preemptive rights with respect to this capital increase; （3） the consent and approval of competent government authorities of this capital increase transaction (as necessary) has been obtained; （4） there has been no false or misleading representation or omission on the true operation status of the Target Company by the Target Company, the Existing Shareholders, De Facto Controllers and senior management in the course of Party B’s due diligence investigations on the Target Company as well as negotiation and execution of Letter of Intent and this Agreement; （5） all the covenants and commitments to be performed by Target Company or any Existing Shareholders on or prior to the closing date of capital increase under this Agreement (if any) have been duly performed; （6） the Existing Shareholders have paid up all subscribed capital contributions to the Target Company, which shall be real and legitimate without false capital contribution or withdrawal of paid-in capital.

Condition Precedents. 4.1 The parties acknowledge Party B’s investment obligations under this Agreement shall be conditioned upon the satisfaction of all conditions below: （1） during the transitional period from date of execution of the Letter of Intent to the date of Party B’s payment of investment amount under this Agreement, there is no material adverse change in the Target Company’s business, operation, revenue, prospect, asset and financial status that may affect Party B’s investment intent, which includes but not limited to change in the Target Company’s De Facto Controllers and controlling shareholder, loss of key management personnel and technical personnel, disposal of material assets, incurrence of major liability or contingent liability to third parties; （2） the shareholders’ meeting and/or board meeting of the Target Company has made a resolution to approve the investment plan under this Agreement as well as amendment to the Company’s articles of association pursuant to the articles of this Agreement, and the Existing Shareholders have signed the written waiver of preemptive rights with respect to this capital increase; （3） the consent and approval of competent government authorities of this capital increase transaction (as necessary) has been obtained; （4） there has been no false or misleading representation or omission on the true operation status of the Target Company by the Target Company, the Existing Shareholders, De Facto Controllers and senior management in the course of Party B’s due diligence investigations on the Target Company as well as negotiation and execution of Letter of Intent and this Agreement; （5） all the covenants and commitments to be performed by Target Company or any Existing Shareholders on or prior to the closing date of capital increase under this Agreement (if any) have been duly performed; （6） the Existing Shareholders have paid up all subscribed capital contributions to the Target Company, which shall be real and legitimate without false capital contribution or withdrawal of paid-in capital.;