Common use of Obligations of Pledgors Clause in Contracts

Obligations of Pledgors. 5.1 The dividend and bonus arising from the Pledged Equity shall be deposited in an escrow account for the supervision of the Pledgee. 5.2 Apart from the encumbrance set forth hereunder and under the Exclusive Purchase Option Agreement, without the Pledgee’s prior written consent, the Pledgors shall not sell, transfer, mortgage or otherwise dispose of the Pledged Equity, nor shall place encumbrances on such Pledged Equity. 5.3 Without the Pledgee’s prior written consent, the Pledgors shall not supplement or amend the articles of association of the Company, its wholly owned and holding subsidiaries (including the company whose equity has consigned to the Company) in any manner, nor shall it increase or decrease the registered capital or change the shareholding structure of the Company in any manner. 5.4 The Pledgors shall cause the Shareholders’ General Meeting not to approve for the resolutions on the dissolution, liquidation and change of legal form of the Company, its wholly owned and holding subsidiaries. 5.5 The Pledgors shall not cause the Shareholders’ General Meeting not to approve for any Profit Distribution Proposal, nor shall accept such distributed dividend without the Pledgee’s prior written consent. 5.6 At the Pledgee’s request, the Pledgors shall provide the Pledgee with all information regarding the business operation and financial condition of the Company. 5.7 The Pledgors shall not incur or succeed to any debts or liabilities which may adversely affect their equity interests in the Company without the Pledgee’s prior written consent. 5.8 The Pledgors shall appoint, and appoint only, the candidates nominated by the Pledgee to the board of directors of the Company, and shall not replace such candidates without the Pledgee’s prior written consent. 5.9 The Pledgors shall cause the Board of Directors of the Company not to approve any acquisition of, any consolidation with, or any investment in any third party without the Pledgee’s prior written consent. 5.10 The Pledgors shall promptly notify the Pledgee of any pending or threatened lawsuit, arbitration or administrative dispute which involve the assets, business or incomes of the Company, and take positive measures against aforesaid lawsuits, arbitrations or administrative dispute. Equity Pledge Agreement 5.11 The Pledgors shall not commit any conducts or omissions that may adversely affect the assets, business operation, the debts and liabilities of the Company without the Pledgee’s prior written consent. 5.12 To the extent permitted by the PRC laws and regulations, and at any time upon the Pledgee’s request, the Pledgors shall promptly and unconditionally transfer their equity interests in the Company to the Pledgee or its designated third party in accordance with the Exclusive Purchase Option Agreement, and cause other shareholders waive their rights of first refusal with respect to such transfer. 5.13 The Pledgors shall cause the directors of the Company approve for the resolution in respect of the Equity Transfer or Assets Transfer hereunder. 5.14 The Pledgors shall make every efforts to cause the Company perform the obligations of Article 6 hereunder. 5.15 The Shareholders shall, to the extent permitted by applicable laws, cause the business term of Party C (including the circumstance of change of business terms) not shorter than that of Party B(including the circumstance of change of business terms). 5.16 The Pledgors shall strictly comply with the provisions of this Agreement, and effectively perform its obligations hereunder, and shall be prohibited from committing any act or omission which may affect the validity or enforceability of this Agreement.

Appears in 1 contract

Samples: Equity Pledge Agreement (Aamaxan Transport Group, Inc.)

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Obligations of Pledgors. 5.1 6.1 The dividend and bonus arising from the Pledged Equity shall be deposited in an escrow account for the supervision of the Pledgee.; 5.2 6.2 Apart from the encumbrance set forth hereunder and under the Exclusive Purchase Option Agreement, without the Pledgee’s prior written consent, the Pledgors shall not sell, transfer, mortgage or otherwise dispose of the Pledged Equity, nor shall place encumbrances on such Pledged Equity.; 5.3 6.3 Without the Pledgee’s prior written consent, the Pledgors shall not supplement or amend the articles of association of the Company, its wholly owned and holding subsidiaries (including the company whose equity has consigned to the Company) Company in any manner, nor shall it increase or decrease the registered capital or change the shareholding structure of the Company in any manner.; 5.4 6.4 The Pledgors shall cause the Shareholders’ General Meeting not to approve for the resolutions on the dissolution, liquidation and change of legal form of the Company, its wholly owned and holding subsidiaries.; 5.5 6.5 The Pledgors shall not cause the Shareholders’ General Meeting not to approve for any Profit Distribution Proposalprofit distribution proposal, nor shall accept such distributed dividend without the Pledgee’s prior written consent. 5.6 ; At the Pledgee’s request, it shall promptly approve for the profit distribution proposal, and accept such distributed dividend; 6.6 The Pledgors shall provide the Pledgee with all information regarding the business operation and financial condition of the Company.Company at the Pledgee’s request,; 5.7 6.7 The Pledgors shall not incur or succeed to any debts or liabilities which may adversely affect their equity interests in the Company without the Pledgee’s prior written consent.; 5.8 6.8 The Pledgors shall appoint, and appoint only, the candidates nominated by the Pledgee to the board of directors of the Company, and shall not replace such candidates without the Pledgee’s prior written consent.; 5.9 6.9 The Pledgors shall cause the Board board of Directors directors of the Company not to approve any acquisition of, any consolidation with, or any investment in any third party without the Pledgee’s prior written consent.; 5.10 6.10 The Pledgors shall promptly notify the Pledgee of any pending or threatened lawsuit, arbitration or administrative dispute which involve the assets, business or incomes of the Company, and take positive measures against aforesaid lawsuits, arbitrations or administrative dispute. Equity Pledge Agreement; 5.11 6.11 The Pledgors shall not commit any conducts or omissions that may adversely affect the assets, business operation, the debts and liabilities of the Company without the Pledgee’s prior written consent.; 5.12 6.12 To the extent permitted by the PRC laws and regulations, and at any time upon the Pledgee’s request, the Pledgors shall promptly and unconditionally transfer their equity interests in the Company to the Pledgee or its designated third party in accordance with the Exclusive Purchase Option Agreement, and cause other shareholders waive their rights of first refusal with respect to such transfer.; 5.13 6.13 The Pledgors shall cause the board of directors of the Company to approve for the resolution in respect of the Equity Transfer equity transfer or Assets Transfer hereunder.asset transfer under the Exclusive Purchase Option Agreement; 5.14 6.14 The Pledgors shall make every efforts to cause the Company to perform the obligations of Article 6 7 hereunder.; 5.15 6.15 The Shareholders Pledgors shall, to the extent permitted by applicable laws, cause the business term of Party C the Company (including the circumstance of change of business terms) not shorter than that of Party B(including Pledgee (including the circumstance of change of business terms).; 5.16 6.16 The Pledgors shall strictly comply with the provisions of this Agreement, and effectively perform its obligations hereunder, and shall be prohibited from committing any act or omission which may affect the validity or enforceability of this Agreement; 6.17 The Pledgors agree that the Pledgee’s right to exercise the pledge under this Agreement shall not be suspended or impaired by the Pledgor or any successors of the Pledgors or any person authorized by the Pledgors through legal procedures.

Appears in 1 contract

Samples: Equity Pledge Agreement (China Xiniya Fashion LTD)

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