Common use of Enforcement of Pledge Clause in Contracts

Enforcement of Pledge. 9.1 During the Term of Pledge, in case of occurrence of any following circumstances, Pledgee shall be entitled to enforce the pledge: 9.1.1 Pledgors breach any provisions herein or any provisions of the Purchase Option Agreement, including without limitation, representations, warranties and undertakings made herein or in the Purchase Option Agreement; 9.1.2 Any matter set forth in the Purchase Option Agreement occurs that entitles Pledgee to enforce the pledge hereunder. 9.1.3 Nanjing Tuniu is suspended from operation, or undergoing liquidation or dissolution, or is ordered to suspend operation or liquidate or dissolve itself; 9.1.4 Pledgors are involved in any disputes, litigation, arbitration, administrative proceedings or any other legal proceedings in connection with the Pledged Equity held by them, which, to the belief of Pledgee, will cause adverse effect on Pledgors’ fulfillment of obligations under this Agreement and the Purchase Option Agreement; and 9.1.5 Any other matters provided by relevant laws and regulations. 9.2 Pledgors agree and hereby authorize that, in case of any one or more circumstances set forth in Article 9.1, Pledgee may, to the extent not in violation of laws or regulations and subject to all requisite approvals (if necessary), take any one or more measures listed below to wholly or partially enforce the pledge: 9.2.1 To transfer the Pledged Equity to Pledgee at the agreed price in lieu of the fulfillment of the Main Obligations by Pledgors; 9.2.2 Where the applicable law prohibits Pledgee from holding the whole or any part of the Pledged Equity, to transfer the Pledged Equity to a third party designated by Pledgee in lieu of the fulfillment of the Main Obligations by Pledgors; 9.2.3 To auction the Pledged Equity; and 9.2.4 Other ways permitted by law to enforce the pledge hereunder. 9.3 The payment received from disposition of the Pledged Equity by Pledgee according to the above Article 9.2 shall be used in the following order: 9.3.1 To pay the taxes and charges incurred for the disposition of the Pledged Equity; and 9.3.2 To repay all the amounts payable by Pledgors according to the Purchase Option Agreement and this Agreement. 9.4 Once Pledgee enforces the pledge hereunder according to the provisions of Article 9.2, and receives all proceeds and funds from enforcement of the pledge, Pledgors shall be deemed to have completely fulfilled the Main Obligations, and Pledgee will no longer make further payment requests to Pledgors in this regard. 9.5 During the Term of Pledge, Pledgee shall be entitled to collect the Proceeds from Pledged Equity.