Party A’s Responsibilities. In addition to its other obligations under this Contract, Party A shall be responsible for the following matters: (1) Providing capital contributions in accordance with the terms and conditions of this Contract and the Capital Contribution Schedule attached as Appendix 2 hereto; (2) Using its best endeavors (acting at all times in close consultation with Party B and Party C) to assist the Joint Venture to: (a) obtain all necessary governmental approvals and completing all required registrations for the establishment and operation of the Joint Venture; (b) liaise with PRC national, provincial, municipal or local governmental authorities and other relevant institutions or organizations; (c) obtain the most preferential tax, customs, foreign exchange and other favorable treatment that are or may become available to the Joint Venture and/or the Parties under relevant national and local laws and regulations of the PRC; and (d) procure necessary equipment, materials, articles for office use, means of transportation, telecommunications facilities and other public utilities, in accordance with the Joint Venture's request. (3) Using its best endeavors (acting at all times in close consultation with Party B and Party C) to assist the Joint Venture to register with the relevant tax bureau, to open such foreign exchange and RMB bank accounts, assist the Joint Venture with all required foreign exchange approvals, and assist the Joint Venture in applying for all approvals required to remit to Party B and Party C in foreign exchange distributable profits and all other payments required to be paid to Party B and/or Party C; (4) Providing necessary assistance to the Joint Venture in recruiting suitable management personnel, technical personnel and other necessary employees to be employed by the Joint Venture; (5) Assisting the Joint Venture to contact banks and other financial institutions inside the PRC and hold discussions with them with respect to the raising of any loans required by the Joint Venture; (6) Assisting foreign workers, staff, and personnel (including Directors, managers, technicians, and contractors appointed or selected by Party B and/or Party C) in obtaining PRC visas and work permits for travel to China directly related to the operation of the Joint Venture if requested by Party B and/or Party C; (7) Causing Chengshan Group to enter into the lease agreements in substantially the form attached as Appendix 5 hereto in respect of the office space, single-worker dormitories and employee cafeteria with the Joint Venture, pursuant to which Chengshan Group, at the discretion and request of the Joint Venture, shall lease the office space, single-worker dormitory and employee cafeteria to the Joint Venture as necessary for normal and effective use and operation of the Joint Venture. (8) Executing and performing, in accordance with the terms therein, the various Supplementary Contracts to which it is a party; (9) Be responsible for any environmental pollution, fines, charges or losses caused by it prior to the Establishment Date, and indemnify the Joint Venture for any financial burden and/or losses arising out of any contamination caused by Party A prior to the Establishment Date; and (10) Assisting with and carrying out other relevant matters as may be reasonably requested by the Board from time to time.
Appears in 2 contracts
Samples: Sino Foreign Equity Joint Venture Contract (Cooper Tire & Rubber Co), Sino Foreign Equity Joint Venture Contract (Cooper Tire & Rubber Co)
Party A’s Responsibilities. In addition to its other obligations under this Contract, Party A shall be responsible for the following matters:
(1) Providing capital contributions in accordance with the terms and conditions of this Contract and the Capital Contribution Schedule attached as Appendix 2 heretoContract;
(2) Using its best endeavors (acting at all times in close consultation with Party B and Party CB) to assist the Joint Venture to:
(a) obtain all necessary governmental approvals and completing all required registrations for the establishment and operation of the Joint Venture;
(b) liaise with PRC national, provincial, municipal or local governmental authorities and other relevant institutions or organizations;
(c) obtain the most preferential tax, customs, foreign exchange and other favorable treatment that are or may become available to the Joint Venture and/or the Parties under relevant national and local laws and regulations of the PRC; and
(d) procure necessary equipment, materials, articles for office use, means of transportation, telecommunications facilities and other public utilities, in accordance with the Joint Venture's request.
(3) Using its best endeavors (acting at all times in close consultation with Party B and Party CB) to assist the Joint Venture to register with the relevant tax bureau, to open such foreign exchange and RMB bank accounts, assist the Joint Venture with all required foreign exchange approvals, and assist the Joint Venture in applying for all approvals required to remit to Party B and Party C in foreign exchange distributable profits and all other payments required to be paid to Party B and/or Party CB;
(4) Providing necessary assistance to the Joint Venture in recruiting suitable management personnel, technical personnel and other necessary employees to be employed by the Joint Venture;
(5) Assisting the Joint Venture to contact banks and other financial institutions inside the PRC and hold discussions with them with respect to the raising of any loans required by the Joint Venture;
(6) Assisting foreign workers, staff, and personnel (including Directors, managers, technicians, and contractors appointed or selected by Party B and/or Party CB) in obtaining PRC visas and work permits for travel to China directly related to the operation of the Joint Venture if requested by Party B and/or Party CB;
(7) Causing Chengshan Group to enter into the lease agreements in substantially the form attached as Appendix 5 hereto in respect of the office space, single-worker dormitories and employee cafeteria with the Joint Venture, pursuant to which Chengshan Group, at the discretion and request of the Joint Venture, shall lease the office space, single-worker dormitory and employee cafeteria to the Joint Venture as necessary for normal and effective use and operation of the Joint Venture.
(8) Executing and performing, in accordance with the terms therein, the various Supplementary Contracts to which it is a party;
(9) Be responsible for any environmental pollution, fines, charges or losses caused by it prior to the Establishment Date, and indemnify the Joint Venture for any financial burden and/or losses arising out of any contamination caused by Party A it prior to the Establishment Date;
(8) Providing a shareholder loan to the Joint Venture according to Article 5.5 herein; and
(109) Assisting with and carrying out other relevant matters as may be reasonably requested by the Board from time to time.
Appears in 1 contract
Samples: Sino Foreign Equity Joint Venture Contract (Cooper Tire & Rubber Co)
Party A’s Responsibilities. In addition to its other obligations under this Contract, Party A shall be responsible for the following matters:
(1) Providing capital contributions in accordance with the terms and conditions of this Contract and the Capital Contribution Schedule attached as Appendix 2 hereto;
(2) Using its best endeavors (acting at all times in close consultation cooperate with Party B and Party C) provide such assistance to assist the Joint Venture to:
(a) obtain all necessary as Party B may request from time to time with respect to obtaining and updating governmental approvals and completing all required registrations for the establishment and operation of the Joint Venture;
(b2) liaise provide such assistance to the Joint Venture as Party B may request from time to time in registering and updating with PRC nationalall relevant tax bureaus, provincialopening bank accounts, municipal or local governmental authorities and other relevant institutions or organizationsobtaining all required foreign exchange approvals;
(c3) obtain assist the Joint Venture as Party B may request from time to time in applying for and obtaining the most preferential tax, customs, foreign exchange treatment and any other favorable treatment that are or may become available beneficial treatments to which the Joint Venture and/or may be entitled under the Parties under relevant national and local laws and regulations of the PRC; and;
(d4) procure necessary equipment, materials, articles for office use, means of transportation, telecommunications facilities and other public utilities, in accordance with assist the Joint Venture's request.
(3) Using its best endeavors (acting at all times in close consultation with Venture as Party B may request from time to time in obtaining a reliable supply of electricity, water, heating, gas, steam and Party C) telecommunication services required for the Joint Venture Business, and to assist the Joint Venture to register with the relevant tax bureau, to open ensure a continuous and uninterrupted supply of all such foreign exchange utilities in an amount and RMB bank accounts, assist quality as is required by the Joint Venture with all required foreign exchange approvals, and assist the Joint Venture in applying for all approvals required to remit to Party B and Party C in foreign exchange distributable profits and all other payments required to be paid to Party B and/or Party C;
(4) Providing necessary assistance to the Joint Venture in recruiting suitable management personnel, technical personnel and other necessary employees to be employed by the Joint VentureBusiness;
(5) Assisting assist the Joint Venture as Party B may request from time to contact time in the recruitment of key personnel in the PRC as may be necessary for the Joint Venture Business, as well as assisting foreign workers, staff and personnel in obtaining PRC visas, work permits and residency permit;
(6) assisting the Joint Venture as Party B may request from time to time to seek and to obtain financing from banks and other financial institutions inside the PRC and hold discussions with them with respect to the raising of any loans required by the Joint Venture;
(6) Assisting foreign workers, staff, and personnel (including Directors, managers, technicians, and contractors appointed or selected by Party B and/or Party C) in obtaining PRC visas and work permits for travel to China directly related to the operation of the Joint Venture if requested by Party B and/or Party C;PRC; and
(7) Causing Chengshan Group to enter into the lease agreements provide assistance in substantially the form attached as Appendix 5 hereto in other matters with respect of the office space, single-worker dormitories and employee cafeteria with the Joint Venture, pursuant to which Chengshan Group, at the discretion and request of the Joint Venture, shall lease the office space, single-worker dormitory and employee cafeteria to the Joint Venture as necessary for normal and effective use and operation of the Joint Venture.
(8) Executing and performing, in accordance with the terms therein, the various Supplementary Contracts Party B may request from time to which it is a party;
(9) Be responsible for any environmental pollution, fines, charges time or losses caused by it prior to the Establishment Date, and indemnify the Joint Venture for any financial burden and/or losses arising out of any contamination caused by Party A prior to the Establishment Date; and
(10) Assisting with and carrying carry out other relevant matters as may be reasonably requested by the Board from time to time.
Appears in 1 contract
Samples: Equity Joint Venture Contract (Cooper Tire & Rubber Co)