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Common use of Liability for Breach of this Agreement Clause in Contracts

Liability for Breach of this Agreement. 7.1 Unless otherwise specified in other articles herein, if Party B(the “Defaulting Party”) fails to fulfill certain obligations herein or violates this Agreement in other ways, Party A (the “Damaged Party”) may: (a) notify the Defaulting Party of the nature and scope of the violation in writing and ask the Defaulting Party to remediate at its own expense within a reasonable period of time (hereinafter referred to as “Remediation Period”); and if the Defaulting Party fails to take remedial measures during the Remediation Period, the Damaged Party is entitled to ask the Defaulting Party to undertake all responsibilities for its violation and also compensate all actual economic losses due to the Damaged Party, including without limitation, the legal fees incurred in litigation and arbitration proceedings relating to the violation. The Damaged Party is also entitled to ask the Defaulting Party to perform its contractual obligations and petition the court or the relevant arbitration institution to issue an order of specific performance or compulsory performance by the Defaulting Party; (b) terminate this Agreement and ask the Defaulting Party to undertake all responsibilities for its violation and also compensate all damages; or (c) place the pledged equity on discount, auction or selling according to the Equity Interest Pledge Agreement signed on the date hereof by and among the Parties and Party B’s existing shareholders, be entitled to compensation priority in the amount of discount, auction and selling, and ask the Defaulting Party to undertake all losses hereof. While exercising the foregoing remedial right, the Damaged Party is entitled to other remedial rights regulated herein and under the relevant laws and regulations. 7.2 The Parties hereby agree and confirm that, unless otherwise compulsorily provided by the PRC laws, if Party B is the Defaulting Party, the Damaged Party is entitled to terminate this Agreement unilaterally and ask the Defaulting Party to compensate the losses.

Appears in 2 contracts

Samples: Exclusive Business Cooperation Agreement (JD.com, Inc.), Exclusive Business Cooperation Agreement (JD.com, Inc.)

Liability for Breach of this Agreement. 7.1 Unless otherwise specified in other articles herein, if Party B(the “Defaulting Party”) fails to fulfill certain obligations herein or violates this Agreement in other ways, Party A (the “Damaged Party”) may: (a) notify the Defaulting Party of the nature and scope of the violation in writing and ask the Defaulting Party to remediate at its own expense within a reasonable period of time (hereinafter referred to as “Remediation Period”); and if the Defaulting Party fails to take remedial measures during the Remediation Period, the Damaged Party is entitled to ask the Defaulting Party to undertake all responsibilities for its violation and also compensate all actual economic losses due to the Damaged Party, including without limitation, the legal fees incurred in litigation and arbitration proceedings relating to the violation. The Damaged Party is also entitled to ask the Defaulting Party to perform its contractual obligations and petition the court or the relevant arbitration institution to issue an order of specific performance or compulsory performance by the Defaulting Party; (b) terminate this Agreement and ask the Defaulting Party to undertake all responsibilities for its violation and also compensate all damages; or (c) place the pledged equity on discount, auction or selling according to the Equity Interest Pledge Agreement signed on the date hereof July 2, 2019 by and among the Parties and Party B’s existing shareholders, be entitled to compensation priority in the amount of discount, auction and selling, and ask the Defaulting Party to undertake all losses hereof. While exercising the foregoing remedial right, the Damaged Party is entitled to other remedial rights regulated herein and under the relevant laws and regulations. 7.2 The Parties hereby agree and confirm that, unless otherwise compulsorily provided by the PRC laws, if Party B is the Defaulting Party, the Damaged Party is entitled to terminate this Agreement unilaterally and ask the Defaulting Party to compensate the losses.

Appears in 2 contracts

Samples: Exclusive Business Cooperation Agreement (Genetron Holdings LTD), Exclusive Business Cooperation Agreement (Genetron Holdings LTD)

Liability for Breach of this Agreement. 7.1 Unless otherwise specified in other articles herein, if Party B(the “Defaulting Party”) 8.1 If either party fails to fulfill certain obligations herein perform any obligation hereunder or violates its performance of such an obligation hereunder does not comply herewith, it shall assume the liability for breach of this Agreement in Agreement, such as the continuance of its performance, remedial measures or compensation for any losses. 8.2 If one party expresses or shows by means of its own act its non-performance of any obligation hereunder, it may be required by the other ways, Party A (party to be responsible for the “Damaged Party”) may: (a) notify default before the Defaulting Party expiration of the nature and scope performance period. 8.3 If either party fails to perform any obligation hereunder or its performance of such an obligation hereunder does not comply herewith, it may be required by the other party to perform it unless there is any of the violation following events that: (1) it cannot be performed in writing and ask law or in fact; (2) the Defaulting Party to remediate at subject-matter hereof is not suitable for any compulsory performance or the performance cost is too high; or (3) the other party does not demand its own expense performance within a reasonable period of time (hereinafter referred to as “Remediation Period”); and if the Defaulting Party time. 8.4 If either party fails to take perform any obligation hereunder or its performance of such an obligation hereunder does not comply herewith, it shall compensate the other party for any other losses arisen after it performs the obligation or takes any remedial measures during measures. 8.5 If either party fails to perform any obligation hereunder or its performance of such an obligation hereunder, thus resulting in any losses of the Remediation Periodother party, the Damaged Party compensation for the losses shall be equivalent to the losses arisen from the default, including the benefits which can be obtained after the performance hereof, but it shall not exceed the losses which may arise from the default hereof, which is entitled foreseen or ought to ask be foreseen, from the Defaulting Party to undertake default by the defaulting party upon entering into this Agreement. 8.6 If all responsibilities for its violation and also compensate all actual economic losses or any part hereof cannot be performed due to the Damaged Party, including without limitationany force majeure, the legal fees incurred in litigation period for the performance hereof shall be extended accordingly and arbitration proceedings relating to part or all of the violation. The Damaged Party is also entitled to ask the Defaulting Party to perform its contractual obligations and petition the court or the relevant arbitration institution to issue an order of specific performance or compulsory performance by the Defaulting Party; (b) terminate this Agreement and ask the Defaulting Party to undertake all responsibilities for its violation and also compensate all damages; or (c) place the pledged equity on discount, auction or selling liability shall be relieved according to the Equity Interest Pledge impact of the force majeure. No party shall be relieved of its liability if the force majeure occurs after the party delays its performance hereof. The force majeure stated herein means any unforeseen, unavoidable and insurmountable circumstances. 8.7 If either party fails to perform this Agreement signed on due to any force majeure, it shall inform the date hereof by other party in time so as to minimise the losses which may be caused to the other party and among provide the Parties and Party B’s existing shareholdersother party with the evidence within a reasonable period. 8.8 If either party has breached this Agreement, be entitled the other party shall take appropriate measures to compensation priority mitigate the losses. If no appropriate measures are taken which results in the amount increase of discountthe losses, auction and selling, and ask no compensation shall be claimed for the Defaulting Party increased losses. The reasonable expenses incurred by the other party to undertake all mitigate the losses hereof. While exercising shall be borne by the foregoing remedial right, the Damaged Party is entitled to other remedial rights regulated herein and under the relevant laws and regulationsdefaulting party. 7.2 The Parties hereby agree and confirm that8.9 If both parties violate this Agreement, unless otherwise compulsorily provided by the PRC laws, if Party B is the Defaulting Party, the Damaged Party is entitled to terminate this Agreement unilaterally and ask the Defaulting Party to compensate the lossesthey shall respectively be held responsible.

Appears in 1 contract

Samples: Share Transfer Agreement (Nam Tai Electronics Inc)

Liability for Breach of this Agreement. 7.1 Unless otherwise specified in other articles herein, if one Party B(the “Defaulting Party”) fails to fulfill certain obligations herein or violates this Agreement agreement in other waysways (the “Defaulting Party”), Party A the other party (the “Damaged Party”) maycan: (a) notify the Defaulting Party of the nature and scope of the violation in writing and ask the Defaulting Party to remediate at its own expense within a reasonable period of time (hereinafter referred to as “Remediation Period”); and if the Defaulting Party fails to take remedial measures during the Remediation Period, the Damaged Party is entitled to ask the Defaulting Party to undertake all responsibilities for its the Defaulting Party’s violation and also compensate all actual economic losses due to the Damaged Party, including without limitation, the legal fees incurred in litigation and arbitration proceedings relating to the violation. The Damaged Default Party is also entitled to ask the Defaulting Default Party to perform its contractual obligations and petition request the court or the relevant arbitration institution to issue an order of specific performance or compulsory performance by the Defaulting Default Party; (b) terminate this Agreement agreement and ask the Defaulting Party to undertake all responsibilities for its the Defaulting Party’s violation and also compensate all damages; or (c) place the pledged equity on discount, auction or selling according to the Equity Interest Pledge Agreement signed on the date hereof by and among the Parties and Party B’s existing shareholdersOctober 4, 2018, be entitled to compensation priority in the amount of discount, auction and selling, and ask the Defaulting Party to undertake all losses hereof. While exercising the foregoing remedial right, the Damaged Party is entitled to other remedial rights regulated herein and under the relevant laws and regulations. 7.2 The Parties hereby agree and confirm that, unless otherwise compulsorily provided by subject to the compulsory requirements of PRC laws, if Party B is the Defaulting Party, the Damaged Party is entitled to terminate this Agreement agreement unilaterally and ask the Defaulting Party to compensate the losses. However, if Party A is the Defaulting Party, the Damaged Party shall exempt Party A’s obligation of compensating the losses, and unless the law states otherwise, the Damaged Party is not entitled to terminate this agreement under any circumstance.

Appears in 1 contract

Samples: Exclusive Business Cooperation Agreement (Ruhnn Holding LTD)

Liability for Breach of this Agreement. 7.1 5.1 Unless otherwise specified in other articles herein, if one Party B(the “Defaulting Party”) fails to fulfill certain obligations herein or violates this Agreement agreement in other waysways (hereinafter referred to as “Default Party”), the other Party A (the hereinafter referred to as “Damaged Party”) maycan: (a) notify the Defaulting Default Party of the nature and scope of the violation in writing and ask the Defaulting Default Party to remediate at its own expense within a reasonable period of time (hereinafter referred to as “Remediation Period”); and if the Defaulting Default Party fails to take remedial measures during the Remediation Period, the Damaged Party is entitled to ask the Defaulting Default Party to undertake all responsibilities for its violation liabilities and also compensate all actual economic losses due to incurred by the Damaged PartyParty as a result of the violation, including without limitation, but not limited to the legal fees incurred in litigation and arbitration proceedings relating to the violation. The Damaged Default Party is also entitled to ask the Defaulting Default Party to perform its contractual obligations and petition request the court or the relevant arbitration institution to issue an order of specific performance or compulsory performance by the Defaulting Default Party; (b) terminate this Agreement agreement and ask the Defaulting Default Party to undertake all responsibilities for its violation liabilities and also compensate all damagesdamages caused by the breach of contract; or (c) place the pledged equity shares on discount, auction or selling sales according to the Equity Interest Pledge Agreement signed on the date hereof by and among the Parties and Party B’s existing shareholdersAgreement, be entitled to compensation priority in the amount of discount, auction and sellingsales, and ask the Defaulting Default Party to undertake all losses hereof. While exercising the foregoing remedial right, the Damaged Party is entitled to other remedial rights regulated herein and under the relevant laws and regulations. 7.2 The 5.2 All Parties hereby agree and confirm that, unless otherwise compulsorily provided by subject to the compulsory requirements of PRC laws, if Party B or Party C is the Defaulting Default Party, the Damaged Party is entitled to terminate this Agreement agreement unilaterally and ask the Defaulting Default Party to compensate for compensation. However, if Party A is the Default Party, the Damaged Party shall exempt Party A’s obligation of compensating the losses, and unless the law states otherwise, the Damaged Party may not terminate this agreement under any circumstance.

Appears in 1 contract

Samples: Exclusive Call Option Agreement (Ruhnn Holding LTD)

Liability for Breach of this Agreement. 7.1 Unless otherwise specified in other articles herein, if Party B(the “Defaulting Party”) fails to fulfill certain obligations herein or violates this Agreement in other ways, Party A (the “Damaged Party”) may: (a) notify the Defaulting Party of the nature and scope of the violation in writing and ask the Defaulting Party to remediate at its own expense within a reasonable period of time (hereinafter referred to as “Remediation Period”); and if the Defaulting Party fails to take remedial measures during the Remediation Period, the Damaged Party is entitled to ask the Defaulting Party to undertake all responsibilities for its violation and also compensate all actual economic losses due to the Damaged Party, including without limitation, the legal fees incurred in litigation and arbitration proceedings relating to the violation. The Damaged Party is also entitled to ask the Defaulting Party to perform its contractual obligations and petition the court or the relevant arbitration institution to issue an order of specific performance or compulsory performance by the Defaulting Party; (b) terminate this Agreement and ask the Defaulting Party to undertake all responsibilities for its violation and also compensate all damages; or (c) place the pledged equity on discount, auction or selling according to the Equity Interest Pledge Agreement signed on the date hereof December 7, 2020 by and among the Parties and Party B’s existing shareholders, be entitled to compensation priority in the amount of discount, auction and selling, and ask the Defaulting Party to undertake all losses hereof. While exercising the foregoing remedial right, the Damaged Party is entitled to other remedial rights regulated herein and under the relevant laws and regulations. 7.2 The Parties hereby agree and confirm that, unless otherwise compulsorily provided by the PRC laws, if Party B is the Defaulting Party, the Damaged Party is entitled to terminate this Agreement unilaterally and ask the Defaulting Party to compensate the losses.

Appears in 1 contract

Samples: Exclusive Business Cooperation Agreement (Genetron Holdings LTD)