Obligations of The Guarantor. 2.1 In consideration of the Authority entering into the Contract with the Contractor, the Guarantor agrees:
2.1.1 as primary obligor, to guarantee to the Authority the due and punctual performance by the Contractor of each and all of the obligations, representations, warranties, duties and undertakings of the Contractor under and pursuant to the Contract when and if such obligations, representations, warranties, duties and undertakings shall become due and performable according to the terms of the Contract;
2.1.2 in addition to its obligations set out in clause 2.1.1, to indemnify the Authority against all losses which may be awarded against the Authority or which the Authority may otherwise incur arising out of, under or otherwise in connection with the Contract whether arising under statute, contract or at common law including without limitation by reason of any breach by the Contractor of its obligations, representations, warranties, duties and undertakings under and/or pursuant to the Contract save that, subject to the other provisions of this guarantee (including without limitation clause 2.1.3), this shall not be construed as imposing greater obligations or liabilities on the Guarantor than are imposed on the Contractor under the Contract; and
2.1.3 to indemnify the Authority against all losses whether arising under statute, contract or at common law which may be awarded against the Authority or which the Authority may otherwise incur if any obligation guaranteed by the Guarantor is or becomes totally or partially unenforceable, invalid or illegal as if the obligation guaranteed had not become unenforceable, invalid or illegal provided that the Guarantor's liability shall be no greater than the Contractor's liability would have been if the obligation guaranteed had not become unenforceable, invalid or illegal.
Obligations of The Guarantor. In consideration of the Authority entering into the Contract with the Contractor, the Guarantor agrees:
Obligations of The Guarantor. For value received, the receipt and sufficiency of which are hereby acknowledged, the Guarantor hereby irrevocably and unconditionally guarantees the prompt and complete payment when due of the obligations and liabilities, whether now in existence or hereafter arising, of the Seller, which is under common control and ownership with the Guarantor, to the Purchaser (i) arising out of or under Sections 5(m), 6 and 10 of this Agreement and (ii) that are owed under such Sections 5(m), 6 and 10 to the Purchaser or any of its successors and permitted assigns under this Agreement (collectively, the “Obligations”). The guaranty provided for in this Section 24 is one of payment and not of collection. The Guarantor hereby waives notice of acceptance of the guaranty provided for in this Section 24 and notice of any of the Obligations to which it may apply, and waives diligence, presentment, demand for payment, protest, notice of protest, notice of dishonor or non-payment of any Obligation, suit or the taking of other action by the Purchaser against, and any other notice to, the Seller, the Guarantor or others. The Guarantor hereby waives any defense arising by reason of, and any and all right to assert against the Purchaser any claim or defense based upon, an election of remedies by the Purchaser which in any manner impairs, affects, reduces, releases, destroys and/or extinguishes the rights of the Guarantor to proceed against the Seller or any other guarantor for reimbursement or contribution, and/or any other rights of the Purchaser to proceed against the Seller, any other guarantor, or any other Person or security. The Guarantor acknowledges that it is presently informed of the financial condition of the Seller and of all other circumstances which diligent inquiry would reveal and which bear upon the risk of nonpayment of the Obligations. When pursuing its rights and remedies hereunder against the Guarantor, the Purchaser may, but shall be under no obligation to, pursue such rights and remedies that the Purchaser may have against the Seller or any other Person or any security or other guarantee for the Obligations or any right of offset with respect thereto, and any failure by the Purchaser to pursue such other rights or remedies or to collect any payments from the Seller or any such other Person or to realize upon any security or other guarantee or to exercise any such right of offset, or any release of the Seller or any such other Person or security or other guar...
Obligations of The Guarantor. 2.1 In the event of failure by the Issuer to perform any of the Guaranteed Obligations, the Guarantor undertakes to make, upon first, simple demand by the Trustee, payment of any amount owed by the Issuer under the Guaranteed Obligations pursuant to the Indenture and the Notes (each document requiring a payment delivered by the Trustee to the Guarantor hereunder, a “Payment Demand”).
2.2 All payments arising under this Guaranty shall be made by payment to the account indicated by the Trustee in the Payment Demand promptly following the receipt thereof.
Obligations of The Guarantor. The Guarantor is obliged for the entire Guarantee Validity Term in respect of the following:
Obligations of The Guarantor. 1. We waive the right to require exhaustion of remedies against the Contractor, any right to withhold performance, any right of retention, any right of avoidance, any right to offset, and the right to assert any other claims which the Contractor may have against the contracting authority under the contract or in connection with it or on any other grounds.
2. Our obligations under this guarantee shall not be affected by any arrangements or agreements made by the contracting authority with the Contractor which may concern its obligations under the contract.
3. We must immediately inform the contracting authority in writing - by registered mail or by courier with acknowledgement of receipt - in the event of a change of our legal status, ownership or address.
Obligations of The Guarantor. 6.1 The Guarantor shall unconditionally and immediately pay all amounts due and payable by the Debtor if the Debtor fails to fully or on time repay all loans or any part thereof, or the principal of financing amounts or the amounts paid by the Creditor in advance or the interest accrued thereon. The Guarantor agrees that: if the creditor’s rights under the Primary Contract are concurrently secured by the charge or pledge supplied by the Debtor or a third party, then the Creditor may determine, at its own discretion, the order to exercise the rights, and the Creditor may require the Guarantor to immediately pay all amounts due and payable by the Debtor without firstly exercising the security interests; if the Creditor waives the security interests or the sequence of its rights or changes the security interests, the Guarantor shall still assume the liabilities of guarantee pursuant to this Contract without exemption from any liability.
6.2 The Guarantor shall be obligated to supervise the Debtor under the Primary Contract to use the loans for the purpose agreed in the Primary Contract, and shall not be relieved from any liability due to the use of the loans by the Debtor under the Primary Contract breaching the provisions of the Primary Contract.
6.3 The Guarantor shall cooperate for the Creditor’s supervision and inspection on its income and credit (if the Guarantor is a natural person) / its operation and financial conditions (if the Guarantor is not a natural person), and timely furnish all financial statements and other materials and information required by the Creditor.
6.4 The Guarantor shall send at least thirty days’ prior written notice to the Creditor of any of the following circumstances and shall not adopt any of the following acts prior to the creditor’s rights under the Primary Contract being fully paid:
(1) The sale, grant, leasing, lending or transfer of, or creation of pledge or charge on or otherwise disposal of substantial assets, or all assets or a majority thereof;
(2) Any material change in the operating system or form of property right organization, including but not limited to the implementation of contracting, leasing, joint operation, corporate system reform, stock cooperative system reform, sale of enterprise, merger (consolidation), joint venture (cooperation), division, incorporation of a subsidiary, title transfer, and decrease of capital.
6.5 The Guarantor shall notify the Creditor in writing within seven days from the date on ...
Obligations of The Guarantor. 2.1 In consideration of the Authority entering into the Contract with the Contractor, the Guarantor agrees:
2.1.1 as primary obligor, to guarantee to the Authority the due and punctual performance by the Contractor of each and all of the obligations, representations, warranties, duties and undertakings of the Contractor under and pursuant to the Contract when and if such obligations, representations, warranties, duties and undertakings shall become due and performable according to the terms of the Contract;
Obligations of The Guarantor. Failure of Guarantor to comply with or to perform any term, obligation, covenant or condition of Guarantor contained in this Agreement or in the Guaranty, or failure of Guarantor to comply with or to perform any other term, obligation, covenant or condition of Guarantor contained in any other agreement between Lender and Guarantor.
Obligations of The Guarantor. 6.1 The Guarantor shall, before May 10th of each year, furnish with the Agent with the consolidated and non-consolidated financial statements for the preceding fiscal year as audited by an accounting firm;
6.2 The Guarantor shall promptly submit other materials as requested by the Agent;
6.3 Upon occurrence of any event that has affected or is likely to affect the Guarantor’s performance of obligations hereunder, the Guarantor shall promptly notify the Agent;
6.4 The Guarantor shall obtain the prior written consent of the Agent with respect to any transfer of its operating assets accounting for more than 50% its total assets;
6.5 In the event of any merger, spin-off, joint stock transformation, structural transformation or other material change in ownership structure, the Guarantor shall provide the Agent with a 15 days prior notice of the relevant plan of change and must obtain the written consent of the Agent. No such plan of change shall prejudice the legitimate rights and interests of the Agent under this Contract;
6.6 If the Guarantor provides any guarantee to a third party with the cumulative guarantee amount exceeding [70]% of the net assets stated in the financial statements of the most recent fiscal year of the Guarantor, the Guarantor must obtain the written consent of the Agent.
6.7 In the event of any change in its company name, domicile, legal representative, registered capital, business scope, company type, or any amendment to its Articles of Association, or in the event of any material financial or personnel change, the Guarantor shall provide a 10 days prior written notice to the Agent and shall file the relevant documents with the Agent for record.
6.8 The Guarantor shall not execute any document or do any thing that would have an adverse effect on the interests of the Agent.
6.9 The Guarantor shall at all times (i) take all corporate and other actions necessary for its performance of its obligations hereunder, and comply with the terms concerning all relevant consents required by the laws and regulations of the applicable jurisdiction; and (ii) take all necessary actions to obtain all relevant consents required by the laws and regulations of the applicable jurisdiction, and make the foregoing fully effective, including, but not limited to, register this Contract with the SAFE within fifteen (15) days after the date hereof pursuant to the laws and regulations of the People’s Republic of China (the “PRC”), and deliver to the Agent the exter...
