Common use of Client’s Undertakings Clause in Contracts

Client’s Undertakings. The Client hereby represents, warrants and undertakes to ZUNDIAO that: 12.1 The Client has full power, authority and capacity to enter into this Agreement and to execute and perform all the Client’s obligations under this Agreement and where appropriate, the Client has obtained and taken all necessary corporate authorisations and other actions to execute and perform all obligations under this Agreement and each of the Client's obligations under this Agreement constitutes a valid and legally binding obligation of the Client’s in accordance with its terms. 12.2 The Client warrants that in case of an individual, he is of full age and capacity and in case of a firm or corporation, it is duly constituted and incorporated and has power to enter into this Agreement and all contracts made or to be made pursuant to this Agreement and such contracts are and will constitute legal binding and enforceable obligations of the Client. 12.3 The contents of this Agreement have been fully explained to the Client in a language preference of the Client and that the Client understands its contents and agrees with them. The Client has been asked to read the Risk Disclosure Statements, which have been provided to the Client and which are set out in ZUNDIAO's website xxxx://xxx.xxxxxxx.xx. 12.4 The Client is trading on its own account, unless it otherwise indicates to ZUNDIAO. 12.5 The Client is the person ultimately responsible for giving the instruction in relation to and is the ultimate beneficial owner in relation to each transaction in the Account (except where such other person or entity has been disclosed to ZUNDIAIO in the Account Application Form or other written notice has been given to ZUNDIAO). 12.6 The Client shall complete the Account Application Form and declare that all information provided is correct, true and complete. 12.7 The Client shall notify ZUNDIAO each other forthwith of any changes in the information supplied in the Account Application Form and/or this Agreement. The Client further undertakes to inform ZUNDIAO forthwith if there is any change in circumstances which, under applicable U.S. tax regulations, modifies the Client’s status as a "non-U.S. Person" and causes the Client to acquire the status of a "U.S. Person", or vice versa. 12.8 The Client shall not, without the prior written approval of ZUNDIAO, charge, pledge or allow to subsist any charge or pledge over Client’s Securities, commodities or monies in Account or grant or purport to grant an option over any Securities or monies in the Account. 12.9 The Client hereby expressly appoints ZUNDIAO and/or its authorised person(s) as its attorney and in its name and on his behalf to do and execute all acts, deeds, documents or things as ZUNDIAO considers necessary or desirable in connection with the implementation, execution and enforcement of the terms conferred by or arising out of this Agreement. The Client hereby further undertakes to ratify and confirm all such acts, deeds, documents or things so done by ZUNDIAO acting lawfully and in good faith. 12.10 The Client hereby acknowledges that in respect of all and any contracts it shall be deemed to have entered into the same upon its own judgment and at its sole risk, notwithstanding that he may have been advised by ZUNDIAO, its executives or staff. 12.11 Save as expressly provided in this Agreement, no failure to exercise, or delay in exercising, on the part of any party in this Agreement any right, power or privilege under this Agreement shall operate as a waiver, nor shall any single or partial exercise of any right, power or privilege preclude any other or further exercise of such right, power or privilege, or the exercise of any other right, power or privilege. No waiver by ZUNDIAO shall be effective unless it is in writing. The rights and remedies of ZUNDIAO are cumulative and not exclusive of any rights or remedies provided by Applicable Law. 12.12 The Client acknowledges and agrees that ZUNDIAO is not responsible for advising the Client of any disclosure obligations whether arising generally or as a result of any Securities transaction effected by ZUNDIAO or of any holding of Securities or otherwise by or on behalf of the Client. Such obligations of disclosure are personal obligations of the Client. ZUNDIAO shall not be obliged to give notice of holdings by or on behalf of the Client in any form or by any time limit save for any notice or statement to be issued by ZUNDIAO as expressly set out in this Agreement. ZUNDIAO shall not be liable for any loss, cost or expense of the Client arising from any failure or delay by the Client or any other person to disclose interests in accordance with any Market Requirements and the Client shall indemnify ZUNDIAO for any loss, cost or expense arising from any such failure, delay or default which may be suffered or incurred by ZUNDIAO.

Client’s Undertakings. The Client hereby represents, warrants and undertakes to ZUNDIAO that: 12.1 13.1 The Client has full power, authority and capacity to enter into this Agreement and to execute and perform all the Client’s obligations under this Agreement and where appropriate, the Client has obtained and taken all necessary corporate authorisations and other actions to execute and perform all obligations under this Agreement and each of the Client's obligations under this Agreement constitutes a valid and legally binding obligation of the Client’s in accordance with its terms. 12.2 13.2 The Client warrants that in case of an individual, he is of full age and capacity and in case of a firm or corporation, it is duly constituted and incorporated and has power to enter into this Agreement and all contracts made or to be made pursuant to this Agreement and such contracts are and will constitute legal binding and enforceable obligations of the Client. 12.3 13.3 The contents of this Agreement have been fully explained to the Client in a language preference of the Client and that the Client understands its contents and agrees with them. The Client has been asked to read the Risk Disclosure Statements, which have been provided to the Client and which are set out in ZUNDIAO's website xxxx://xxx.xxxxxxx.xx. 12.4 13.4 The Client is trading on its own account, unless it otherwise indicates to ZUNDIAO. 12.5 13.5 The Client is the person ultimately responsible for giving the instruction in relation to and is the ultimate beneficial owner in relation to each transaction in the Account (except where such other person or entity has been disclosed to ZUNDIAIO in the Account Application Form or other written notice has been given to ZUNDIAO). 12.6 13.6 The Client shall complete the Account Application Form and declare that all information provided is correct, true and complete. 12.7 13.7 The Client shall notify ZUNDIAO each other forthwith of any changes in the information supplied in the Account Application Form and/or this Agreement. The Client further undertakes to inform ZUNDIAO XXXXXXX forthwith if there is any change in circumstances which, under applicable U.S. tax regulations, modifies the Client’s status as a "non-U.S. Person" and causes the Client to acquire the status of a "U.S. Person", or vice versa. 12.8 13.8 The Client shall not, without the prior written approval of ZUNDIAO, charge, pledge or allow to subsist any charge or pledge over Client’s Securities, commodities or monies in Account or grant or purport to grant an option over any Securities or monies in the Account. 12.9 13.9 The Client hereby expressly appoints ZUNDIAO XXXXXXX and/or its authorised person(s) as its attorney and in its name and on his behalf to do and execute all acts, deeds, documents or things as ZUNDIAO XXXXXXX considers necessary or desirable in connection with the implementation, execution and enforcement of the terms conferred by or arising out of this Agreement. The Client hereby further undertakes to ratify and confirm all such acts, deeds, documents or things so done by ZUNDIAO XXXXXXX acting lawfully and in good faith. 12.10 13.10 The Client hereby acknowledges that in respect of all and any contracts it shall be deemed to have entered into the same upon its own judgment and at its sole risk, notwithstanding that he may have been advised by ZUNDIAOXXXXXXX, its executives or staff. 12.11 13.11 Save as expressly provided in this Agreement, no failure to exercise, or delay in exercising, on the part of any party in this Agreement any right, power or privilege under this Agreement shall operate as a waiver, nor shall any single or partial exercise of any right, power or privilege preclude any other or further exercise of such right, power or privilege, or the exercise of any other right, power or privilege. No waiver by ZUNDIAO shall be effective unless it is in writing. The rights and remedies of ZUNDIAO are cumulative and not exclusive of any rights or remedies provided by Applicable Law. 12.12 13.12 The Client acknowledges and agrees that ZUNDIAO XXXXXXX is not responsible for advising the Client of any disclosure obligations whether arising generally or as a result of any Securities transaction effected by ZUNDIAO XXXXXXX or of any holding of Securities or otherwise by or on behalf of the Client. Such obligations of disclosure are personal obligations of the Client. ZUNDIAO XXXXXXX shall not be obliged to give notice of holdings by or on behalf of the Client in any form or by any time limit save for any notice or statement to be issued by ZUNDIAO XXXXXXX as expressly set out in this Agreement. ZUNDIAO shall not be liable for any loss, cost or expense of the Client arising from any failure or delay by the Client or any other person to disclose interests in accordance with any Market Requirements and the Client shall indemnify ZUNDIAO for any loss, cost or expense arising from any such failure, delay or default which may be suffered or incurred by ZUNDIAO.

Client’s Undertakings. The Client hereby represents, warrants and undertakes to ZUNDIAO that: 12.1 13.1 The Client has full power, authority and capacity to enter into this Agreement and to execute and perform all the Client’s obligations under this Agreement and where appropriate, the Client has obtained and taken all necessary corporate authorisations and other actions to execute and perform all obligations under this Agreement and each of the Client's obligations under this Agreement constitutes a valid and legally binding obligation of the Client’s in accordance with its terms. 12.2 13.2 The Client warrants that in case of an individual, he is of full age and capacity and in case of a firm or corporation, it is duly constituted and incorporated and has power to enter into this Agreement and all contracts made or to be made pursuant to this Agreement and such contracts are and will constitute legal binding and enforceable obligations of the Client. 12.3 13.3 The contents of this Agreement have been fully explained to the Client in a language preference of the Client and that the Client understands its contents and agrees with them. The Client has been asked to read the Risk Disclosure Statements, which have been provided to the Client and which are set out in ZUNDIAO's website xxxx://xxx.xxxxxxx.xx. 12.4 13.4 The Client is trading on its own account, unless it otherwise indicates to ZUNDIAO. 12.5 13.5 The Client is the person ultimately responsible for giving the instruction in relation to and is the ultimate beneficial owner in relation to each transaction in the Account (except where such other person or entity has been disclosed to ZUNDIAIO in the Account Application Form or other written notice has been given to ZUNDIAO). 12.6 13.6 The Client shall complete the Account Application Form and declare that all information provided is correct, true and complete. 12.7 13.7 The Client shall notify ZUNDIAO each other forthwith of any changes in the information supplied in the Account Application Form and/or this Agreement. The Client further undertakes to inform ZUNDIAO XXXXXXX forthwith if there is any change in circumstances which, under applicable U.S. tax regulations, modifies the Client’s status as a "non-U.S. Person" and causes the Client to acquire the status of a "U.S. Person", or vice versa. 12.8 13.8 The Client shall not, without the prior written approval of ZUNDIAO, charge, pledge or allow to subsist any charge or pledge over Client’s Securities, commodities or monies in Account or grant or purport to grant an option over any Securities or monies in the Account. 12.9 13.9 The Client hereby expressly appoints ZUNDIAO XXXXXXX and/or its authorised person(s) as its attorney and in its name and on his behalf to do and execute all acts, deeds, documents or things as ZUNDIAO XXXXXXX considers necessary or desirable in connection with the implementation, execution and enforcement of the terms conferred by or arising out of this Agreement. The Client hereby further undertakes to ratify and confirm all such acts, deeds, documents or things so done by ZUNDIAO XXXXXXX acting lawfully and in good faith. 12.10 13.10 The Client hereby acknowledges that in respect of all and any contracts it shall be deemed to have entered into the same upon its own judgment and at its sole risk, notwithstanding that he may have been advised by ZUNDIAO, its executives or staff. 12.11 13.11 Save as expressly provided in this Agreement, no failure to exercise, or delay in exercising, on the part of any party in this Agreement any right, power or privilege under this Agreement shall operate as a waiver, nor shall any single or partial exercise of any right, power or privilege preclude any other or further exercise of such right, power or privilege, or the exercise of any other right, power or privilege. No waiver by ZUNDIAO shall be effective unless it is in writing. The rights and remedies of ZUNDIAO are cumulative and not exclusive of any rights or remedies provided by Applicable Law. 12.12 13.12 The Client acknowledges and agrees that ZUNDIAO XXXXXXX is not responsible for advising the Client of any disclosure obligations whether arising generally or as a result of any Securities transaction effected by ZUNDIAO or of any holding of Securities or otherwise by or on behalf of the Client. Such obligations of disclosure are personal obligations of the Client. ZUNDIAO shall not be obliged to give notice of holdings by or on behalf of the Client in any form or by any time limit save for any notice or statement to be issued by ZUNDIAO as expressly set out in this Agreement. ZUNDIAO shall not be liable for any loss, cost or expense of the Client arising from any failure or delay by the Client or any other person to disclose interests in accordance with any Market Requirements and the Client shall indemnify ZUNDIAO for any loss, cost or expense arising from any such failure, delay or default which may be suffered or incurred by ZUNDIAO.