Continuity and Non-waiver Sample Clauses

Continuity and Non-waiver. 6.1 The Equity Pledge hereunder is a continuous guarantee, which will remain in force until all Contractual Obligations are fully performed or all Secured Debts are fully repaid. Any waiver, grace granted by the Pledgee to the Pledgors with respect to any default, or any delay by the Pledgee in exercising its rights under the Transaction Agreements and the Agreement, shall not prejudice the Pledgee’s right to subsequently enforce the Agreement, the PRC Laws and the Transaction Agreements, including (i) to procure the Pledgors to strictly perform the Transaction Agreement and the Agreement, and (ii) to enforce any rights of the Pledgee arising from a breach of the Transaction Agreements and/or the Agreement by the Pledgors.
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Continuity and Non-waiver. The Pledge of Shareholding created by this Agreement is a continuing guarantee, and shall remain valid with full force until complete performance of the Contract Obligations and full discharge of the Secured Debts. Any waiver, tolerance or delay by the Pledgee in respect of the exercise of any right or privilege under the Transaction Agreements and this Agreement shall in no event prevent the Pledgee from demanding strict adherence by the Pledgors to the Transaction Agreements and this Agreement on any further occasion, nor affect any rights or remedies the Pledgee would otherwise be entitled to for any breach by the Pledgors of the obligations under the Transaction Agreement and/or this Agreement.
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Continuity and Non-waiver. The Shares Pledge hereunder is a continuous guarantee, which will remain in force until all Contractual Obligations are fully performed or all Secured Debts are fully repaid. No waiver or grace granted by the Pledgee to the Pledgor with respect to any default and no delay of the Pledgee in exercising any right enjoyed by it under the Transaction Agreements and the Agreement, shall affect the right of the Pledgee at any time afterwards in accordance with the Agreement, the Chinese Law and the Transaction Agreements to require the Pledgor to strictly implement the Transaction Agreements and the Agreement or the rights enjoyed by the Pledgee due to any breach of the Transaction Agreements and/or the Agreement by the Pledgor afterwards.
Sample 1
Continuity and Non-waiver. The assets mortgage under this Agreement is a consecutive security, which shall be valid until Secured Debt are completely discharged. Exemption and grace that Party B grants with regard to any breach of contract of Party A or any rights under the Loan Agreement and this Agreement that Party B postpones to exert, may not impact rights of Party B to ask Party A to strictly execute, at any time in the future, the Loan Agreement and this Agreement or rights enjoyed by Party B due to Party A’s violation of Loan Agreement and/or this Agreement, under this Agreement, Loan Agreement and relevant Chinese laws.
Sample 1
Continuity and Non-waiver. Share pledge set under this Agreement is guarantee of continuity, of which validity shall continue until Secured Debt are completely liquidated. Exemption and grace that Pledgee grants with regard to any breach of contract of Pledgor or any rights under Loan Agreement and under this Agreement that Pledgee postpones to exert, may not impact rights of Pledgee to ask Pledgor to strictly execute, at any time in the future, the Loan Agreement and this Agreement or rights enjoyed by Pledgee due to Pledgor’s violation of Loan Agreement and/or this Agreement, under this Agreement, Loan Agreement and relevant Chinese laws.
Sample 1
Continuity and Non-waiver. The Equity Pledge created hereunder is a continuous guarantee and its validity shall continue until the Contractual Obligations are fully fulfilled or the Guaranteed Liabilities are fully repaid. Neither the Pledgee’s waiver or grace of any breach by the Pledgors, nor the Pledgee’s delay in exercising any of its rights hereunder shall affect the Pledgee’s right to require the Pledgors to strictly enforce the Transaction Agreements and this Agreement at any time thereafter, or any right the Pledgee may enjoy in case of the Pledgors’ subsequent breach of their obligations under the Transaction Agreements and/or this Agreement, both in accordance with this Agreement, relevant Laws of China’s and the Transaction Agreements.
Sample 1
Continuity and Non-waiver. 1. The Equity Pledge established under the Agreement is a continuous security, and its validity shall continue until the Contractual Obligations are fully performed or the Guaranteed Debts are fully settled. Long-Spring Education Holding and the Pledgers shall take all actions to ensure that the Equity Pledge’s registration will continue to be valid during this period. The Pledgee’s waiver of any default by the Pledgers or the Pledgee’s delay in exercising any of its rights under the Series of Cooperation Agreements shall not impair the Pledgee’s right to request the Pledgers, the Domestic Affiliates at any time in the future in accordance with the series of cooperation agreement to perform the Series of Cooperation Agreements or the rights that the Pledgee shall have due to the subsequent default of the Series of Cooperation Agreements by the Pledgers or the Domestic Affiliates.
Sample 1
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Continuity and Non-waiver. 6.1 The equity pledge created hereunder is a continuing guarantee and shall remain valid until the contractual obligations are fully fulfilled or the secured debts are fully discharged. No waiver or relief by the Pledgee from any default of the Pledgor or delay by the Pledgee in exercising any of its rights under the transaction agreement and this Agreement shall affect the Pledgee’s rights under this Agreement and the relevant laws of the PRC and the transaction agreement to require strict performance of the transaction agreement and this Agreement by the Pledgor at any time thereafter or the Pledgee’s rights arising from any subsequent breach of the transaction agreement and/or this Agreement by the Pledgor.
Sample 1
Continuity and Non-waiver. 6.1 The Equity Pledge established under this Agreement shall be a continuous guarantee, and its validity shall continue until the Contractual Obligations are fully fulfilled or the Secured Indebtedness is fully paid off. Neither any waiver or extension granted by the Pledgee to the Pledgor with respect to any breach of the Pledgor, nor any delay of the Pledgee in exercising any of its rights under the Transaction Agreement and this Agreement shall affect the Pledgee’s rights under the Transaction Agreements, this Agreement and relevant PRC Law, to require at any time thereafter the Pledgors to strictly perform the Transaction Agreements and this Agreement or any rights the Pledgee enjoys as a result of any subsequent breach by the Pledgor of the Transaction Agreement and/or this Agreement.
Sample 1

Related to Continuity and Non-waiver

  • Continuity and No Waiver The Equity Pledge hereunder is a continuous security, and will continue to be valid until the full performance of the Contract Obligations or the full discharge and satisfaction of the Secured Debts. Neither exemption or grace period granted by the Pledgee to the Pledgor in respect of any breach, nor delay by the Pledgee in exercising any of its rights under the Transaction Agreements and this Agreement, shall affect the rights of the Pledgee under this Agreement, relevant PRC Law and the Transaction Agreements, the rights of the Pledgee to demand at any time thereafter the strict performance of the Transaction Agreements and this Agreement by the Pledgor or the rights the Pledgee may be entitled to due to any subsequent breach by the Pledgor of his obligations under the Transaction Agreements and/or this Agreement.

  • Confidentiality and Non-Use The recipient of a disclosing Party’s Confidential Information shall maintain such Confidential Information in confidence, and shall disclose such Confidential Information only to its employees, agents, consultants, Affiliates, licensors, sublicensees, attorneys, accountants, investors, potential acquirors and advisors who have a reasonable need to know such Confidential Information and who are bound by obligations of confidentiality and non-use no less restrictive than those set forth herein and for whom each Party shall be responsible for any breach of this Section 6. The recipient of the disclosing Party’s Confidential Information shall use such Confidential Information solely to exercise its rights and perform its obligations under this Agreement (including, without limitation, the right to use and disclose such Confidential Information in regulatory applications and filings), unless otherwise mutually agreed in writing. The recipient of the other Party’s Confidential Information shall take the same degree of care that it uses to protect its own confidential and proprietary information of a similar nature and importance (but in any event no less than reasonable care).

  • Confidentiality and Non-Disparagement Except as required to be publicly disclosed, Consultant and any associated personnel, consultants, advisors, professionals or other affiliates (collectively “Consultant Representatives”) agree to treat confidentially and to maintain in strict confidence the existence and terms of this Agreement. In the event that Consultant or Consultant Representatives become legally compelled to disclose any Confidential Information (as defined in the Non-Disclosure Agreement signed by the Parties), it will provide Company with reasonable notice so that Company may seek a protective order or other appropriate remedy or waive compliance with the provisions of the Agreement. In the event that such protective order or other remedy is not obtained, or that Company waives compliance with the provisions of the Agreement, Consultant or Consultant Representatives will furnish only that portion of the Agreement that it is advised by opinion of counsel (reasonably acceptable to Company) is legally required and will endeavor to obtain assurance that confidential treatment will be accorded the remainder of the Agreement. Consultant and its Representatives further agree that they will not engage in any disparagement of the Company or any of its personnel, Board, consultants, advisors, professionals or other affiliates (collectively “Company Representatives”) in any written, oral or broadcast form in any medium whatsoever. Consultant and its Representatives acknowledge that money damages may be both incalculable and an insufficient remedy for any breach of this Section 5, and that any such breach would cause the Company and/or Company Representatives irreparable harm. Accordingly, Consultant agrees that in the event of any breach or threatened breach hereof by Consultant or by its Representatives of this Section 5, (i) the Company shall become entitled, in addition to any other available remedies at law, without the requirement to mitigate damages or take any other action, to equitable relief, including injunctive relief and specific performance without the posting of any bond or other security, and (ii) that the Company shall become entitled to terminate this Agreement and cease making any payments pursuant to Section 2(b) hereof that have not yet been paid, and (iii) depending upon the severity of the breach, Consultant shall, upon any such termination of this Agreement pursuant to this Section 5, forfeit to the Company within five business days following the date of such termination up to the full amount of any and all Securities paid by Company to Consultant or its Representatives pursuant to Section 2 hereof.

  • Confidentiality and Non-Competition Agreement All employees of the Group Companies with access to Groups Companies’ confidential information have entered into a standard confidentiality and non-competition agreements. To the best of knowledge of the Group Companies, none of these employees are in breach of such agreements in any material respect. To the best knowledge of the Group Companies and except as disclosed in the Disclosure Schedule, none of the Key Employees (as defined below) is obligated under any contract, or subject to any judgment, decree or order of any Governmental Authority, that would interfere with the use of his or her best efforts to promote the interests of the Group Companies or that would conflict with the Group Companies’ businesses as proposed to be conducted. To the best knowledge of the Group Companies, neither the execution or delivery of this Agreement or the other Transaction Documents, nor the carrying on of the any Group Company’s businesses by its employees, nor the conduct of the any Group Company’s businesses as proposed, will conflict with or result in a breach of the terms, conditions or provisions of, or constitute a default under, any contract, covenant or instrument under which any of such employees is now obligated in any material respect.

  • Confidentiality and Non-Competition To the Company’s knowledge, no director, officer, key employee or consultant of the Company is subject to any confidentiality, non-disclosure, non-competition agreement or non-solicitation agreement with any employer or prior employer that could reasonably be expected to materially affect his ability to be and act in his respective capacity of the Company or be expected to result in a Material Adverse Change.

  • Confidentiality and Non-Competitions To the Company’s knowledge, no director, officer, key employee or consultant of the Company is subject to any confidentiality, non-disclosure, non-competition agreement or non-solicitation agreement with any employer or prior employer that could reasonably be expected to materially affect his ability to be and act in his respective capacity of the Company or be expected to result in a Material Adverse Change.

  • Confidentiality and Non-Disclosure The Executive hereby agrees at all times during the term of the Employment and after his termination, to hold in the strictest confidence, and not to use, except for the benefit of the Company, or to disclose to any person, corporation or other entity without prior written consent of the Company, any Confidential Information. The Executive understands that “Confidential Information” means any proprietary or confidential information of the Company, its affiliates, or their respective clients, customers or partners, including, without limitation, technical data, trade secrets, research and development information, product plans, services, customer lists and customers, supplier lists and suppliers, software developments, inventions, processes, formulas, technology, designs, hardware configuration information, personnel information, marketing, finances, information about the suppliers, joint ventures, franchisees, distributors and other persons with whom the Company does business, information regarding the skills and compensation of other employees of the Company or other business information disclosed to the Executive by or obtained by the Executive from the Company, its affiliates, or their respective clients, customers or partners, either directly or indirectly, in writing, orally or otherwise, if specifically indicated to be confidential or reasonably expected to be confidential. Notwithstanding the foregoing, Confidential Information shall not include information that is generally available and known to the public through no fault of the Executive.

  • Confidentiality and Noncompetition The Executive shall enter into the Confidentiality Agreement and Non-Compete Agreement. The Executive’s execution of those agreements is a material inducement for the Company to enter into this Agreement. Therefore, this Agreement will be null and void unless the Executive enters into the Confidentiality Agreement and the Non-Compete Agreement.

  • Confidentiality and Nondisclosure (a) Employee understands and agrees that he will be given Confidential Information (as defined below) and Training (as defined below) during his employment with Employer relating to the business of Employer and/or its Affiliates (as defined below). Employee hereby expressly agrees to maintain in strictest confidence and not to use in any way (including without limitation in any future business relationship of Employee), publish, disclose or authorize anyone else to use, publish or disclose in any way, any Confidential Information relating in any manner to the business or affairs of Employer and/or its Affiliates. Employee agrees further not to remove or retain any figures, calculations, letters, documents, lists, papers, or copies thereof, which embody Confidential Information of Employer and/or its Affiliates, and to return, prior to Employee's termination of employment, any such information in Employee's possession. If Employee discovers, or comes into possession of, any such information after his termination he shall promptly return it to Employer. Employee acknowledges that the provisions of this paragraph are consistent with Employer's Code of Conduct with which Employee, as an employee of Employer, is bound.

  • Cooperation and Non-Disparagement The Executive agrees that, during the twelve-month period following his or her cessation of employment, he or she shall cooperate with the Company in every reasonable respect and shall use his or her best efforts to assist the Company with the transition of Executive’s duties to his or her successor. The Executive further agrees that, during this twelve-month period, he or she shall not in any way or by any means disparage the Company, the members of the Company’s Board of Directors or the Company’s officers and employees.

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