Common use of Representations and Warrants Clause in Contracts

Representations and Warrants. 5.1 Each shareholder separately and jointly represents and warrants as follows: 5.1.1 Each shareholder is a Chinese citizen with full capacity, has full and independent legal status and legal capacity and may independently behaves as a subject of litigation. 5.1.1 Each shareholder has full right and authorization of signing and delivering this agreement and all other documents related to transactions under this agreement and full right and authorization of completing transactions under this agreement. 5.1.3 This agreement is legally and duly signed and delivered by each shareholder and constitute legal and binding obligations of each shareholder and is enforceable in accordance with this agreement. 5.1.4 When this agreement takes effect, each shareholder is a registered legitimate shareholder of the target company. Except for the rights under this agreement, the Equity Pledge Agreement signed with eHi Car Rental and the Exclusive Equity Transfer Option Agreement signed with the target company and eHi Car Rental, entrusted rights are free of any third party’s rights. In accordance with this agreement, the trustee may completely and fully exercise entrusted rights in accordance with Chinese laws and Articles of Association of the target company then in effect. 5.2 The target company and eHi Car Rental respectively represent and warrant as follows: 5.2.1 It is a limited liability company duly registered and legally existing in accordance with laws, has independent corporate capacity, has full and independent legal status and legal capacity to sign, deliver and perform this agreement and may independently behaves as a subject of litigation. 5.2.2 It has full right and authorization of signing and delivering this agreement and all other documents related to transactions under this agreement and full right and authorization of completing transactions under this agreement. 5.3 The target company further represents and warrants that each shareholder is a registered legitimate shareholder of the target company when this agreement takes effect. In accordance with this agreement, the trustee may completely and fully exercise entrusted rights in accordance with Chinese laws and Articles of Association of the target company then in effect. 5.4 Each party hereby confirms each shareholder has, in accordance with terms and conditions of Equity Pledge Agreement signed by each shareholder and eHi Car Rental on March 13, 2014, pledged shares respectively held by each shareholder in the target company to eHi Car Rental so as to guarantee each shareholder and the target company’s performance of obligations under this agreement.

Appears in 2 contracts

Sources: Authorization to Exercise Shareholder’s Voting Power (eHi Car Services LTD), Agreement on Authorization to Exercise Shareholder’s Voting Power (eHi Car Services LTD)

Representations and Warrants. 5.1 Each shareholder Shareholder separately and jointly represents and warrants as follows: 5.1.1 Each shareholder Shareholder is a Chinese PRC citizen with full capacity, has full and independent legal status and legal capacity and may independently behaves as a subject of litigationparty to a lawsuit. 5.1.1 5.1.2 Each shareholder Shareholder has full right and authorization of signing and delivering this agreement Agreement and all other documents related to transactions under this agreement Agreement and full right and authorization of completing consummating transactions under this agreementAgreement. 5.1.3 This agreement Agreement is legally and duly signed and delivered by each shareholder Each Shareholder and constitute legal and binding obligations of each shareholder Each Shareholder and is enforceable in accordance with this agreementAgreement. 5.1.4 When this agreement Agreement takes effect, each shareholder Each Shareholder is a registered legitimate shareholder of the target company. Except for the rights under established by this agreementAgreement, the Equity Pledge Agreement signed with eHi Car Rental and the Exclusive Equity Transfer Call Option and Cooperation Agreement signed with the target company and eHi Car Rental, entrusted rights are free of Entrusted Rights do not contain any third party’s rights. In accordance with this agreementAgreement, the trustee Trustee may completely and fully exercise entrusted rights perform Entrusted Rights in accordance with Chinese PRC laws and Articles articles of Association association of the target company then in effectput into effect at the scheduled time. 5.2 The target company and eHi Car Rental respectively represent and warrant as follows: 5.2.1 It is a limited liability company duly registered and legally existing in accordance with laws, has independent corporate capacity, has full and independent legal status and legal capacity to sign, deliver and perform this agreement and may independently behaves as a subject of litigationparty to a lawsuit. 5.2.2 It has full right and authorization of signing and delivering this agreement Agreement and all other documents related to transactions under this agreement Agreement and full right and authorization of completing consummating transactions under this agreementAgreement. 5.3 The target company further represents and warrants that each shareholder Each Shareholder is a registered legitimate shareholder of the target company when this agreement Agreement takes effect. In accordance with this agreementAgreement, the trustee Trustee may completely and fully exercise entrusted rights perform Entrusted Rights in accordance with Chinese PRC laws and Articles articles of Association association of the target company then in effectput into effect at the scheduled time. 5.4 Each party Party hereby confirms each shareholder Each Shareholder has, in accordance with terms and conditions of Equity Pledge Agreement signed by each shareholder Each Shareholder and eHi Car Rental on March 13January 25, 20142015, pledged shares respectively held by each shareholder Each Shareholder in the target company to eHi Car Rental so as to guarantee each shareholder Each Shareholder and the target company’s performance of obligations under this agreementAgreement.

Appears in 1 contract

Sources: Agreement on Authorization to Exercise Shareholder’s Voting Power (eHi Car Services LTD)