Common use of Indebtedness; Contracts; No Defaults Clause in Contracts

Indebtedness; Contracts; No Defaults. (a) Schedule 3.7 sets forth a true, complete and correct list of all material instruments, agreements, indentures, mortgages, guarantees, notes, commitments, accommodations, letters of credit or other arrangements or understandings, whether written or oral, to which GGCES or the Subsidiary is a party (collectively, the "GGCES Operating Agreements"). An agreement shall not be considered material for the purposes of this Section 3.7(a) if it provides for expenditures or receipts of less than RMB500,000 and has been entered into by GGCES or the Subsidiary in the ordinary course of business. The GGCES Operating Agreements constitute all of the contracts, agreements, understandings and arrangements required for the operation of the business of GGCES and the Subsidiary or which have a material effect thereon. Copies of all such material written GGCES Operating Agreements have previously been delivered or otherwise made available to the Company and such copies are true, complete and correct as of the date hereof. (b) Except as disclosed on Schedule 3.7, neither GGCES, the Subsidiary, nor, to GGCES's knowledge, any other person or entity is in breach in any material respect of, or in default in any material respect under, any material contract, agreement, arrangement, commitment or plan to which GGCES or the Subsidiary is a party, and no event or action has occurred, is pending or is threatened, which, after the giving of notice, passage of time or otherwise, would constitute or result in such a material breach or material default by GGCES or the Subsidiary or, to the knowledge of any other person or entity. Neither GGCES nor the Subsidiary has received any notice of default under any contract, agreement, arrangement, commitment or plan to which it is a party, which default has not been cured to the satisfaction of, or duly waived by, the party claiming such default on or before the date hereof.

Indebtedness; Contracts; No Defaults. (a) Item 3.7 of the Disclosure Schedule 3.7 sets forth a true, complete and correct list of all material instruments, agreements, indentures, mortgages, guarantees, notes, commitments, accommodations, letters of credit or other arrangements or understandings, whether written or oral, to which GGCES Value or the any Subsidiary is a party (collectively, the "GGCES Value Operating Agreements"). An agreement shall not be considered material for the purposes of this Section 3.7(a) if it provides for expenditures or receipts of less than RMB500,000 $500 and has been entered into by GGCES Value or the a Subsidiary in the ordinary course of business. The GGCES Value Operating Agreements constitute all of the contracts, agreements, understandings and arrangements required for the operation of the business of GGCES Value and the Subsidiary Subsidiaries or which have a material effect thereon. Copies of all such material written GGCES Value Operating Agreements have previously been delivered or otherwise made available to the Company and such copies are true, complete and correct as of the date hereof. (b) Except as disclosed on Schedule 3.7in Item 3.7 of the Disclosure Schedule, neither GGCESValue, the any Subsidiary, nor, to GGCESValue's knowledge, any other person or entity is in breach in any material respect of, or in default in any material respect under, any material contract, agreement, arrangement, commitment or plan to which GGCES Value or the any Subsidiary is a party, and no event or action has occurred, is pending or is threatened, which, after the giving of notice, passage of time or otherwise, would constitute or result in such a material breach or material default by GGCES Value or the any Subsidiary or, to the knowledge of Value, any other person or entity. Neither GGCES Value nor the any Subsidiary has received any notice of default under any contract, agreement, arrangement, commitment or plan to which it is a party, which default has not been cured to the satisfaction of, or duly waived by, the party claiming such default on or before the date hereof.

Indebtedness; Contracts; No Defaults. (a) Item 3.7 of the Disclosure Schedule 3.7 sets forth a true, complete and correct list of all material instruments, agreements, indentures, mortgages, guarantees, notes, commitments, accommodations, letters of credit or other arrangements or understandings, whether written or oral, to which GGCES Pure Vision or the any Subsidiary is a party (collectively, the "GGCES Pure Vision Operating Agreements"). An agreement shall not be considered material for the purposes of this Section 3.7(a) if it provides for expenditures or receipts of less than RMB500,000 $2,000 and has been entered into by GGCES Pure Vision or the a Subsidiary in the ordinary course of business. The GGCES Pure Vision Operating Agreements constitute all of the contracts, agreements, understandings and arrangements required for the operation of the business of GGCES Pure Vision and the Subsidiary Subsidiaries or which have a material effect thereon. Copies of all such material written GGCES Pure Vision Operating Agreements have previously been delivered or otherwise made available to the Company and such copies are true, complete and correct as of the date hereof. (b) Except as disclosed on Schedule 3.7in Item 3.7 of the Disclosure Schedule, neither GGCESPure Vision, the any Subsidiary, nor, to GGCESPure Vision's knowledge, any other person or entity is in breach in any material respect of, or in default in any material respect under, any material contract, agreement, arrangement, commitment or plan to which GGCES Pure Vision or the any Subsidiary is a party, and no event or action has occurred, is pending or is threatened, which, after the giving of notice, passage of time or otherwise, would constitute or result in such a material breach or material default by GGCES Pure Vision or the any Subsidiary or, to the knowledge of Pure Vision, any other person or entity. Neither GGCES Pure Vision nor the any Subsidiary has received any notice of default under any contract, agreement, arrangement, commitment or plan to which it is a party, which default has not been cured to the satisfaction of, or duly waived by, the party claiming such default on or before the date hereof.

Indebtedness; Contracts; No Defaults. (a) Item 3.7 of the Disclosure Schedule 3.7 sets forth a true, complete and correct list of all material instruments, agreements, indentures, mortgages, guarantees, notes, commitments, accommodations, letters of credit or other arrangements or understandings, whether written or oral, to which GGCES ATHI or the any Subsidiary is a party (collectively, the "GGCES ATHI Operating Agreements"). An agreement shall not be considered material for the purposes of this Section 3.7(a) if it provides for expenditures or receipts of less than RMB500,000 $100,000 and has been entered into by GGCES ATHI or the a Subsidiary in the ordinary course of business. The GGCES ATHI Operating Agreements constitute all of the contracts, agreements, understandings and arrangements required for the operation of the business of GGCES ATHI and the Subsidiary Subsidiaries or which have a material effect thereon. Copies of all such material written GGCES ATHI Operating Agreements have previously been delivered or otherwise made available to the Company and such copies are true, complete and correct as of the date hereof. (b) Except as disclosed on Schedule 3.7in Item 3.7 of the Disclosure Schedule, neither GGCESATHI, the any Subsidiary, nor, to GGCESATHI's knowledge, any other person or entity is in breach in any material respect of, or in default in any material respect under, any material contract, agreement, arrangement, commitment or plan to which GGCES ATHI or the any Subsidiary is a party, and no event or action has occurred, is pending or is threatened, which, after the giving of notice, passage of time or otherwise, would constitute or result in such a material breach or material default by GGCES ATHI or the any Subsidiary or, to the knowledge of ATHI, any other person or entity. Neither GGCES ATHI nor the any Subsidiary has received any notice of default under any contract, agreement, arrangement, commitment or plan to which it is a party, which default has not been cured to the satisfaction of, or duly waived by, the party claiming such default on or before the date hereof.

Indebtedness; Contracts; No Defaults. (a) Item 3.7 of the Disclosure Schedule 3.7 sets forth a true, complete and correct list of all material instruments, agreements, indentures, mortgages, guarantees, notes, commitments, accommodations, letters of credit or other arrangements or understandings, whether written or oral, to which GGCES ATHI or the any Subsidiary is a party (collectively, the "GGCES ATHI Operating Agreements"). An agreement shall not be considered material for the purposes of this Section 3.7(a) if it provides for expenditures or receipts of less than RMB500,000 $100,000 and has ------- been entered into by GGCES ATHI or the a Subsidiary in the ordinary course of business. The GGCES ATHI Operating Agreements constitute all of the contracts, agreements, understandings and arrangements required for the operation of the business of GGCES ATHI and the Subsidiary Subsidiaries or which have a material effect thereon. Copies of all such material written GGCES ATHI Operating Agreements have previously been delivered or otherwise made available to the Company and such copies are true, complete and correct as of the date hereof. (b) Except as disclosed on Schedule 3.7in Item 3.7 of the Disclosure Schedule, neither GGCESATHI, the any Subsidiary, nor, to GGCESATHI's knowledge, any other person or entity is in breach in any material respect of, or in default in any material respect under, any material contract, agreement, arrangement, commitment or plan to which GGCES ATHI or the any Subsidiary is a party, and no event or action has occurred, is pending or is threatened, which, after the giving of notice, passage of time or otherwise, would constitute or result in such a material breach or material default by GGCES ATHI or the any Subsidiary or, to the knowledge of ATHI, any other person or entity. Neither GGCES ATHI nor the any Subsidiary has received any notice of default under any contract, agreement, arrangement, commitment or plan to which it is a party, which default has not been cured to the satisfaction of, or duly waived by, the party claiming such default on or before the date hereof.

Indebtedness; Contracts; No Defaults. (a) Item 2.7 of the Disclosure Schedule 3.7 sets forth a true, complete and correct list of all material instruments, agreements, indentures, mortgages, guarantees, notes, commitments, accommodations, letters of credit or other arrangements or understandings, whether written or oral, to which GGCES the Company or the any Subsidiary is a party (collectively, the "GGCES Operating Agreements"). An agreement shall not be considered material for the purposes of this Section 3.7(a2.7(a) if it provides for expenditures or receipts of less than RMB500,000 $50,000 and has been entered into by GGCES the Company or the a Subsidiary in the ordinary course of business. The GGCES Operating Agreements constitute all of the contracts, agreements, understandings and arrangements required for the operation of the business of GGCES the Company and the Subsidiary Subsidiaries or which have a material effect thereon. Copies of all such material written GGCES Operating Agreements have previously been delivered or otherwise made available to the Company Sellers and such copies are true, complete and correct as of the date hereof. (b) Except as disclosed on Schedule 3.7in Item 2.7 of the Disclosure Schedule, neither GGCESthe Company, the any Subsidiary, nor, to GGCESthe Company's knowledge, any other person or entity is in breach in any material respect of, or in default in any material respect under, any material contract, agreement, arrangement, commitment or plan to which GGCES the Company or the any Subsidiary is a party, and no event or action has occurred, is pending or is threatened, which, after the giving of notice, passage of time or otherwise, would constitute or result in such a material breach or material default by GGCES the Company or the any Subsidiary or, to the knowledge of the Company, any other person or entity. Neither GGCES the Company nor the any Subsidiary has received any notice of default under any contract, agreement, arrangement, commitment or plan to which it is a party, which default has not been cured to the satisfaction of, or duly waived by, the party claiming such default on or before the date hereof.

Indebtedness; Contracts; No Defaults. (a) Item 2.7 of the Disclosure Schedule 3.7 sets forth a true, complete and correct list of all material instruments, agreements, indentures, mortgages, guarantees, notes, commitments, accommodations, letters of credit or other arrangements or understandings, whether written or oral, to which GGCES the Company or the any Subsidiary is a party (collectively, the "GGCES Operating Agreements"). An agreement shall not be considered material for the purposes of this Section 3.7(a2.7(a) if it provides for expenditures or receipts of less than RMB500,000 $1,000 and has been entered into by GGCES the Company or the a Subsidiary in the ordinary course of business. The GGCES Operating Agreements constitute all of the contracts, agreements, understandings and arrangements required for the operation of the business of GGCES the Company and the Subsidiary Subsidiaries or which have a material effect thereon. Copies of all such material written GGCES Operating Agreements have previously been delivered or otherwise made available to the Company Sellers and such copies are true, complete and correct as of the date hereof. (b) Except as disclosed on Schedule 3.7in Item 2.7 of the Disclosure Schedule, neither GGCESthe Company, the any Subsidiary, nor, to GGCESthe Company's knowledge, any other person or entity is in breach in any material respect of, or in default in any material respect under, any material contract, agreement, arrangement, commitment or plan to which GGCES the Company or the any Subsidiary is a party, and no event or action has occurred, is pending or is threatened, which, after the giving of notice, passage of time or otherwise, would constitute or result in such a material breach or material default by GGCES the Company or the any Subsidiary or, to the knowledge of the Company, any other person or entity. Neither GGCES the Company nor the any Subsidiary has received any notice of default under any contract, agreement, arrangement, commitment or plan to which it is a party, which default has not been cured to the satisfaction of, or duly waived by, the party claiming such default on or before the date hereof.

Indebtedness; Contracts; No Defaults. (a) Item 3.7 of the Disclosure Schedule 3.7 sets forth a true, complete and correct list of all material instruments, agreements, indentures, mortgages, guarantees, notes, commitments, accommodations, letters of credit or other arrangements or understandings, whether written or oral, to which GGCES EXAM or the any Subsidiary is a party (collectively, the "GGCES EXAM Operating Agreements"). An agreement shall not be considered material for the purposes of this Section 3.7(a) if it provides for expenditures or receipts of less than RMB500,000 $50,000 and has been entered into by GGCES EXAM or the a Subsidiary in the ordinary course of business. The GGCES EXAM Operating Agreements constitute all of the contracts, agreements, understandings and arrangements required for the operation of the business of GGCES EXAM and the Subsidiary Subsidiaries or which have a material effect thereon. Copies of all such material written GGCES EXAM Operating Agreements have previously been delivered or otherwise made available to the Company and such copies are true, complete and correct as of the date hereof. (b) Except as disclosed on Schedule 3.7in Item 3.7 of the Disclosure Schedule, neither GGCESEXAM, the any Subsidiary, nor, to GGCESEXAM 's knowledge, any other person or entity is in breach in any material respect of, or in default in any material respect under, any material contract, agreement, arrangement, commitment or plan to which GGCES EXAM or the any Subsidiary is a party, and no event or action has occurred, is pending or is threatened, which, after the giving of notice, passage of time or otherwise, would constitute or result in such a material breach or material default by GGCES EXAM or the any Subsidiary or, to the knowledge of EXAM, any other person or entity. Neither GGCES EXAM nor the any Subsidiary has received any notice of default under any contract, agreement, arrangement, commitment or plan to which it is a party, which default has not been cured to the satisfaction of, or duly waived by, the party claiming such default on or before the date hereof.

Indebtedness; Contracts; No Defaults. (a) Item 3.7 of the Disclosure Schedule 3.7 sets forth a true, complete and correct list of all material instruments, agreements, indentures, mortgages, guarantees, notes, commitments, accommodations, letters of credit or other arrangements or understandings, whether written or oral, to which GGCES CARCORP or the any Subsidiary is a party (collectively, the "GGCES CARCORP" Operating Agreements"). An agreement shall not be considered material for the purposes of this Section 3.7(a) if it provides for expenditures or receipts of less than RMB500,000 $10,000 and has been entered into by GGCES CARCORP or the a Subsidiary in the ordinary course of business. The GGCES CARCORP Operating Agreements constitute all of the contracts, agreements, understandings and arrangements required for the operation of the business of GGCES CARCORP and the Subsidiary Subsidiaries or which have a material effect thereon. Copies of all such material written GGCES CARCORP Operating Agreements have previously been delivered or otherwise made available to the Company and such copies are true, complete and correct as of the date hereof. (b) Except as disclosed on Schedule 3.7in Item 3.7 of the Disclosure Schedule, neither GGCESCARCORP, the any Subsidiary, nor, to GGCESCARCORP's knowledge, any other person or entity is in breach in any material respect of, or in default in any material respect under, any material contract, agreement, arrangement, commitment or plan to which GGCES CARCORP or the any Subsidiary is a party, and no event or action has occurred, is pending or is threatened, which, after the giving of notice, passage of time or otherwise, would constitute or result in such a material breach or material default by GGCES CARCORP or the any Subsidiary or, to the knowledge of CARCORP, any other person or entity. Neither GGCES CARCORP nor the any Subsidiary has received any notice of default under any contract, agreement, arrangement, commitment or plan to which it is a party, which default has not been cured to the satisfaction of, or duly waived by, the party claiming such default on or before the date hereof.

Indebtedness; Contracts; No Defaults. (a) Item 2.7 of the Disclosure Schedule 3.7 sets forth a true, complete and correct list of all material instruments, agreements, indentures, mortgages, guarantees, notes, commitments, accommodations, letters of credit or other arrangements or understandings, whether written or oral, to which GGCES the Company or the any Subsidiary is a party (collectively, the "GGCES Operating Agreements"). An agreement shall not be considered material for the purposes of this Section 3.7(a2.7(a) if it provides for expenditures or receipts of less than RMB500,000 $10,000 and has been entered into by GGCES the Company or the a Subsidiary in the ordinary course of business. The GGCES Operating Agreements constitute all of the contracts, agreements, understandings and arrangements required for the operation of the business of GGCES the Company and the Subsidiary Subsidiaries or which have a material effect thereon. Copies of all such material written GGCES Operating Agreements have previously been delivered or otherwise made available to the Company Sellers and such copies are true, complete and correct as of the date hereof. (b) Except as disclosed on Schedule 3.7in Item 2.7 of the Disclosure Schedule, neither GGCESthe Company, the any Subsidiary, nor, to GGCESthe Company's knowledge, any other person or entity is in breach in any material respect of, or in default in any material respect under, any material contract, agreement, arrangement, commitment or plan to which GGCES the Company or the any Subsidiary is a party, and no event or action has occurred, is pending or is threatened, which, after the giving of notice, passage of time or otherwise, would constitute or result in such a material breach or material default by GGCES the Company or the any Subsidiary or, to the knowledge of the Company, any other person or entity. Neither GGCES the Company nor the any Subsidiary has received any notice of default under any contract, agreement, arrangement, commitment or plan to which it is a party, which default has not been cured to the satisfaction of, or duly waived by, the party claiming such default on or before the date hereof.