Common use of JOINT WORK GROUP Clause in Contracts

JOINT WORK GROUP. 6.1 Both Parties agree to cooperate with each other to procure that after execution of this Agreement they will make their reasonable efforts to prepare, deliver and submit all necessary documents in a timely manner so as to complete all the necessary applications, notifications, requests, record-keeping filings and other submissions, and to obtain as soon as practicable from all third parties and governmental authorities any and all the necessary or applicable licenses, consents, approvals and authorizations required for this Acquisition. 6.2 In order to ensure the smooth closing of the Target Equity, the stable operation of the Target Company, and the normal operation of the business that depends on the Target Company so as to maintain the service quality and avoid any Material Adverse Effect on the existing production and operation procedures of either Party, PetroChina agrees to operate the Target Company in the ordinary course of business prior to the completion of the Target Company’s amended business registration with the competent administration for market regulation. For the avoidance of doubt, from and after 24:00pm on the Closing Date, even if the Target Company’s amended business registration has not been completed by then, the operational risks and safe production responsibilities related to the Target Equity shall be actually borne by PipeChina. Both Parties shall work with each other in a timely and proactive manner in the handling of the Target Company’s amended business registration to procure an earliest completion of the same in accordance with this Agreement, and shall not refuse or delay the handling of the Target Company’s amended business registration. 6.3 On the Signing Date, PetroChina is still in the process of undertaking a necessary internal restructuring of certain assets, liabilities, personnel, etc., of the Target Company but not covered under the scope of asset appraisal (subject to the actual scope of asset appraisal), including but not limited to long-term equity investments and branch pipeline related assets of the Target Company but not covered under the scope of asset appraisal (the “Outside Assets”). Both Parties agree and acknowledge that PetroChina shall make reasonable best efforts to complete such internal restructuring prior to the Closing Date and work with PipeChina to handle the Target Company’s amended business registration in accordance with this Agreement. Any and all the taxes and expenses incurred by the Target Company in such internal restructuring shall be recorded as profits and losses attributable to the Target Company during the Transitional Period. Both Parties acknowledge that, the fact as to whether the internal restructuring described in this Section is completed or not shall not change in any way the scope of the appraised assets of the Target Company. In consideration of the Outside Assets, no later than the payment of the second instalment of the Cash Consideration, PipeChina shall pay PetroChina an appropriate amount in cash based on the appraised value of the Outside Assets as adjusted by the profits and losses arising during the Transitional Period and in proportion to the Target Equity held by PetroChina. The schedule of the Outside Assets of the Target Company is attached hereto as Appendix 3 (as applicable).

JOINT WORK GROUP. 6.1 Both Parties agree to cooperate with each other to procure that after execution of this Agreement they will make their reasonable efforts to prepare, deliver and submit all necessary documents in a timely manner so as to complete all the necessary applications, notifications, requests, record-keeping filings and other submissions, and to obtain as soon as practicable from all third parties and governmental authorities any and all the necessary or applicable licenses, consents, approvals and authorizations required for this Acquisition. 6.2 In order to ensure the smooth closing of the Target Equity, the stable operation of the Target Company, and the normal operation of the business that depends on the Target Company so as to maintain the service quality and avoid any Material Adverse Effect on the existing production and operation procedures of either Party, PetroChina agrees undertakes to operate procure the Target Company to operate in the ordinary course of business prior to the completion of the Target Company’s amended business registration with the competent administration for market regulation. For the avoidance of doubt, from and after 24:00pm on the Closing Date, even if the Target Company’s amended business registration has not been completed by then, the operational risks and safe production responsibilities related to the Target Equity shall be actually borne by PipeChina. Both Parties shall work with each other in a timely and proactive manner in the handling of the Target Company’s amended business registration to procure an earliest completion of the same in accordance with this Agreement, and shall not refuse or delay the handling of the Target Company’s amended business registration. 6.3 On the Signing Date, PetroChina is still in the process of undertaking a necessary internal restructuring of certain assets, liabilities, personnel, etc., of the Target Company but not covered under the scope of asset appraisal (subject to the actual scope of asset appraisal), including but not limited to long-term equity investments and branch pipeline related assets of the Target Company but not covered under the scope of asset appraisal (the “Outside Assets”). Both Parties agree and acknowledge that PetroChina shall make reasonable best efforts to complete such internal restructuring prior to the Closing Date and work with PipeChina to handle the Target Company’s amended business registration in accordance with this Agreement. Any and all the taxes and expenses incurred by the Target Company in such internal restructuring shall be recorded as profits and losses attributable to the Target Company during the Transitional Period. Both Parties acknowledge that, the fact as to whether the internal restructuring described in this Section is completed or not shall not change in any way the scope of the appraised assets of the Target Company. In consideration of the Outside Assets, no later than the payment of the second instalment of the Cash Consideration, PipeChina shall pay PetroChina an appropriate amount in cash based on the appraised value of the Outside Assets as adjusted by the profits and losses arising during the Transitional Period and in proportion to the Target Equity held by PetroChina. The schedule of the Outside Assets of the Target Company is attached hereto as Appendix 3 (as applicable).

JOINT WORK GROUP. 6.1 Both Parties agree to cooperate with each other to procure that after execution of this Agreement they will make their reasonable efforts to prepare, deliver and submit all necessary documents in a timely manner so as to complete all the necessary applications, notifications, requests, record-keeping filings and other submissions, and to obtain as soon as practicable from all third parties and governmental authorities any and all the necessary or applicable licenses, consents, approvals and authorizations required for this Acquisition. 6.2 In order to ensure the smooth closing of the Target Equity, the stable operation of the Target Company, and the normal operation of the business that depends on the Target Company so as to maintain the service quality and avoid any Material Adverse Effect on the existing production and operation procedures of either Party, PetroChina agrees to operate the Target Company in the ordinary course of business prior to the completion of the Target Company’s amended business registration with the competent administration for market regulation. For the avoidance of doubt, from and after 24:00pm on the Closing Date, even if the Target Company’s amended business registration has not been completed by then, the operational risks and safe production responsibilities related to the Target Equity shall be actually borne by PipeChina. Both Parties shall work with each other in a timely and proactive manner in the handling of the Target Company’s amended business registration to procure an earliest completion of the same in accordance with this Agreement, and shall not refuse or delay the handling of the Target Company’s amended business registration. 6.3 On the Signing Date, PetroChina is still in the process of undertaking a necessary internal restructuring of certain assets, liabilities, personnel, etc., of the Target Company but not covered under the scope of asset appraisal (subject to the actual scope of asset appraisal), including but not limited to long-term equity investments and branch pipeline related assets of the Target Company but not covered under the scope of asset appraisal (the “Outside Assets”). Both Parties agree and acknowledge that PetroChina shall make reasonable best efforts to complete such internal restructuring prior to the Closing Date and work with PipeChina to handle the Target Company’s amended business registration in accordance with this Agreement. Any and all the taxes and expenses incurred by the Target Company in such internal restructuring shall be recorded as profits and losses attributable to the Target Company during the Transitional Period. Both Parties acknowledge that, the fact as to whether the internal restructuring described in this Section is completed or not shall not change in any way the scope of the appraised assets of the Target Company. In consideration of the Outside Assets, no later than the payment of the second instalment of the Cash Consideration, PipeChina shall pay PetroChina an appropriate amount in cash based on the appraised value of the Outside Assets as adjusted by the profits and losses arising during the Transitional Period and in proportion to the Target Equity held by PetroChina. The schedule of the Outside Assets of the Target Company is attached hereto as Appendix 3 (as applicable)3.

JOINT WORK GROUP. 6.1 Both Parties agree to cooperate with each other to procure that after execution of this Agreement they will make their reasonable efforts to prepare, deliver and submit all necessary documents in a timely manner so as to complete all the necessary applications, notifications, requests, record-keeping filings and other submissions, and to obtain as soon as practicable from all third parties and governmental authorities any and all the necessary or applicable licenses, consents, approvals and authorizations required for this Acquisition. 6.2 In order to ensure the smooth closing of the Target Equity, the stable operation of the Target Company, and the normal operation of the business that depends on the Target Company so as to maintain the service quality and avoid any Material Adverse Effect on the existing production and operation procedures of either Party, PetroChina agrees to operate the Target Company in the ordinary course of business prior to the completion of the Target Company’s amended business registration with the competent administration for market regulation. For the avoidance of doubt, from and after 24:00pm on the Closing Date, even if the Target Company’s amended business registration has not been completed by then, the operational risks and safe production responsibilities related to the Target Equity shall be actually borne by PipeChina. Both Parties shall work with each other in a timely and proactive manner in the handling of the Target Company’s amended business registration to procure an earliest completion of the same in accordance with this Agreement, and shall not refuse or delay the handling of the Target Company’s amended business registration. 6.3 On the Signing Date, PetroChina is still in the process of undertaking a necessary internal restructuring of certain assets, liabilities, personnel, etc., of the Target Company but not covered under the scope of asset appraisal (subject to the actual scope of asset appraisal), including but not limited to long-term equity investments and branch pipeline related assets of the Target Company but which are not covered under included in the scope of asset appraisal (the “Outside Assets”). Both Parties agree and acknowledge that PetroChina shall make reasonable best efforts to complete such internal restructuring prior to the Closing Date and work with PipeChina to handle the Target Company’s amended business registration in accordance with this Agreement. Any and all the taxes and expenses incurred by the Target Company in such internal restructuring shall be recorded as profits and losses attributable to the Target Company during the Transitional Period. Both Parties acknowledge that, the fact as to whether the internal restructuring described in this Section is completed or not shall not change in any way the scope of the appraised assets of the Target Company. In consideration of the Outside Assets, no later than the payment of the second instalment of the Cash Consideration, PipeChina shall pay PetroChina an appropriate amount in cash based on the appraised value of the Outside Assets as adjusted by the profits and losses arising during the Transitional Period and in proportion to the Target Equity held by PetroChina. The schedule of the Outside Assets of the Target Company is attached hereto as Appendix 3 (as applicable)3.

JOINT WORK GROUP. 6.1 Both Parties agree to cooperate with each other to procure that after execution of this Agreement they will make their reasonable efforts to prepare, deliver and submit all necessary documents in a timely manner so as to complete all the necessary applications, notifications, requests, record-keeping filings and other submissions, and to obtain as soon as practicable from all third parties and governmental authorities any and all the necessary or applicable licenses, consents, approvals and authorizations required for this Acquisition. 6.2 In order to ensure the smooth closing of the Target Equity, the stable operation of the Target Company, and the normal operation of the business that depends on the Target Company so as to maintain the service quality and avoid any Material Adverse Effect on the existing production and operation procedures of either Party, PetroChina agrees undertakes to operate procure the Target Company to operate in the ordinary course of business prior to the completion of the Target Company’s amended business registration with the competent administration for market regulation. For the avoidance of doubt, from and after 24:00pm on the Closing Date, even if the Target Company’s amended business registration has not been completed by then, the operational risks and safe production responsibilities related to the Target Equity shall be actually borne by PipeChina. Both Parties shall work with each other in a timely and proactive manner in the handling of the Target Company’s amended business registration to procure an earliest completion of the same in accordance with this Agreement, and shall not refuse or delay the handling of the Target Company’s amended business registration. 6.3 On the Signing Date, PetroChina is still in the process of undertaking a necessary internal restructuring of certain assets, liabilities, personnel, etc., of the Target Company but not covered under the scope of asset appraisal (subject to the actual scope of asset appraisal), including but not limited to long-term equity investments and branch pipeline related assets of the Target Company but not covered under the scope of asset appraisal (the “Outside Assets”). Both Parties agree and acknowledge that PetroChina shall make reasonable best efforts to complete such internal restructuring prior to the Closing Date and work with PipeChina to handle the Target Company’s amended business registration in accordance with this Agreement. Any and all the taxes and expenses incurred by the Target Company in such internal restructuring shall be recorded as profits and losses attributable to the Target Company during the Transitional Period. Both Parties acknowledge that, the fact as to whether the internal restructuring described in this Section is completed or not shall not change in any way the scope of the appraised assets of the Target Company. In consideration of the Outside Assets, no later than the payment of the second instalment of the Cash Consideration, PipeChina shall pay PetroChina an appropriate amount in cash based on the appraised value of the Outside Assets as adjusted by the profits and losses arising during the Transitional Period and in proportion to the Target Equity held by PetroChina. The schedule of the Outside Assets of the Target Company is attached hereto as Appendix 3 (as applicable).