Handover. 17.1 Upon the date on which this Contract is approved by the Examination and Approval Authority, the Transferors and the Transferee shall organize a team responsible for the Hydropower Project handover and take joint and active actions to conduct the handover of the Object Company, the Hydropower Project and the Object Equity Interest, including but is not limited to handing over the production, operation and management, accounting and finance, assets checking and accounting, file documents, certificates and licenses, seals and project construction to the Transferee. 17.2 The Transferor shall assure that the assets of the Object Company and all rights and interests handed over to the Transferee shall not have any loss or damage compared with Appendix 6 and the audit by the Transferee listed in Appendix 2. The Transferors shall make a comprehensive and complete handover to the Transferees pursuant to the audit and completion of such handover is confirmed by the Transferees. 17.3 The handover shall include but is not limited to: (1) The business seals, special financial seals and special contract seals, [to list all] of the Object Company shall be handed over to the Transferee; (2) The Transferors and the Transferee shall check and count the assets of Object Company, compile the assets inventory and perform the handover with confirmation via signatures of the jobsite representatives of the Transferors and Transferee. The assets loss ascertained through the assets check and count procedure shall be compensated by the Transferors at the replacement value for such missing assets; (3) All original engineering drawings, contracts, agreements (including but not limited to project contracts, equipment contracts, installation contracts and material contracts) and any other file documents of the Hydropower Project shall be handed over to the Transferee; (4) The financial books and the accounting files shall be handed over to the Transferee; (5) The Transferors shall make technical disclosure to the Transferee about the companies responsible for the construction of the Hydropower Projects, equipment supply (manufacturer), design, supervision, quality inspection, output line and otherwise; and (6) Handover of all materials and files of the Object Company; (7) Other handover procedures as may be reasonably required by the Transferee. 17.4 The handover specified in Article 17.3 (1) of this Contract shall be completed on the Delivery Date. All other handovers shall be completed within seven (7) days of the Delivery Date. The completion of the handover shall be certified and confirmed by the representatives of the parties in writing. 17.5 The Transferors shall assure in the course of the handover, the construction and production of the power station is continuous, steady and secure. 17.6 The Transferors shall give their full cooperation and complete the handover relating to the Equity Interest Transfer. If the Transferors do not give cooperation and incur Damages to the Transferee or to the Object Company after the Equity Interest Transfer is completed, the Transferors shall bear the liability of compensation pursuant to the relevant laws. 17.7 The Transferors agree that the Hydropower Projects and related equipment and facilities of the Object Company have no quantitative and qualitative problems inconsistent with the evaluation report. If any quantitative and qualitative problems with the hydropower projects and equipment incur any losses to the Transferee, the Transferee is entitled to deduct corresponding sum from the fund payable or seek compensation from the Transferors.
Appears in 2 contracts
Samples: Equity Interest Transfer Contract (China Hydroelectric Corp), Equity Interest Transfer Contract (China Hydroelectric Corp)
Handover. 17.1 Upon payment of the date on which this Contract is approved by the Examination and Approval AuthorityFirst Installment, the Transferors and the Transferee shall organize a team responsible for the Hydropower Project handover and take joint and active actions to conduct the handover of the Object Company, the Hydropower Project and the Object Equity Interest, including but is not limited to handing over the production, operation and management, accounting and finance, assets checking and accounting, file documents, certificates and licenses, seals and project construction to the Transferee.
17.2 The Transferor shall assure that the assets of the Object Company and all rights and interests handed over to the Transferee shall not have any loss or damage compared with the result of Appendix 6 7 and the audit by the Transferee listed in Appendix 2. The Transferors shall make a comprehensive and complete handover to the Transferees pursuant to the audit and completion aforesaid result of such handover is confirmed by the Transferees.
17.3 The handover shall include but is not limited to:
(1) The business seals, special financial seals and special contract seals, [to list all] of the Object Company shall be handed over to the Transferee;
(2) The Transferors and the Transferee shall check and count the assets of Object Company, compile the assets inventory and perform the handover with confirmation via signatures of the jobsite representatives of the Transferors and Transferee. The assets loss ascertained through the assets check and count procedure shall be compensated by the Transferors at the replacement value for such missing assets;
(3) All original engineering drawings, contracts, agreements (including but not limited to project contracts, equipment contracts, installation contracts and material contracts) and any other file documents of the Hydropower Project shall be handed over to the Transferee;
(4) The financial books and the accounting files shall be handed over to the Transferee;
(5) The Transferors shall make technical disclosure to the Transferee about the companies responsible for the construction of the Hydropower Projects, equipment supply (manufacturer), design, supervision, quality inspection, output line and otherwise; and
(6) Handover of all materials and files of the Object Company;
(7) Other handover procedures as may be reasonably required by the Transferee.
17.4 The handover specified in Article 17.3 (1) of this Contract shall be completed on the Delivery Date. All other handovers shall be completed within seven (7) days of upon the Delivery DateFirst Installment. The completion of the handover shall be certified and confirmed by the representatives of the parties in writing.
17.5 The Transferors shall assure in the course of the handover, the construction and production of the power station is continuous, steady and secure.
17.6 The Transferors shall give their full cooperation and complete the handover relating to the Equity Interest Transfer. If the Transferors do not give cooperation and incur Damages to the Transferee or to the Object Company after the Equity Interest Transfer is completed, the Transferors shall bear the liability of compensation pursuant to the relevant laws.
17.7 The Transferors agree that the Hydropower Projects and related equipment and facilities of the Object Company have no quantitative and qualitative problems inconsistent with the evaluation reportreport of Appendix 6. If any quantitative and qualitative problems with the hydropower projects and equipment incur any losses to the Transferee, the Transferee is entitled to deduct corresponding sum from the fund payable or seek compensation from the Transferors.. Article 18 The credits and the debts of the Object Company listed in Appendix 6 to this Contract (hereinafter referred to as the “Credits and Debts”) shall be assumed by the Object Company after the Equity Interest Transfer is completed:
Appears in 2 contracts
Samples: Equity Interest Transfer Contract (China Hydroelectric Corp), Equity Interest Transfer Contract (China Hydroelectric Corp)
Handover. 17.1 Upon the date on which this Contract is approved by the Examination and Approval Authority, the Transferors and the Transferee shall organize a team responsible for the Hydropower Project handover and take joint and active actions to conduct the handover of the Object Company, the Hydropower Project and the Object Equity Interest, including but is not limited to handing over the production, operation and management, accounting and finance, assets checking and accounting, file documents, certificates and licenses, seals seal s and project construction to the Transferee.
17.2 The Transferor shall assure that the assets of the Object Company and all rights and interests Hydropower Project to be handed over to the Transferee shall not have any loss or damage compared with the result of the due diligence listed in Appendix 6 5 and the audit by the Transferee listed in Appendix 21. The Transferors shall make a comprehensive and complete handover to the Transferees pursuant to the audit and completion of such handover is confirmed by the Transferees.
17.3 The handover shall include but is not limited to:
(1) The business seals, special financial seals and special contract seals, [to list all] of the Object Company shall be handed over to the Transferee;
(2) The Transferors and the Transferee shall check and count the assets of Object Company, compile the assets inventory and perform the handover with confirmation via signatures of the jobsite representatives of the Transferors and Transferee. The assets loss ascertained through the assets check and count procedure shall be compensated by the Transferors at the replacement assessed value for such missing assets;
(3) All original engineering drawings, contracts, agreements (including but not limited to project contracts, equipment contracts, installation contracts and material contracts) and any other file documents of the Hydropower Project shall be handed over to the Transferee;
(4) The financial books and the accounting files shall be handed over to the Transferee;
(5) The Transferors shall make technical disclosure to the Transferee about the companies responsible for the construction of the Hydropower Projects, equipment supply (manufacturer), design, supervision, quality inspection, output line and otherwise; and
(6) Handover of all other materials and files of the Object Company;
(7) Other handover procedures as may be reasonably required by the Transferee.,
17.4 The handover specified in Article 17.3 (1) of this Contract shall be completed on the Delivery Date. All other handovers shall be completed within seven (7) days of the Delivery Date. The completion of the handover shall be certified First Installment and confirmed by the signatures of respective representatives of the parties in writingparties.
17.5 The Transferors shall assure in the course of the handover, the construction and production of the power station is continuous, steady and secure.
17.6 The Transferors shall give their full cooperation and complete the handover relating to the Equity Interest Transferhandover. If the Transferors do not give cooperation and incur Damages to the Transferee or to the Object Company after the Equity Interest Transfer is completed, the Transferors shall bear the liability of for compensation pursuant to the relevant laws.
17.7 The Transferors agree that the Hydropower Projects Project and related equipment and facilities of the Object Company have no quantitative and qualitative problems inconsistent with the evaluation report. If any quantitative and qualitative problems with the hydropower projects and equipment incur any losses to the Transferee, the Transferee is entitled to deduct corresponding sum from pursue the fund payable or seek compensation from Transferors for compensation. Article 18 The Original Bank Loans of the TransferorsObject Company as of the Base Date which have been disclosed by the Transferors to the Transferee, shall be assumed by the Object Company after the Equity Interest Transfer is completed.
Appears in 2 contracts
Samples: Equity Interest Transfer Contract (China Hydroelectric Corp), Equity Interest Transfer Contract (China Hydroelectric Corp)