Liability for Breach. 6.1 Under any of the following circumstances, Party B shall be deemed to breach the Agreement: (1) Any representations or warranties made by Party B are not true or correct; (2) Party B transfers the Equity in Beijing Le’An to any company or individual other than Party A and/or any third party designated by Party A without Party A’s prior written consent; (3) Party B fails to promptly handle or facilitate Beijing Le’An to handle relevant procedures upon receipt of the subscription notice from Party A and/or any third party designated by Party A in accordance with this Agreement, which would cause Party A and/or any third party designated by Party A to fail to acquire the Equity of Beijing Le’An; (4) Party B attempts to terminate this Agreement without Party A’s consent; (5) Party B violates any other provisions hereof. If Party B breaches the Agreement, it shall indemnify Party A against all direct economic losses, any foreseeable indirect losses and any expenses incurred by Party A for such breach, including without limitation attorney fees, litigation and arbitration fees, financial and travel expenses.
Appears in 2 contracts
Samples: Call Option Agreement (Ambow Education Holding Ltd.), Call Option Agreement (Ambow Education Holding Ltd.)
Liability for Breach. 6.1 Under any of the following circumstances, Party B shall be deemed to breach the Agreement:
(1) Any representations or warranties made by Party B are not true or correct;
(2) Party B transfers the Equity in Beijing Le’An Ambow Sihua to any company or individual other than Party A and/or any third party designated by Party A without Party A’s prior written consent;
(3) Party B fails to promptly handle or facilitate Beijing Le’An Ambow Sihua to handle relevant procedures upon receipt of the subscription notice from Party A and/or any third party designated by Party A in accordance with this Agreement, which would cause causes Party A and/or any third party designated by Party A to fail to acquire the Equity of Beijing Le’Anin Ambow Sihua;
(4) Party B attempts to terminate this Agreement without Party A’s consent;
(5) Party B violates any other provisions hereof. If Party B breaches the Agreement, it he shall indemnify Party A against all direct economic losses, any foreseeable indirect losses and any expenses incurred by Party A for such breach, including without limitation attorney fees, litigation and arbitration fees, financial and travel expenses.
Appears in 1 contract
Samples: Call Option Agreement (Ambow Education Holding Ltd.)
Liability for Breach. 6.1 Under any of the following circumstances, Party B shall be deemed to breach the Agreement:
(1) Any representations or warranties made by Party B are not true or correct;
(2) Party B transfers the Equity in Beijing Le’An Ambow Sihua to any company or individual other than Party A and/or any third party designated by Party A without Party A’s prior written consent;
(3) Party B fails to promptly handle or facilitate Beijing Le’An Ambow Sihua to handle relevant procedures upon receipt of the subscription notice from Party A and/or any third party designated by Party A in accordance with this Agreement, which would cause Party A and/or any third party designated by Party A to fail to acquire the Equity of Beijing Le’AnAmbow Sihua;
(4) Party B attempts to terminate this Agreement without Party A’s consent;
(5) Party B violates any other provisions hereof. If Party B breaches the Agreement, it she shall indemnify Party A against all direct economic losses, any foreseeable indirect losses and any expenses incurred by Party A for such breach, including without limitation attorney fees, litigation and arbitration fees, financial and travel expenses.
Appears in 1 contract
Samples: Call Option Agreement (Ambow Education Holding Ltd.)
Liability for Breach. 6.1 Under any of the following circumstances, Party B shall be deemed to breach the Agreement:
(1) Any representations or warranties made by Party B are not true or correct;
(2) Party B transfers the Equity in Beijing Le’An Shida Ambow to any company or individual other than Party A and/or any third party designated by Party A without Party A’s prior written consent;
(3) Party B fails to promptly handle or facilitate Beijing Le’An Shida Ambow to handle relevant procedures upon receipt of the subscription notice from Party A and/or any third party designated by Party A in accordance with this Agreement, which would cause Party A and/or any third party designated by Party A to fail to acquire the Equity of Beijing Le’AnShida Ambow;
(4) Party B attempts to terminate this Agreement without Party A’s consent;
(5) Party B violates any other provisions hereof. If Party B breaches the Agreement, it shall indemnify Party A against all direct economic losses, any foreseeable indirect losses and any expenses incurred by Party A for such breach, including without limitation attorney fees, litigation and arbitration fees, financial and travel expenses.
Appears in 1 contract
Samples: Call Option Agreement (Ambow Education Holding Ltd.)
Liability for Breach. 6.1 Under any of the following circumstances, Party B shall be deemed to breach the Agreement:
(1) Any representations or warranties made by Party B are not true or correct;
(2) Party B transfers the Equity in Beijing Le’An Ambow Sihua to any company or individual other than Party A and/or any third party designated by Party A without Party A’s prior written consent;
(3) Party B fails to promptly handle or facilitate Beijing Le’An Ambow Sihua to handle relevant procedures upon receipt of the subscription notice from Party A and/or any third party designated by Party A in accordance with this Agreement, which would cause Party A and/or any third party designated by Party A to fail to acquire the Equity of Beijing Le’AnAmbow Sihua;
(4) Party B attempts to terminate this Agreement without Party A’s consent;
(5) Party B violates any other provisions hereof. If Party B breaches the Agreement, it shall indemnify Party A against all direct economic losses, any foreseeable indirect losses and any expenses incurred by Party A for such breach, including without limitation attorney fees, litigation and arbitration fees, financial and travel expenses.
Appears in 1 contract
Samples: Call Option Agreement (Ambow Education Holding Ltd.)
Liability for Breach. 6.1 Under any of the following circumstances, Party B shall be deemed to breach the Agreement:
(1) Any representations or warranties made by Party B are not true or correct;
(2) Party B transfers the Equity in Beijing Le’An Shanghai Ambow to any company or individual other than Party A and/or any third party designated by Party A without Party A’s prior written consent;
(3) Party B fails to promptly handle or facilitate Beijing Le’An Shanghai Ambow to handle relevant procedures upon receipt of the subscription notice from Party A and/or any third party designated by Party A in accordance with this Agreement, which would cause Party A and/or any third party designated by Party A to fail to acquire the Equity of Beijing Le’AnShanghai Ambow;
(4) Party B attempts to terminate this Agreement without Party A’s consent;
(5) Party B violates any other provisions hereof. If Party B breaches the Agreement, it shall indemnify Party A against all direct economic losses, any foreseeable indirect losses and any expenses incurred by Party A for such breach, including without limitation attorney fees, litigation and arbitration fees, financial and travel expenses.
Appears in 1 contract
Samples: Call Option Agreement (Ambow Education Holding Ltd.)
Liability for Breach. 6.1 Under any of the following circumstances, Party B shall be deemed to breach the Agreement:
(1) Any representations or warranties made by Party B are not true or correct;
(2) Party B transfers the Equity in Beijing Le’An Ambow Zhixin to any company or individual other than Party A and/or any third party designated by Party A without Party A’s prior written consent;
(3) Party B fails to promptly handle or facilitate Beijing Le’An Ambow Zhixin to handle relevant procedures upon receipt of the subscription notice from Party A and/or any third party designated by Party A in accordance with this Agreement, which would cause Party A and/or any third party designated by Party A to fail to acquire the Equity of Beijing Le’AnAmbow Zhixin;
(4) Party B attempts to terminate this Agreement without Party A’s consent;
(5) Party B violates any other provisions hereof. If Party B breaches the Agreement, it shall indemnify Party A against all direct economic losses, any foreseeable indirect losses and any expenses incurred by Party A for such breach, including without limitation attorney fees, litigation and arbitration fees, financial and travel expenses.
Appears in 1 contract
Samples: Call Option Agreement (Ambow Education Holding Ltd.)
Liability for Breach. 6.1 Under any of the following circumstances, Party B shall be deemed to breach the Agreement:
(1) Any representations or warranties made by Party B are not true or correct;
(2) Party B transfers the Equity in Beijing Le’An Ambow Shida to any company or individual other than Party A and/or any third party designated by Party A without Party A’s prior written consent;
(3) Party B fails to promptly handle or facilitate Beijing Le’An Ambow Shida to handle relevant procedures upon receipt of the subscription notice from Party A and/or any third party designated by Party A in accordance with this Agreement, which would cause Party A and/or any third party designated by Party A to fail to acquire the Equity of Beijing Le’AnAmbow Shida ;
(4) Party B attempts to terminate this Agreement without Party A’s consent;
(5) Party B violates any other provisions hereof. If Party B breaches the Agreement, it shall indemnify Party A against all direct economic losses, any foreseeable indirect losses and any expenses incurred by Party A for such breach, including without limitation attorney fees, litigation and arbitration fees, financial and travel expenses.
Appears in 1 contract
Samples: Call Option Agreement (Ambow Education Holding Ltd.)
Liability for Breach. 6.1 Under any of the following circumstances, Party B shall be deemed to breach the Agreement:
(1) Any representations or warranties made by Party B are not true or correct;
(2) Party B transfers the Equity in Beijing Le’An Ambow Shanghai to any company or individual other than Party A and/or any third party designated by Party A without Party A’s prior written consent;
(3) Party B fails to promptly handle or facilitate Beijing Le’An Ambow Shanghai to handle relevant procedures upon receipt of the subscription notice from Party A and/or any third party designated by Party A in accordance with this Agreement, which would cause Party A and/or any third party designated by Party A to fail to acquire the Equity of Beijing Le’AnAmbow Shanghai;
(4) Party B attempts to terminate this Agreement without Party A’s consent;
(5) Party B violates any other provisions hereof. If Party B breaches the Agreement, it shall indemnify Party A against all direct economic losses, any foreseeable indirect losses and any expenses incurred by Party A for such breach, including without limitation attorney fees, litigation and arbitration fees, financial and travel expenses.
Appears in 1 contract
Samples: Call Option Agreement (Ambow Education Holding Ltd.)
Liability for Breach. 6.1 Under any of the following circumstances, Party B shall be deemed to breach the Agreement:
(1) Any representations or warranties made by Party B are not true or correct;
(2) Party B transfers the Equity in Beijing Le’An JFR to any company or individual other than Party A and/or any third party designated by Party A without Party A’s prior written consent;
(3) Party B fails to promptly handle or facilitate Beijing Le’An JFR to handle relevant procedures upon receipt of the subscription notice from Party A and/or any third party designated by Party A in accordance with this Agreement, which would cause Party A and/or any third party designated by Party A to fail to acquire the Equity of Beijing Le’AnJFR;
(4) Party B attempts to terminate this Agreement without Party A’s consent;
(5) Party B violates any other provisions hereof. If Party B breaches the Agreement, it shall indemnify Party A against all direct economic losses, any foreseeable indirect losses and any expenses incurred by Party A for such breach, including without limitation attorney fees, litigation and arbitration fees, financial and travel expenses.
Appears in 1 contract
Samples: Call Option Agreement (Ambow Education Holding Ltd.)
Liability for Breach. 6.1 Under any of the following circumstances, Party B shall be deemed to breach the Agreement:
(1) Any representations or warranties made by Party B are not true or correct;
(2) Party B transfers the Equity in Beijing Le’An Suzhou Wenjian to any company or individual other than Party A and/or any third party designated by Party A without Party A’s prior written consent;
(3) Party B fails to promptly handle or facilitate Beijing Le’An Suzhou Wenjian to handle relevant procedures upon receipt of the subscription notice from Party A and/or any third party designated by Party A in accordance with this Agreement, which would cause Party A and/or any third party designated by Party A to fail to acquire the Equity of Beijing Le’AnSuzhou Wenjian;
(4) Party B attempts to terminate this Agreement without Party A’s consent;
(5) Party B violates any other provisions hereof. If Party B breaches the Agreement, it shall indemnify Party A against all direct economic losses, any foreseeable indirect losses and any expenses incurred by Party A for such breach, including without limitation attorney fees, litigation and arbitration fees, financial and travel expenses.
Appears in 1 contract
Samples: Call Option Agreement (Ambow Education Holding Ltd.)
Liability for Breach. 6.1 Under any of the following circumstances, Party B shall be deemed to breach the Agreement:
(1) Any representations or warranties made by Party B are not true or correct;
(2) Party B transfers the Equity in Beijing Le’An Ambow Rongye to any company or individual other than Party A and/or any third party designated by Party A without Party A’s prior written consent;
(3) Party B fails to promptly handle or facilitate Beijing Le’An Ambow Rongye to handle relevant procedures upon receipt of the subscription notice from Party A and/or any third party designated by Party A in accordance with this Agreement, which would cause Party A and/or any third party designated by Party A to fail to acquire the Equity of Beijing Le’AnAmbow Rongye ;
(4) Party B attempts to terminate this Agreement without Party A’s consent;
(5) Party B violates any other provisions hereof. If Party B breaches the Agreement, it shall indemnify Party A against all direct economic losses, any foreseeable indirect losses and any expenses incurred by Party A for such breach, including without limitation attorney fees, litigation and arbitration fees, financial and travel expenses.
Appears in 1 contract
Samples: Call Option Agreement (Ambow Education Holding Ltd.)
Liability for Breach. 6.1 Under any of the following circumstances, Party B shall be deemed to breach the Agreement:
(1) Any representations or warranties made by Party B are not true or correct;
(2) Party B transfers the Equity in Beijing Le’An OOOK to any company or individual other than Party A and/or any third party designated by Party A without Party A’s prior written consent;
(3) Party B fails to promptly handle or facilitate Beijing Le’An OOOK to handle relevant procedures upon receipt of the subscription notice from Party A and/or any third party designated by Party A in accordance with this Agreement, which would cause Party A and/or any third party designated by Party A to fail to acquire the Equity of Beijing Le’AnOOOK;
(4) Party B attempts to terminate this Agreement without Party A’s consent;
(5) Party B violates any other provisions hereof. If Party B breaches the Agreement, it shall indemnify Party A against all direct economic losses, any foreseeable indirect losses and any expenses incurred by Party A for such breach, including without limitation attorney fees, litigation and arbitration fees, financial and travel expenses.
Appears in 1 contract
Samples: Call Option Agreement (Ambow Education Holding Ltd.)
Liability for Breach. 6.1 Under any of the following circumstances, Party B shall be deemed to breach the Agreement:
(1) Any representations or warranties made by Party B are not true or correct;
(2) Party B transfers the Equity in Beijing Le’An Jinan LYZX to any company or individual other than Party A and/or any third party designated by Party A without Party A’s prior written consent;
(3) Party B fails to promptly handle or facilitate Beijing Le’An Jinan LYZX to handle relevant procedures upon receipt of the subscription notice from Party A and/or any third party designated by Party A in accordance with this Agreement, which would cause Party A and/or any third party designated by Party A to fail to acquire the Equity of Beijing Le’AnXxxxx XXXX;
(4) Party B attempts to terminate this Agreement without Party A’s consent;
(5) Party B violates any other provisions hereof. If Party B breaches the Agreement, it shall indemnify Party A against all direct economic losses, any foreseeable indirect losses and any expenses incurred by Party A for such breach, including without limitation attorney fees, litigation and arbitration fees, financial and travel expenses.
Appears in 1 contract
Samples: Call Option Agreement (Ambow Education Holding Ltd.)