Disclosures, Representations and Warranties by Transferee. Transferee hereby represents and warrants to Transferors that: 11.1 Transferee is a legal entity that has been duly established according to the laws of Delaware, United States and it is validly and legally in existence and also operating normally. 11.2 Transferee in signing this Contract and fulfilling all of its obligations stipulated herein shall not contravene or result in the violation of or constitute a failure to fulfil or an inability to fulfil any of the stipulations of Transferee’s Articles of Association or its internal rules, any laws, regulations, stipulations, or any authorizations or approvals from any government body or department or any contract or agreement that Transferee is a party to or is bound by. 11.3 No lawsuits, arbitrations, or other legal or administrative proceedings or governmental investigations are on-going against Transferee that will materially affect its ability to sign this Contract or fulfil its obligations under this Contract. 11.4 The Transferee covenants that, before complete the payment of all Transfer Price and the procedures of transfer of the Transfer Shares, it will not transfer or pledge all or part of the Transfer Shares to any other third party.
Appears in 3 contracts
Samples: Share Transfer Contract (China Electronics Holdings, Inc.), Share Transfer Contract (China Electronics Holdings, Inc.), Share Transfer Contract (China for-Gen Corp.)
Disclosures, Representations and Warranties by Transferee. Transferee hereby represents and warrants to Transferors that:
11.1 Transferee is a legal entity that has been duly established according to the laws of Delaware, United States and it is validly and legally in existence and also operating normally.
11.2 Transferee in signing this Contract and fulfilling all of its obligations stipulated herein shall not contravene or result in the violation of or constitute a failure to fulfil fulfill or an inability to fulfil fulfill any of the stipulations of Transferee’s Articles of Association or its internal rules, any laws, regulations, stipulations, or any authorizations or approvals from any government body or department or any contract or agreement that Transferee is a party to or is bound by.
11.3 No lawsuits, arbitrations, or other legal or administrative proceedings or governmental investigations are on-going against Transferee that will materially affect its ability to sign this Contract or fulfil fulfill its obligations under this Contract.
11.4 The Transferee covenants that, before complete the payment of all Transfer Price and the procedures of transfer of the Transfer Shares, it will not transfer or pledge all or part of the Transfer Shares to any other third party.
Appears in 1 contract
Samples: Share Transfer Contract (China Electronics Holdings, Inc.)