Company operation Clause Samples
The 'Company operation' clause defines the rules and procedures governing how a company conducts its day-to-day business activities. It typically outlines the roles and responsibilities of management, decision-making processes, and the scope of authority for officers or directors. For example, it may specify how meetings are called, how decisions are approved, and who is authorized to enter into contracts on behalf of the company. This clause ensures that the company's operations are carried out in an organized and consistent manner, reducing the risk of disputes and providing clarity for all stakeholders.
Company operation. 1.1 Pursuant to the Exclusive Technology License and Services Agreement entered into by and between Party A and Party C, Party C shall make relevant payments to Party A for the purpose of ensuring Party C’s normal operation and its ability to make abovementioned payments on time, the Parties hereby mutually agree that, from the execution date of this Agreement, without Party A’s prior written consent, neither shall Party B and Party C be directly or indirectly engaged in, nor shall Party B procure Party C to be directly or indirectly engaged in any transactions or similar actions that may have a material impact on Party C’s assets, rights and interests, and operations, etc., including but not limited to the following:
1.1.1 transfer the relevant rights and obligations under this Agreement to any third party;
1.1.2 supplement, alter or modify the provisions of the Articles of Association of Party C (a private non-enterprise entity), increase or decrease the start-up capital in any manner, or change the organizer of Party C by other means;
1.1.3 transfer or promise to transfer the sponsorship of Party C to third parties in any manner, or dispose or reduce the organizing/hosting right of Party C by other means, or create any mortgage, pledge, security or other restrictions on such rights and interests of the organizing/hosting right of Party C
1.1.4 procure or agree to Party C’s sale, transfer, mortgage, or otherwise dispose of any assets, rights, business, external investment, or acquisition of any assets, rights, business or external investment of third parties, or creation of any security interests or rights restriction on any assets, rights, business or external investment, or to the making any commitments to any of the above, other than in the Normal Course of Business.
1.1.5 procure the closure or suspension of the business of Party C or the dissolution or liquidation of Party C, change the main business or business policy of Party C, or conduct any business activities that Party C has not conducted yet;
1.1.6 procure or agree to Party C’s assumption of any debts or the provision of any loans or guarantees to third parties other than in the Normal Course of Business;
1.1.7 enter into or procure Party C to enter into any agreements, commitments or documents that have a material impact on Party C other than in the Normal Course of Business;
1.1.8 enter into or procure Party C to enter into any material business contracts in Party C’s Normal Course of Busi...
Company operation. During the period from the execution of the Agreement up to the alternation registration with the Administration for Industry and Commerce accepted by the Parties, unless as is specified in the Agreement and the Exhibits to the Agreement or approved by the Transferee in written form, the Transferors and the Target Company promise that they shall:
(a) be operating in an ordinary course of business. They will continue to develop its relationship with customers so that the Target Company's reputation and operation will not experience materially adverse influence after the capital increase and transfer of equity;
(b) pay the due payables and other liabilities in the ordinary course of business, and shall not make any unusual transactions thereby incurring unusual liabilities. Except for the ordinary course of business, the Target Company shall not repay the loan, or disburse trade payables in advance or delay;
(c) perform the contracts, agreements, or other documents in respect of the Target Company's assets and business in a timely manner;
(d) not reconcile or waive, alter its request or other rights without the written approval by the Transferee, except for the ordinary course of business;
(e) make their best efforts to maintain the legal operation of the Target Company, and shall not separate, nor merger with any third party or acquire the assets or business of a third party;
(f) not breach the representation and warranties in the Agreement through action or inaction;
(g) inform the Transferee in writing of relevant events, facts, conditions, changes or other information which have had or might have materially adverse impact on the Target Company in a timely manner; and
(h) handle the tax affairs of the Target Company as usual in full compliance with relevant laws and regulations.
Company operation. Corporate management will determine all policy for the company and carry out that policy. Meetings can be held in person or by phone or actions can be consented to in writing without a meeting. Special duties, if any, of X and Y are as follows: The corporation will be located, initially, at . The phone number is and the FAX number is
Company operation. During the period from the execution of the Agreement up to the alternation of registration with the Administration for Industry and Commerce accepted by the Parties, unless as specified in the Agreement and the Exhibits to the Agreement or approved by PKU in written form, ▇▇ ▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇▇ covenant that the Company will:
7.1.1 be operating in a normal way. The Company will continue to maintain its relationship with customers so that the Company’s reputation and operation will not be materially adversely affected after the capital increase and the Equity Transfer;
7.1.2 will not distribute bonus or declare dividends or repurchase shares, nor make any unusual transactions thus incurring unusual liabilities. Except for the ordinary course of business, the Company shall not repay the loan, or disburse trade payables in advance or delay;
7.1.3 shall pay the due payables and other liabilities in the ordinary course of business;
7.1.4 shall perform the contracts, agreements or other documents in respect of the Company’s assets and business in a timely manner;
7.1.5 shall not, except for the ordinary course of business, reconcile or waive, alter its request or other rights without the written approval by PKU;
7.1.6 shall try its best to procure from competent authorities all permits and other approvals and consents necessary for its operation, so that the Company can maintain its legal operation;
7.1.7 shall not separate, nor merger with any third party or acquire the assets or business of a third party;
7.1.8 shall not breach the representation and warranties of the Agreement through action or omission;
7.1.9 shall inform PKU of relevant events, facts, conditions, changes or other cases which have had or might have materially adverse impact on the Company in a timely manner;
7.1.10 shall handle the tax affairs of the Company as usual in full compliance with relevant laws and regulations of China.