Common use of Obligations of Shareholders Clause in Contracts

Obligations of Shareholders. In order to ensure Party B’s performance of the Business Agreements executed with Party A and its obligations to Party A, the Shareholders hereby acknowledge and agree that, unless with prior written consent of Party A or any other party designated by it, Party B will not engage in any transaction which may have material effect on its assets, business, employees, obligations, rights or business operations, including but not limited to: 1.1 carrying out any activity beyond its ordinary business scope, or conducting its business in a way inconsistent with its past practice; 1.2 borrowing any sum from or undertaking any liability to any third party, except for those occurred in its ordinary business course; 1.3 changing or removing any of its directors, or replacing any member of its senior management; 1.4 selling to or acquire from any third party or otherwise dispose any assets or rights of an amount exceeding RMB100, 000, including but not limited to any intellectual properties; 1.5 offering guarantee or any other forms of security to any third party by use of its assets or intellectual properties, or create any other encumbrance on its assets; 1.6 amending its articles of association, or changing its business scope; 1.7 changing its ordinary business procedures, or amending any of its material internal rules, regulations or policies; 1.8 assigning its rights and obligations under this Agreement to any third party; 1.9 making any substantial adjustment to its business model, marketing strategies, operation policies or client relations; or 1.10 declare or distribute any profit or dividend.