Common use of Party A’s Rights and Obligations Clause in Contracts

Party A’s Rights and Obligations. 6.1 During the valid period of this Contract, Party A shall perform suretyship liability hereunder unconditionally within five working days after receiving Party B’s notice under any one of the following circumstances: 6.1.1 the performance period of a debt under the principal creditor’s rights expires and Party B is not paid; 6.1.2 a debt under the Main Contract is due in advanced in accordance with laws or the Main Contract, and Party B is not paid; 6.1.3 Party A or the Debtor of the Main Contract is filed reorganization or bankruptcy, suspends its business for rectification, is announced closed or is announced dissolved (cancelled); 6.1.4 Party A has any other event which has endangered or damaged or may endanger or damage Party B’s rights and interests; or 6.1.5 Other circumstances that Party A shall perform suretyship liability as prescribed by laws and regulations or stipulated by the Main Contract or this Contract. 6.2 Party A shall continue to perform suretyship liability under this Contract without obtaining Party A’s consent under any one of the following circumstances: 6.2.1 Party B and the Debtor of the Main Contract reach an agreement on change of the Main Contract and such change does not increase the Debtor’s debts; 6.2.2 Under international and domestic trade financing, Party B and the Debtor of the Main Contract changes the L/C or letter of guarantee in connection with the Main Contract, and such change does not increases the Debtor’s obligation of payment under the L/C or letter of guarantee; or 6.2.3 Party B transfers the principal creditor’s rights. 6.3 During the valid period of this Contract, Party A shall, according to Party B’s requirements, provide balance sheet, statement of incomes, statement of cash flows and other financial statements, and accept Party B’s inspection and supervision on Party A’s production and operation activities and financial status. 6.4 Party A shall notify Party B in written form and implement all suretyship liabilities under this Contract thirty days prior to the following changes during the valid period of this Contract, including but not limited to contracting, lease, custody, reorganization of assets, reconstruction of debts, transformation of equity system, joint operation, business combination (or merger), division, paid transfer of property, joint investment (or cooperation), reduce of registered capital, or filing for winding-up, filing for dissolution (or cancellation), filing for reorganization, mediation and bankruptcy, or change of self system or legal status. 6.5 During the valid period of this Contract, Party A shall notify Party B in written form thirty days prior to the following changes when it is announced winding-up, is announced closed, is announced dissolved (cancelled), is filed reorganization or bankruptcy, or changes self system and legal status, or has any other change which is enough to endanger Party A’s normal operation and lose the guarantee ability. 6.6 If Party A changes Party A’s address, name or legal representative, Party A shall notify Party B in written form within seven days after such change. 6.7 If the loan under the Main Contract is used for borrowing or repaying, Party A is willing to bear suretyship liability. 6.8 Party A shall sign in timely various notices posted or served by other means by Party B. 6.9 In case of any one of the following circumstances occurring to the purchaser’s financing under a L/C, an import L/C and import bxxx advance/ import refinance businesses, Party A shall have the obligation of incontestable guaranty of suretyship. Party A shall not, for any payment obligation under the letter of credit specified by the judicial authority or the administrative authority, issue stop payment order or restraining order, or take measures to seal, detain and freeze relevant property of the letter of credit or take other similar measures to present exemption or defense: 6.9.1 the person designated or authorized by Party B has favorably paid according to Party B’s order; 6.9.2 Party B or the person designated or authorized by Party B has favorably issued a due payment confirmation for the loan under the domestic letter of credit or has favorably accepted the documents under the import letter of credit; 6.9.3 the confirming bank of the L/C has favorably performed the obligation of payment; 6.9.4 the negotiation bank of the L/C has favorably made negotiation. 6.10 Under shipping guarantee, endorsement of bxxx of lading and authorized withdrawal, Party A shall not present exemption or defense because the Debtor of the Main Contract refuses payment of the relevant L/C.

Appears in 4 contracts

Samples: Maximum Guarantee Contract (Highpower International, Inc.), Maximum Guarantee Contract (Highpower International, Inc.), Maximum Guarantee Contract (Highpower International, Inc.)

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Party A’s Rights and Obligations. 6.1 During the valid period using term of this Contractcomprehensive credit line, Party A shall perform suretyship liability hereunder unconditionally within five working days after receiving Party B’s notice under if there is any one of the following circumstances: 6.1.1 the performance period of a debt under the principal creditor’s rights expires and Party B is not paid; 6.1.2 a debt under the Main Contract is due in advanced in accordance with laws or the Main Contract, and Party B is not paid; 6.1.3 Party A or the Debtor of the Main Contract is filed reorganization or bankruptcy, suspends its business for rectification, is announced closed or is announced dissolved (cancelled); 6.1.4 Party A has any other event which has endangered or damaged or may endanger or damage Party B’s rights and interests; or 6.1.5 Other circumstances that Party A shall perform suretyship liability as prescribed by laws and regulations or stipulated by the Main Contract or this Contract. 6.2 Party A shall continue change to perform suretyship liability under this Contract without obtaining Party party A’s consent under any one of the following circumstances: 6.2.1 Party B and the Debtor of the Main Contract reach an agreement on change of the Main Contract and such change does not increase the Debtor’s debts; 6.2.2 Under international and domestic trade financing, Party B and the Debtor of the Main Contract changes the L/C or letter of guarantee in connection with the Main Contract, and such change does not increases the Debtor’s obligation of payment under the L/C or letter of guarantee; or 6.2.3 Party B transfers the principal creditor’s rights. 6.3 During the valid period of this Contract, Party A shall, according to Party B’s requirements, provide balance sheet, statement of incomes, statement of cash flows and other financial statements, and accept Party B’s inspection and supervision on Party A’s production and operation activities and financial status. 6.4 Party A shall notify Party B in written form and implement all suretyship liabilities under this Contract thirty days prior to the following changes during the valid period of this Contractoperating decision making, including but not limited to contractingshare transfer, leasereorganization, custodymerge, reorganization of assetssplitting, reconstruction of debtsshareholding reform, transformation of equity systemjoint venture, cooperation, joint operation, contracting lease, change to business combination (scope and registered capital or merger)other circumstances that may affect party B’s rights and interests, divisionparty A shall send a written notice to party B at least thirty days in advance, paid transfer of property, joint investment (or cooperation), reduce of registered capitaland implement the debt repayment liabilities under this contract as consented by party B in writing, or filing provide security recognized by party B. 6.2 If party A disposes all or part of its assets or business revenue by transferring, leasing or setting security for winding-upother debts than the debt under this contract or other matters that may affect party B’s rights and interests, filing for dissolution (or cancellation)party A shall send a written notice to party B at least thirty days in advance and obtain a written notice from party B in advance. 6.3 In case of any event that has negative influence on the fulfillment of debts under this contract, filing for reorganizationincluding but not limited to involvement in litigation, mediation and arbitration, criminal investigation, administrative punishment, suspension, business discontinuation, dissolution, being declared of bankruptcy, being suspended of business license, being canceled, deterioration of financial conditions, etc., party A shall send a written notice to party B within three days after the occurrence or change possible occurrence of self system or legal statusthe afore-mentioned event. 6.5 During 6.4 If the valid period guarantor has any negative circumstance, including but not limited to suspension, business discontinuation, being declared of bankruptcy, dissolution, being canceled of business license, being canceled or operation loss, etc. partially or entirely loses the guaranteeing ability relating to this Contractcontract, Party or have the value of the mortgage or collateral serving as the security under this contract diminished or have any circumstance that may be negative to the security of party B’s creditor’s rights, party A shall notify Party B in provide new security recognized by party B. 6.5 Without a written form thirty days prior consent from party B, party A shall not entirely or partially transfer the debts under this contract to the following changes when it is announced winding-up, is announced closed, is announced dissolved (cancelled), is filed reorganization or bankruptcy, or changes self system and legal status, or has any other change which is enough to endanger Party A’s normal operation and lose the guarantee abilitythird party. 6.6 If Party A guarantees to timely repay the principal and interests of the credit line, and timely pay the payable expenses. For the due (including advance due) payables of party A under this contract and specific business contract, including but not limited to the corresponding principal, interests, penalty interests and other payable expenses of the already used credit line, party B shall have the right to deduct it from any account of party A opened at China CITIC Bank without obtaining the consent from party A in advance. When party B actively deducts payment based on this contract and provision in specific business contract, if the currency of such account is inconsistent with the business pricing currency, it shall be calculated and converted based on the exchange rate released by party B on the date of settlement. 6.7 During the using term of the comprehensive credit line, if party A changes Party A’s addressits legal person name, name or legal representative, Party project principal, address, telephone, fax, etc., party A shall notify Party notice party B in written form writing within seven days after such change. 6.7 If the loan under the Main Contract is used for borrowing or repaying, Party A is willing to bear suretyship liability. 6.8 Party A shall sign provide, as required by party B, party B with the information and materials, including the related group members’ names, legal representatives, actual controllers, registration places, registered capitals, main businesses, equity structures, senior management, financial conditions, major assets projects, guarantee status, main litigations, etc., and guarantee such materials to be authentic, accurate, complete, legal and effective. If there is any change to the foresaid information and material of group member, party A shall notice party B in timely various notices posted or served by other means by Party B.writing within 3 days after the occurring date of such change. 6.9 In case of any one of the following circumstances occurring to the purchaser’s financing under a L/C, an import L/C and import bxxx advance/ import refinance businesses, Party A shall have timely submit written reports to party B to inform any and all affiliated transactions that are occurred or about to occur and account for over 10% (including 10%) of party A’s net assets, including but not limited to the obligation of incontestable guaranty of suretyship. affiliation relationship between different transacting parties, transaction items, transaction natures, transaction amount or related ratios, pricing policy (including the transactions without amount or with only symbolic amounts). 6.10 Party A shall notnot sign or issue any contract, commitment or other text with any third party that damages party B’s realization of its creditor’s rights under this contract and specific business contract, or engages in any transaction or behavior that damages the realization of party B’s creditor’s rights. 6.11 If party B makes any external payment, compensation or advance payment based on party A’s application for any payment obligation under the bank letter of credit specified by the judicial authority or the administrative authorityguarantee, issue stop payment order or restraining order, or take measures to seal, detain and freeze relevant property of the letter of credit or take other similar measures to present exemption or defense: 6.9.1 the person designated or authorized by Party B has favorably paid according to Party B’s order; 6.9.2 Party B or the person designated or authorized by Party B has favorably issued a due payment confirmation for the loan under the domestic letter of credit or has favorably accepted the documents under the import letter of credit; 6.9.3 the confirming bank of the L/C has favorably performed the obligation of payment; 6.9.4 the negotiation bank of the L/C has favorably made negotiation. 6.10 Under shipping guaranteeacceptance bill, endorsement of bxxx of lading and authorized withdrawal, Party party A shall not present exemption or defense because unconditionally confirm and repay the Debtor of the Main Contract refuses payment of the relevant L/C.related advance payment, interest and expense paid by party B in advance within agreed period.

Appears in 3 contracts

Samples: Comprehensive Credit Granting Contract (Neophotonics Corp), Comprehensive Credit Granting Contract (Neophotonics Corp), Comprehensive Credit Granting Contract (Neophotonics Corp)

Party A’s Rights and Obligations. 6.1 11.1 Party A undertakes that it is a company duly incorporated and validly existing under relevant laws, and it has the power to dispose of the property operated and managed by it, to run the businesses in line with the purpose of the loan hereunder, and to enter into and perform this Agreement. 11.2 Party A undertakes that the project to which the loan hereunder is applied is in compliance with PRC laws, regulations and relevant investment and operation qualifications and capital requirements, has received approvals and registrations, made filings and completed other procedures required by government agencies. 11.3 Party A undertakes that it has obtained necessary approvals from regulatory agencies and its board of directors, as well as necessary authorizations to enter into this Agreement. 11.4 Party A undertakes that its execution and performance of this Agreement do not violate any provision or agreement that is binding upon Party A or its assets, any guarantee agreement or other agreements signed with other party, or any other instrument, agreement or covenant that is binding upon Party A. 11.5 Party A undertakes to provide the documents and materials as required by Party B, which shall be true, accurate, legitimate and valid. 11.6 During the valid period term of this ContractAgreement, Party A’s leverage ratio shall be no more than 80%. 11.7 Party A shall perform suretyship liability hereunder unconditionally within five working days after receiving Party B’s notice under any one of have the following circumstances:right to draw down and use the loan pursuant to this Agreement. 6.1.1 the performance period of a debt under the principal creditor’s rights expires and Party B is not paid; 6.1.2 a debt under the Main Contract is due in advanced in accordance with laws or the Main Contract, and Party B is not paid; 6.1.3 Party A or the Debtor of the Main Contract is filed reorganization or bankruptcy, suspends its business for rectification, is announced closed or is announced dissolved (cancelled); 6.1.4 Party A has any other event which has endangered or damaged or may endanger or damage Party B’s rights and interests; or 6.1.5 Other circumstances that 11.8 Party A shall perform suretyship liability as prescribed open settlement account and the designated account for loan proceeds transfer with Party B or any institution appointed by laws Party B, and regulations or stipulated by subject such accounts to the Main Contract or monitor of Party A pursuant to this ContractAgreement. 6.2 11.9 Party A shall continue have the right to perform suretyship liability under this Contract without obtaining Party A’s consent under any one of use the following circumstances: 6.2.1 Party B and the Debtor of the Main Contract reach an agreement on change of the Main Contract and such change does not increase the Debtor’s debts; 6.2.2 Under international and domestic trade financing, Party B and the Debtor of the Main Contract changes the L/C or letter of guarantee in connection with the Main Contract, and such change does not increases the Debtor’s obligation of payment under the L/C or letter of guarantee; or 6.2.3 Party B transfers the principal creditor’s rightsloan for purposes provided herein. 6.3 During the valid period of this Contract, Party A shall, according to Party B’s requirements, provide balance sheet, statement of incomes, statement of cash flows and other financial statements, and accept Party B’s inspection and supervision on Party A’s production and operation activities and financial status. 6.4 11.10 Party A shall notify cooperate with Party B in written form and implement all suretyship liabilities under this Contract thirty days prior with respect to the following changes inspections conducted prior to, during and after the valid period granting of this Contractthe loan as required by Party B, including which include but not limited to the provision of the following materials: 11.10.1 The business license with annual inspections passed; the corporation code certificate; the ID card of the legal representative and necessary personal information; a list of members of the board of directors, principals, and the financial controller; the licenses for conduction of the business; tax registration certificate with annual inspections passed; a copy of evidence of tax clearance for the period specified by Party B; and the loan certificate (card); 11.10.2 Information of all banks of deposit, account numbers and amounts of deposits and loans; 11.10.3 Audited balance sheet, income statement, change in shareholder’s equity, and sales information, cash flow sheet, financial statements together with its notes and remarks for the period specified by Party B; 11.10.4 Production plans, statistical forms, budget and final accounts of projects; 11.10.5 Information on external guarantee (including guarantee for Party B’s any institution); 11.10.6 Information on all affiliates and relationship therewith, existing and potential related party transactions accounting for 10% of its net assets, and internal guarantee within the group; 11.10.7 Information on lawsuit, arbitration, administrative penalty, dispute over debt obligations with other parties, and prosecution of criminal liability against any management personnel; and 11.10.8 Information on use of the loan hereunder. 11.11 Party A shall repay the interest and principal of the loan as agreed upon hereunder. 11.12 Party A shall provide notice in writing to Party B no less than 30 day prior to occurrence of any circumstances that may change its operations, systems and legal status: contracting, leaseleasing, custodytrusteeship, reorganization of assets, reconstruction restructuring of debts, transformation of equity systemdebts and equity, joint operation, business combination merger (or mergermerger and acquisition), division, paid transfer of propertyjoint venture, joint investment (or cooperation), reduce decrease of registered capitalcapital or application for cessation or cancellation of operation, dissolution or filing for winding-up, filing for dissolution (or cancellation), filing for reorganization, mediation settlement, and bankruptcy, and Party A shall clarify the repayment liability hereunder or provide new guarantee for the loan hereunder (both subject to Party B’s acknowledgement in writing); otherwise all activities mentioned in this clause shall not be conducted unless and until the loan hereunder is fully repaid. 11.13 In the event of being ordered to cease business operations, shut down, dissolve (cancel), and application of reorganization or bankruptcy filed by other parties, which may change of self system or its systems and legal status. 6.5 During the valid period of this Contract, Party A shall notify provide a written notice to Party B in written form thirty within 3 days prior upon the occurrence of such circumstances, and shall take adequate and effective measures to secure Party B’s rights as the following changes when it is announced winding-up, is announced closed, is announced dissolved (cancelled), is filed reorganization or bankruptcy, or changes self system and legal status, or has creditor. 11.14 In the event of any other change which is enough to endanger circumstance that may jeopardize Party A’s normal ordinary operation and lose or Party B’s rights as the guarantee ability. 6.6 If Party A changes Party A’s address, name or legal representativecreditor, Party A shall notify provide a written notice to Party B in written form within seven 3 days after upon the occurrence of such changecircumstance, and shall take adequate and effective measures to secure Party B’s rights as the creditor. 6.7 If 11.15 In the loan under the Main Contract is used for borrowing or repaying, Party A is willing to bear suretyship liability. 6.8 Party A shall sign in timely various notices posted or served by other means by Party B. 6.9 In case event of any one of the following circumstances occurring change to the purchaserParty A’s financing under a L/Cdomicile, an import L/C and import bxxx advance/ import refinance businessesname, legal representative, or substantial changes to Party A’s senior management, Party A shall have the obligation of incontestable guaranty of suretyship. Party A shall not, for any payment obligation under the letter of credit specified by the judicial authority or the administrative authority, issue stop payment order or restraining order, or take measures provide a written notice to seal, detain and freeze relevant property of the letter of credit or take other similar measures to present exemption or defense: 6.9.1 the person designated or authorized by Party B has favorably paid according to Party B’s order; 6.9.2 Party B or within 7 days upon the person designated or authorized by Party B has favorably issued a due payment confirmation for the loan under the domestic letter occurrence of credit or has favorably accepted the documents under the import letter of credit; 6.9.3 the confirming bank of the L/C has favorably performed the obligation of payment; 6.9.4 the negotiation bank of the L/C has favorably made negotiationsuch change. 6.10 Under shipping guarantee, endorsement of bxxx of lading and authorized withdrawal, Party A shall not present exemption or defense because the Debtor of the Main Contract refuses payment of the relevant L/C.

Appears in 2 contracts

Samples: Fixed Assets Loan Agreement (Daqo New Energy Corp.), Fixed Assets Loan Agreement (Daqo New Energy Corp.)

Party A’s Rights and Obligations. 6.1 During Article 4 Party A may verify the valid period documents and materials provided by Party B as required hereunder relating to the normal operation of Party B's business, such as business license, organization code certificate, tax registration certificate, bank account opening permit, qualification certificate, sources of information, copyright certificate (letter of authorization) and bank account information. If it is found that there is any falsified content or any unlawful content contained in those documents and materials, Party A may terminate this Agreement without liabilities. Party A may as per its needs request Party B to further provide certain documents certifying that Party B owns or has the license to the intellectual property rights involved in this Agreement. Article 5 Party A may establish the management rules, performance assessment provisions and customer service standards and documents relating to the all-network IVR service, and Party B shall comply with and implement such management rules, provisions and standards. Party A will assess the performance of Party B according to such provisions. If Party B fails to pass the assessment, Party A may suspend the cooperation with Party B hereunder or even terminate this Agreement. Article 6 Party A may examine any service provided by Party B involved in this Agreement. Party A may refuse to post any content provided by Party B which does not comply with any state law, regulation or policy, or is against the public order and morals or Party A considers inappropriate. If Party B carries out any activity endangering the national security, pornographic or superstitious or any other illegal activity or misconduct during the term of this ContractAgreement, Party A may immediately terminate the cooperation with Party B, and report it to the public security bureau or any other competent government authority. If such activity causes any financial loss to Party A or any adverse effect on Party A's goodwill, Party A may demand Party B to indemnify Party A against the damages and losses resulting therefrom. Party A shall give a clear reply to Party B in written forms within ten (10) business days upon receiving the application materials sent by Party B for any service. Article 7 Party A uses its own services to cooperate with Party B in the all-network IVR service. For this purpose, Party A shall perform suretyship liability hereunder unconditionally within five working days after receiving Party B’s notice under any one of establish the following circumstances: 6.1.1 service standards, design the performance period of a debt under service platform and service development plan, give guidance to provide the principal creditor’s rights expires and Party B is not paid; 6.1.2 a debt under the Main Contract is due in advanced in accordance with laws or the Main Contractservice, and Party B is not paid; 6.1.3 Party A or finally review and decide the Debtor of the Main Contract is filed reorganization or bankruptcy, suspends its business for rectification, is announced closed or is announced dissolved (cancelled); 6.1.4 Party A has service contents and any other event which has endangered or damaged or may endanger or damage Party B’s rights and interests; or 6.1.5 Other circumstances that Party A shall perform suretyship liability as prescribed by laws and regulations or stipulated by the Main Contract or this Contract. 6.2 Party A shall continue additional service relating to perform suretyship liability under this Contract without obtaining Party A’s consent under any one of the following circumstances: 6.2.1 Party B and the Debtor cooperation hereunder. Party A may direct and supervise over the daily works of Party B relating to the Main Contract reach an agreement on change of the Main Contract cooperation hereunder, and such change may demand Party B to correct any activity does not increase meet the Debtor’s debts;business management requirements and claim liabilities for breach of contract against Party B. 6.2.2 Under international Article 8 Party A shall set the rate of service fee, while Party B may give certain proposal and domestic trade financingadvice to Party A in that regard. Party B's proposal and/or advice will be implemented by Party A if the same is confirmed by Party A. If any service fee cannot be recovered due to such causes as user downtime, arrears or invalid user, such service fee will not be included in the base amount for the account settlement between both Parties. Article 9 If Party B breaches this Agreement, Party A may claim liabilities for breach of contract against Party B in accordance with the relevant business management rules such as the Rules of China Mobile Jiangsu Company for the Management of Own Business and the Rules for Management of Cooperation in China Mobile All-network Interactive Voice Response Service. If Party B's breach is caused by any malicious action of any competitor and Party B has provided certain conclusive and valid evidence, Party A may at its own discretion reduce or exempt the liabilities of Party B and claim the Debtor liabilities against the said competitor. Article 10 With respect to any abnormal traffic overload which affects the safety of Party A's network operation, Party A may restrict transmission or timely adjust the traffic according to its system capacity. Furthermore, Party A may notify Party B to deal with the spams or illegal attacks from Party B within a prescribed period. If Party B fails to timely deal with them as required, Party A may take appropriate measures to avoid deterioration of the Main Contract changes event. In case of any emergency, in order to protect the L/C or letter legitimate rights and interests of guarantee in connection with the Main Contractcustomers, and such change does not increases the Debtor’s obligation of payment under the L/C or letter of guarantee; orParty A may take appropriate measures without notice to Party B. 6.2.3 Party B transfers the principal creditor’s rights. 6.3 During the valid period of this Contract, Article 11 Party A shall, according to Party B’s requirementsas per the business logic, provide balance sheetthe business platform interface, statement of incomesservice code, statement of cash flows business code and other financial statements, various technical trainings or supports such as billing and accept Party B’s inspection and supervision on Party A’s production and operation activities and financial status. 6.4 networking required for operating the business. If Party A shall notify Party B in written form and implement all suretyship liabilities under this Contract thirty days prior intends to change certain important data, adjust its network or modify its software, which would affect the following changes during the valid period of this Contract, including but not limited to contracting, lease, custody, reorganization of assets, reconstruction of debts, transformation of equity system, joint operation, business combination (or merger), division, paid transfer of property, joint investment (or cooperation), reduce of registered capital, or filing for winding-up, filing for dissolution (or cancellation), filing for reorganization, mediation and bankruptcy, or change of self system or legal status. 6.5 During the valid period of this Contractbusiness, Party A shall notify give a prior notice to Party B B. Article 12 Party A shall accept all service inquiries and complaints from the customers, and process customer feedbacks. Party A shall deal with all customer inquiries, reports and complaints arising from the problems in written form thirty days prior its network communication. Where the customer inquiry, fee inquiry, course of use, complaint or any other customer service problem which is not caused by any problem in the network communication and cannot be directly explained or the explanation is unsatisfactory to the following changes when it is announced winding-up, is announced closed, is announced dissolved (cancelled), is filed reorganization or bankruptcy, or changes self system and legal status, or has any other change which is enough to endanger Party A’s normal operation and lose the guarantee ability. 6.6 If Party A changes Party A’s address, name or legal representativecustomers, Party A shall notify will forward such issue through the customer service system to Party B's secondary customer service for subsequent processing, and track the result and promptly give feedbacks to the customers. Article 13 If Party B in written form within seven days after such change. 6.7 If commits any act breaching this Agreement or adversely affecting the loan under the Main Contract is used for borrowing or repayingcustomers, Party A is willing may forthwith take certain necessary remedies to bear suretyship liability. 6.8 Party A shall sign in timely various notices posted the affected customers and the involved business, so as to avoid deterioration of the losses suffered by the customers or served by other means by Party B. 6.9 expansion of the adverse effect. In case of any one customer complaint which is caused by any fault of the following circumstances occurring Party B and where a refund is to the purchaser’s financing under a L/C, an import L/C and import bxxx advance/ import refinance businessesbe paid (including 100% or 200% refund), Party A shall have may advance the obligation refund to the customer upon demand of incontestable guaranty the customer, and deduct the same from the amount of suretyship. information fee payable to Party B. Article 14 Party A shall notbe responsible for the routine maintenance of the all-network IVR platform, for and solve all technical failures caused by its reason, so as to ensure the normal operation of the application services. Article 15 Party A may adjust the sequence of the all-network IVR services in Party A's WAP portal, client and WEB website as per the business development. Article 16 Both Parties may jointly carry out marketing, promotional and advertising activities. For that purpose, Party A may request Party B to display the brand of "China Mobile All-network IVR", and the relevant materials shall be subject to the prior review of Party A. Without Party A's approval or authorization, Party B shall not use the logo of China Mobile or any payment obligation under the letter of credit specified by the judicial authority or the administrative authority, issue stop payment order or restraining orderother brand, or take measures to seal, detain display 10086 customer service hotline in its advertising materials. If Party B uses the brand of "China Mobile all-network IVR" beyond the marketing and freeze relevant property promotion of the letter of credit or take other similar measures to present exemption or defense: 6.9.1 the person designated or authorized relevant services approved by Party A, and thus causes any adverse effect on Party A, Party A may deem it as an infringement and may demand Party B has favorably paid to cease such use and bear all liabilities and consequences resulting therefrom; where the circumstances are serious, Party A may claim the legal liabilities against Party B. Article 17 With respect to the channel cooperation, Party A may promote the all-network IVR services of Party B reviewed and approved by Party A in Party A's marketing channels and in the cooperative marketing channels. Article 18 Party A will utilize its resources to carry out integrated marketing, advertising and promotional activities, according to the business development stage and status, as well as the actual needs of the market. Article 19 Party A shall calculate and collect the service fees, and settle and pay the service fees to Party B in accordance with this Agreement. Article 20 In order to maintain the market order and avoid vicious competition while promoting the business development, Party A may restrict the number of partners that provide the similar contents or services of applications by implementing the mechanism of "bottom out" and "enrollment based on merits", and may adjust the number of partners from time to time. Article 21 Upon expiration or termination of this Agreement, Party A may take back such network resources as the platform account name assigned to Party B’s order; 6.9.2 Party B or , and re-assign the person designated or authorized by Party B has favorably issued a due payment confirmation for the loan under the domestic letter of credit or has favorably accepted the documents under the import letter of credit; 6.9.3 the confirming bank of the L/C has favorably performed the obligation of payment; 6.9.4 the negotiation bank of the L/C has favorably made negotiationsame to other parties in cooperation. 6.10 Under shipping guarantee, endorsement of bxxx of lading and authorized withdrawal, Party A shall not present exemption or defense because the Debtor of the Main Contract refuses payment of the relevant L/C.

Appears in 2 contracts

Samples: Cooperative Agreement for All Network Interactive Voice Response (Ivr) Service (Kongzhong Corp), Cooperative Agreement for All Network Interactive Voice Response (Ivr) Service (Kongzhong Corp)

Party A’s Rights and Obligations. 6.1 During the valid period of this Contract, 7.1 Party A shall perform suretyship liability hereunder unconditionally within five working days after receiving has the following rights: 7.1.1 To request Party B to repay the principal, interests and costs of loans, advances and other credit debts under this Agreement or specific contracts in full and on time; 7.1.2 To request Party B to provide materials for the use of its credit line; 7.1.3 To learn about Party B’s notice under production, operations and financial activities; 7.1.4 To supervise over Party B’s use of loans and/or other credits for purposes stipulated in this Agreement and specific business documents; and to unilaterally and directly suspend or limit, for business needs, the corporate online banking/corporate APP/other online functions of Party B’s account (including but not limited to closing corporate online banking/corporate APP/other online functions, presetting a payee list/single payment cap amount/phased payment cap amount and other limits) and other electronic payment channels, limiting the sale of settlement vouchers, or limiting over-the-counter payments and fund transfers via Party B’s account as well as the payment and exchange functions in non-counter channels such as telephone banking and mobile banking; 7.1.5 To, after issuing a letter of credit upon Party B’s application, delegate another branch of China Merchants Bank at the place where the beneficiary is domiciled to re-issue the letter of credit to the beneficiary as necessitated by its internal processes. 7.1.6 To deduct directly from any one of the following circumstances: 6.1.1 the performance period of a debt under the principal creditor’s rights expires and account opened by Party B with any institution of China Merchants Bank for the repayment of Party B’s debts under this Agreement or specific business documents (if a credit debt is not paid; 6.1.2 a debt under in RMB, to directly use funds in Party B’s RMB account, converted at the Main Contract is due in advanced in accordance with laws or the Main Contract, and Party B is not paid; 6.1.3 exchange rate announced by Party A or at the Debtor time of deduction, to repay the Main Contract is filed reorganization or bankruptcyprincipal, suspends its business for rectification, is announced closed or is announced dissolved (cancelledinterests and costs of such credit debt); 6.1.4 Party A has any other event which has endangered or damaged or may endanger or damage Party B’s rights and interests; or 6.1.5 Other circumstances that Party A shall perform suretyship liability as prescribed by laws and regulations or stipulated by the Main Contract or this Contract. 6.2 Party A shall continue to perform suretyship liability under this Contract without obtaining Party A’s consent under any one of the following circumstances: 6.2.1 7.1.7 To transfer its claims against Party B and the Debtor of the Main Contract reach an agreement on change of the Main Contract and such change does not increase the Debtor’s debts; 6.2.2 Under international and domestic trade financing, Party B and the Debtor of the Main Contract changes the L/C or letter of guarantee in connection with the Main Contract, and such change does not increases the Debtor’s obligation of payment under the L/C or letter of guarantee; or 6.2.3 Party B transfers the principal creditor’s rights. 6.3 During the valid period of this Contract, Party A shall, according take actions as it deems fit to Party B’s requirements, provide balance sheet, statement of incomes, statement of cash flows and other financial statements, and accept Party B’s inspection and supervision on Party A’s production and operation activities and financial status. 6.4 Party A shall notify Party B in written form of such transfer and implement all suretyship liabilities under this Contract thirty days prior to the following changes during the valid period of this Contractseek collection from Party B, including but not limited to contractingby fax, leasemail, custodypersonal delivery, reorganization announcement in public media, etc.; 7.1.8 To supervise over and entrust other institutions of assetsChina Merchants Bank to supervise over Party B’s accounts, reconstruction and control the payment of debts, transformation loan funds for such loan purposes within such payment scope as agreed by the Parties; 7.1.9 If Party A finds that Party B falls under any of equity system, joint operation, business combination (or merger), division, paid transfer of property, joint investment (or cooperation), reduce of registered capital, or filing for winding-up, filing for dissolution (or cancellation), filing for reorganization, mediation and bankruptcy, or change of self system or legal status. 6.5 During the valid period circumstances stipulated in Article 6.2.6 of this ContractAgreement, Party A shall notify be entitled to request Party B to provide security measures for the safe repayment of the principal, interests and all relevant costs of the credit debts under this Agreement at Party A’s request, and also to directly take one or more breach remedies stipulated in the “Breach Events and Handling” clause of this Agreement; 7.1.10 Other rights stipulated in this Agreement. 7.2 Party A bears the following obligations: 7.2.1 To disburse loans or provide other credits within the credit line to Party B in written form thirty days prior to accordance with the following changes when it is announced winding-upconditions set forth in this Agreement and specific contracts; 7.2.2 To keep confidential the assets, is announced closedfinance, is announced dissolved (cancelled)production and operations of Party B, is filed reorganization or bankruptcyunless otherwise provided in laws and regulations, or changes self system and legal statusotherwise required by regulatory authorities, or has any other change which unless the recipient is enough to endanger Party A’s normal operation and lose the guarantee ability. 6.6 If Party A changes Party A’s addresssuperior or subordinate entities or external auditors, name accountants, lawyers or legal representative, Party A shall notify Party B in written form within seven days after such change. 6.7 If the loan under the Main Contract is used for borrowing or repaying, Party A is willing to bear suretyship liability. 6.8 Party A shall sign in timely various notices posted or served by other means by Party B. 6.9 In case of any one of the following circumstances occurring to the purchaser’s financing under a L/C, an import L/C and import bxxx advance/ import refinance businesses, Party A shall have the obligation of incontestable guaranty of suretyship. Party A shall not, for any payment obligation under the letter of credit specified professionals bound by the judicial authority or the administrative authority, issue stop payment order or restraining order, or take measures to seal, detain and freeze relevant property of the letter of credit or take other similar measures to present exemption or defense: 6.9.1 the person designated or authorized by Party B has favorably paid according to Party B’s order; 6.9.2 Party B or the person designated or authorized by Party B has favorably issued a due payment confirmation for the loan under the domestic letter of credit or has favorably accepted the documents under the import letter of credit; 6.9.3 the confirming bank of the L/C has favorably performed the obligation of payment; 6.9.4 the negotiation bank of the L/C has favorably made negotiationsame confidentiality obligations. 6.10 Under shipping guarantee, endorsement of bxxx of lading and authorized withdrawal, Party A shall not present exemption or defense because the Debtor of the Main Contract refuses payment of the relevant L/C.

Appears in 2 contracts

Samples: Credit Agreement (Genetron Holdings LTD), Credit Agreement (Genetron Holdings LTD)

Party A’s Rights and Obligations. 6.1 During the valid period of this Contract, 7.1 Party A shall perform suretyship liability hereunder unconditionally within five working days after receiving has the following rights: 7.1.1 Have the right to request Party B to return the principal and interest of the loan, advance and other credited debts under the Agreement and the specific contract in full and on time; 7.1.2 Have the right to request Party B to provide information related to the use of its credit line; 7.1.3 Have the right to know the production , operation and financial activities of Party B; 7.1.4 Have the right to supervise the use of loans and/or other credits by Party B in accordance with the purposes agreed in the Agreement and the specific contracts; have the right to directly suspend or limit the Bank’s online banking function of Party B’s notice under any one account (including but not limited to the restrictions such as closing the online banking, presetting the payment object list / single payment limit / staged payment limit ), limiting the sale of settlement documents, or limiting the payment and exchange function of non-counter channels such as telephone banking and mobile banking of Party B’s account as needed by the business; 7.1.5 after accepting Party B’s application for the opening of the following circumstances:letter of credit, have the right to entrust other branches of China Merchants Bank located at the beneficiary’s place to issue the Letter of Credit to the beneficiary according to the needs of its internal processes; 6.1.1 7.1.6 Have the performance period right to directly deduct the money from the account opened by Party B at any institution of a debt China Merchants Bank, to repay the debts owed by Party B under the Agreement and each specific contract (when the credited debts is not expressed in RMB, it has the right to directly return the credit principal creditor’s rights expires and interest and expenses from the RMB accounts of Party B according to the exchange rate published by Party A at the time of deduction. 7.1.7 Have the right to transfer its claims to which Party B is not paid; 6.1.2 a debt under entitled and has the Main Contract is due in advanced in accordance with laws or the Main Contract, and Party B is not paid; 6.1.3 Party A or the Debtor of the Main Contract is filed reorganization or bankruptcy, suspends its business for rectification, is announced closed or is announced dissolved (cancelled); 6.1.4 Party A has any other event which has endangered or damaged or may endanger or damage Party B’s rights and interests; or 6.1.5 Other circumstances that Party A shall perform suretyship liability as prescribed by laws and regulations or stipulated by the Main Contract or this Contract. 6.2 Party A shall continue right to perform suretyship liability under this Contract without obtaining Party A’s consent under any one of the following circumstances: 6.2.1 Party B and the Debtor of the Main Contract reach an agreement on change of the Main Contract and such change does not increase the Debtor’s debts; 6.2.2 Under international and domestic trade financing, Party B and the Debtor of the Main Contract changes the L/C or letter of guarantee in connection with the Main Contract, and such change does not increases the Debtor’s obligation of payment under the L/C or letter of guarantee; or 6.2.3 Party B transfers the principal creditor’s rights. 6.3 During the valid period of this Contract, Party A shall, according to Party B’s requirements, provide balance sheet, statement of incomes, statement of cash flows and other financial statements, and accept Party B’s inspection and supervision on Party A’s production and operation activities and financial status. 6.4 Party A shall notify Party B of the transfer in written form and implement all suretyship liabilities under this Contract thirty days prior to the following changes during the valid period of this Contractmanner it deems appropriate, including but not limited to contractingfax, leasepost, custodypersonal delivery, reorganization announcement in the public media, etc., and require Party B to repay; 7.1.8 Have the right to supervise the account of assets, reconstruction Party B and entrust other institutions of debts, transformation of equity system, joint operation, business combination (or merger), division, paid transfer of property, joint investment (or cooperation), reduce of registered capital, or filing for winding-up, filing for dissolution (or cancellation), filing for reorganization, mediation and bankruptcy, or change of self system or legal status. 6.5 During the valid period of this Contract, China Merchants Bank other than Party A shall notify Party B in written form thirty days prior to the following changes when it is announced winding-up, is announced closed, is announced dissolved (cancelled), is filed reorganization or bankruptcy, or changes self system and legal status, or has any other change which is enough to endanger Party A’s normal operation and lose the guarantee ability. 6.6 If Party A changes Party A’s address, name or legal representative, Party A shall notify Party B in written form within seven days after such change. 6.7 If the loan under the Main Contract is used for borrowing or repaying, Party A is willing to bear suretyship liability. 6.8 Party A shall sign in timely various notices posted or served by other means by Party B. 6.9 In case of any one of the following circumstances occurring to the purchaser’s financing under a L/C, an import L/C and import bxxx advance/ import refinance businesses, Party A shall have the obligation of incontestable guaranty of suretyship. Party A shall not, for any payment obligation under the letter of credit specified by the judicial authority or the administrative authority, issue stop payment order or restraining order, or take measures to seal, detain and freeze relevant property of the letter of credit or take other similar measures to present exemption or defense: 6.9.1 the person designated or authorized by Party B has favorably paid according to supervise Party B’s orderaccount, and control the payment of loan funds according to the loan use and payment scope agreed by the Parties; 6.9.2 7.1.9 Other rights under the Agreement. 7.2 Party A undertakes the following obligations: 7.2.1 Release the loans or other credits to Party B or within the person designated or authorized by Party B has favorably issued a due payment confirmation for credit line in accordance with the loan under conditions stipulated in the domestic letter of credit or has favorably accepted the documents under the import letter of creditAgreement and each specific contract; 6.9.3 7.2.2 Party B’s assets, finance, production and operation shall be kept confidential, except as otherwise provided by laws and regulations and by the confirming bank of the L/C has favorably performed the obligation of payment; 6.9.4 the negotiation bank of the L/C has favorably made negotiationregulatory body. 6.10 Under shipping guarantee, endorsement of bxxx of lading and authorized withdrawal, Party A shall not present exemption or defense because the Debtor of the Main Contract refuses payment of the relevant L/C.

Appears in 2 contracts

Samples: Credit Agreement (ECMOHO LTD), Credit Agreement (ECMOHO LTD)

Party A’s Rights and Obligations. 6.1 During 9.1.1 Collect the valid rent from Party B according to the Agreement; 9.1.2 Provide Party B with the Leased Unit and equipment and facilities agreed in the Agreement; 9.1.3 Party A has the right to directly enter Party B’s Leased Unit for work due to reasons such as overhaul of public equipment and facilities, hygiene and cleanliness, operation and management, disaster relief, danger removal, safety maintenance and fire prevention overhaul; Party A has the obligation to inform Party B of foreseeable actions in advance, except for emergencies such as disaster relief and emergency rescue; 9.1.4 Party A has the right to sell the Leased Unit to a third party with a lease within the validity period of this ContractAgreement; 9.1.5 Both Party A and Party B agree that if Party B is in arrears with rent or any other expenses, Party A shall perform suretyship liability hereunder unconditionally within five working days after receiving or the property company has the right to directly take measures to cut off water and electricity to Party B’s notice under any one of the following circumstances: 6.1.1 the performance period of a debt under the principal creditor’s rights expires and Party B is not paid; 6.1.2 a debt under the Main Contract is due in advanced in accordance with laws or the Main Contract, and Party B is not paidhas no objection; 6.1.3 9.1.6 Both Party A and Party B agree that if Party B is in arrears with rent or any other fees or fails to perform its obligations under this Agreement, Party A or the Debtor of property management company has the Main Contract is filed reorganization or bankruptcyright to directly request Party B to pay rent, suspends property management fees and other related expenses, and has the right to take relevant measures to request Party B to perform its business for rectification, is announced closed or is announced dissolved (cancelled)obligations under this Agreement and Party B has no objection; 6.1.4 9.1.7 Party A has any other event which has endangered the independent autonomy to publicize and promote the overall image of the Leased Unit, and all the income generated by advertising belongs to Party A; Party A may quote the name of the brand operated by Party B or damaged or may endanger or damage Party B’s rights its trademark, graphics and interests; or 6.1.5 Other circumstances that logo for free during advertising and promotion activities, but Party A shall perform suretyship liability as prescribed use them subject to the electronic or written version provided by laws Party B, and regulations or stipulated by the Main Contract or this Contract.exercise shall not damage the rights and interests of Party B; 6.2 9.1.8 Party A shall continue not be liable for compensation when any facilities in the building and Leased Unit operate abnormally due to perform suretyship liability under this Contract without obtaining circumstances beyond Party A’s consent under any one of the following circumstances: 6.2.1 Party B and the Debtor of the Main Contract reach an agreement on change of the Main Contract and such change does not increase the Debtor’s debts; 6.2.2 Under international and domestic trade financing, Party B and the Debtor of the Main Contract changes the L/C or letter of guarantee in connection with the Main Contract, and such change does not increases the Debtor’s obligation of payment under the L/C or letter of guarantee; or 6.2.3 Party B transfers the principal creditor’s rights. 6.3 During the valid period of this Contract, Party A shall, according to Party B’s requirements, provide balance sheet, statement of incomes, statement of cash flows and other financial statements, and accept Party B’s inspection and supervision on Party A’s production and operation activities and financial status. 6.4 Party A shall notify Party B in written form and implement all suretyship liabilities under this Contract thirty days prior to the following changes during the valid period of this Contractcontrol, including but not limited to contractingthe abnormal supply or interruption of water, leaseelectricity and air conditioning; Meanwhile, custody, reorganization of assets, reconstruction of debts, transformation of equity system, joint operation, business combination (or merger), division, paid transfer of property, joint investment (or cooperation), reduce of registered capital, or filing for winding-up, filing for dissolution (or cancellation), filing for reorganization, mediation and bankruptcy, or change of self system or legal status. 6.5 During the valid period provisions of this Contract, Party A shall notify Party B in written form thirty days prior to the following changes when it is announced winding-up, is announced closed, is announced dissolved (cancelled), is filed reorganization or bankruptcy, or changes self system Agreement and legal status, or has any other change which is enough to endanger Party A’s normal operation and lose the guarantee ability. 6.6 If Party A changes Party A’s address, name or legal representative, Party A shall notify Party B in written form within seven days after such change. 6.7 If the loan under the Main Contract is used for borrowing or repaying, Party A is willing to bear suretyship liability. 6.8 Party A shall sign in timely various notices posted or served by other means by Party B. 6.9 In case of any one of the following circumstances occurring to the purchaser’s financing under a L/C, an import L/C and import bxxx advance/ import refinance businesses, Party A shall have the obligation of incontestable guaranty of suretyship. Party A shall not, for any payment obligation under the letter of credit specified by the judicial authority or the administrative authority, issue stop payment order or restraining order, or take measures to seal, detain and freeze relevant property of the letter of credit or take other similar measures to present exemption or defense: 6.9.1 the person designated or authorized by Party B has favorably paid according to Party B’s orderresponsibility to pay rent and other fees will not be affected in any way; 6.9.2 Party B or the person designated or authorized by Party B has favorably issued a due payment confirmation for the loan under the domestic letter of credit or has favorably accepted the documents under the import letter of credit; 6.9.3 the confirming bank of the L/C has favorably performed the obligation of payment; 6.9.4 the negotiation bank of the L/C has favorably made negotiation. 6.10 Under shipping guarantee, endorsement of bxxx of lading and authorized withdrawal, Party A shall not present exemption or defense because the Debtor of the Main Contract refuses payment of the relevant L/C.

Appears in 2 contracts

Samples: Supplementary Agreement to Lease Contract (Loha Co. Ltd.), Supplementary Agreement to Lease Contract (Loha Co. Ltd.)

Party A’s Rights and Obligations. 6.1 6.1. During the valid period of this Contract, Party A shall perform suretyship liability hereunder unconditionally within five working days after receiving Party B’s notice under any one of the following circumstances: 6.1.1 the 6.1.1. The performance period of a debt under the principal creditor’s rights expires and Party B is not paid; 6.1.2 a 6.1.2. A debt under the Main Contract is due in advanced in accordance with laws or the Main Contract, and Party B is not paid; 6.1.3 6.1.3. Party A or the Debtor of the Main Contract is filed reorganization or bankruptcy, suspends its business for rectification, is announced closed or is announced dissolved (cancelled); 6.1.4 6.1.4. Party A has any other event which has endangered or damaged or may endanger or damage Party B’s rights and interests; or 6.1.5 6.1.5. Other circumstances that Party A shall perform suretyship liability as prescribed by laws and regulations or stipulated by the Main Contract or this Contract. 6.2 6.2. Party A shall continue to perform suretyship liability under this Contract without obtaining Party A’s consent under any one of the following circumstances: 6.2.1 6.2.1. Party B and the Debtor of the Main Contract reach an agreement on change of the Main Contract and such change does not increase the Debtor’s debts; 6.2.2 6.2.2. Under international and domestic trade financing, Party B and the Debtor of the Main Contract changes the L/C or letter of guarantee in connection with the Main Contract, and such change does not increases the Debtor’s obligation of payment under the L/C or letter of guarantee; or 6.2.3 6.2.3. Party B transfers the principal creditor’s rights. 6.3 6.3. During the valid period of this Contract, Party A shall, according to Party B’s requirements, provide balance sheet, statement of incomes, statement of cash flows and other financial statements, and accept Party B’s inspection and supervision on Party A’s production and operation activities and financial status. 6.4 6.4. Party A shall notify Party B in written form and implement all suretyship liabilities under this Contract thirty days prior to the following changes during the valid period of this Contract, including but not limited to contracting, lease, custody, reorganization of assets, reconstruction of debts, transformation of equity system, joint operation, business combination (or merger), division, paid transfer of property, joint investment (or cooperation), reduce of registered capital, or filing for winding-up, filing for dissolution (or cancellation), filing for reorganization, mediation and bankruptcy, or change of self system or legal status. 6.5 During the valid period of this Contract, Party A shall notify Party B in written form thirty days prior to the following changes when it is announced winding-up, is announced closed, is announced dissolved (cancelled), is filed reorganization or bankruptcy, or changes self system and legal status, or has any other change which is enough to endanger Party A’s normal operation and lose the guarantee ability. 6.6 If Party A changes Party A’s address, name or legal representative, Party A shall notify Party B in written form within seven days after such change. 6.7 If the loan under the Main Contract is used for borrowing or repaying, Party A is willing to bear suretyship liability. 6.8 Party A shall sign in timely various notices posted or served by other means by Party B. 6.9 In case of any one of the following circumstances occurring to the purchaser’s financing under a L/C, an import L/C and import bxxx advance/ import refinance businesses, Party A shall have the obligation of incontestable guaranty of suretyship. Party A shall not, for any payment obligation under the letter of credit specified by the judicial authority or the administrative authority, issue stop payment order or restraining order, or take measures to seal, detain and freeze relevant property of the letter of credit or take other similar measures to present exemption or defense: 6.9.1 the person designated or authorized by Party B has favorably paid according to Party B’s order; 6.9.2 Party B or the person designated or authorized by Party B has favorably issued a due payment confirmation for the loan under the domestic letter of credit or has favorably accepted the documents under the import letter of credit; 6.9.3 the confirming bank of the L/C has favorably performed the obligation of payment; 6.9.4 the negotiation bank of the L/C has favorably made negotiation. 6.10 Under shipping guarantee, endorsement of bxxx of lading and authorized withdrawal, Party A shall not present exemption or defense because the Debtor of the Main Contract refuses payment of the relevant L/C.

Appears in 1 contract

Samples: Maximum Guarantee Contract (Highpower International, Inc.)

Party A’s Rights and Obligations. 6.1 (1) During the valid period of this Contractcontract period, Party A shall perform suretyship liability hereunder unconditionally within five working days after receiving Party B’s notice under not accept any one of the following circumstances: 6.1.1 the performance period of a debt under the principal creditor’s rights expires and company other than Party B is not paid;or any form of pre-movie local advertisement in the city or province. 6.1.2 a debt under (2) Party A has the Main Contract is due right to publish the placement advertisement in advanced the theater agreed in accordance with laws or the Main Contractthis contract, and Party B has no right to undertake the posting of the advertisement in any form, regardless of whether the advertisement advertiser is not paid;a local enterprise as stipulated in the contract. 6.1.3 (3) Party A or shall guarantee the Debtor exclusive agency qualification of the Main Contract is filed reorganization contractor of this contract and guarantee that the cooperation with the cinema will continue to be effective during the cooperation period of this contract. If the cooperation relationship between Party A and the contracted cooperative theater changes or bankruptcyterminates, suspends its business Party A shall notify Party B one month in advance of the inspection. Therefore, Party A shall not be liable for rectificationany breach of contract, is announced closed or is announced dissolved and the two parties shall settle the cooperation according to the actual cooperation cost on time ratio. (cancelled); 6.1.4 4) Party A has any other event which has endangered or damaged or may endanger or damage the right to supervise and guide the advertising sales price of Party B’s rights 's contracted cooperative cinema. If the price is lower than the price of this contract (price of 30 Secs of a hall in a month= total contract amount / number of cinemas / 12 month /4, if the sales are carried out in the month), Party A has the right to request Party B to correct the relevant actions. If Party B does not correct within the time limit, Party A has the right to terminate/deactivate the contract unilaterally. After the contract is terminated/dismissed, Party B shall pay the 30%of total amount of the contract as a liquidated damages. Party A does not assume any responsibility except for the refund of the unexecuted expenses (the total amount of this contract*(number of days not executed / 365 days) of Party B. (5) Party A has the right to review the advertising contents and interests; orcopies (including digital copies) provided by Party B in accordance with the relevant laws and regulations and the relevant regulations of the theater. If Party B's advertisement fails to pass the Party A's examination, Party A may refuse to play it: Party A shall publish advertisements in accordance with the advertisements provided by Party B, and Party A shall not change the materials without the consent of Party B. 6.1.5 Other circumstances (6) Party A has the right to review Party B's advertising sources, and Party B shall cooperate to verify that if the advertisements are directly or indirectly placed by Party A's national competitors (Party's national competitors include but are not limited to ) the advertisements other than the pre-movie advertisements clearly defined in this contract, Party A has the right to refuse to broadcast, resulting in breach of contract liability and the compensation shall be borne by Party B . If Party A's national competitor changes, Party A shall promptly notify Party B that Party B shall not sign any form of advertising contract with Party A's counterparty from the date of receipt of this letter from Party B. (7) If Party A finds that Party B has accepted the pre-movie national advertisement in the name of the pre-movie local advertisement area list in the contract, the party A with the advertisement .After the advertisement provided by Party A has simultaneous release in the other two (including two) cities, it is deemed that Party A shall perform suretyship liability as prescribed by laws has objected to the breach of contract and regulations or stipulated by the Main Contract or this Contractviolation, and the proof is completed. Party B should stop the advertisement at the first time. If Party A finds that Party B has accepted the national single-action before the publication, Party A has the right to not publish the single advertisement. 6.2 (8) Party A shall continue broadcast the advertisement of Party B as scheduled according to perform suretyship liability under this Contract without obtaining Party A’s consent under any one the time and content of the following circumstances: 6.2.1 Party B and advertisement execution order. In the Debtor case of the Main Contract reach an agreement on change of the Main Contract and such change does not increase the Debtor’s debts; 6.2.2 Under international and domestic trade financing, Party B and the Debtor of the Main Contract changes the L/C mis-casting or letter of guarantee in connection with the Main Contract, and such change does not increases the Debtor’s obligation of payment under the L/C or letter of guarantee; or 6.2.3 Party B transfers the principal creditor’s rights. 6.3 During the valid period of this Contractmissed broadcasts, Party A shall, shall replenish and release according to the principle of “double times compensation” After compensation for the event, Party A does not need to make other compensation. (9) Party B shall fax the Advertisement Publication Execution Order (See Attachment 1) with official seal to Party A within 7-10 working days before the date of publication and send the copy and digital screening documents to the designated executives of Party A 7-10 working days before the publication date (Thursday), the designated copying agent and contact information of Party A. The method is as follows (if the contact changes, Party A needs to notify Party B in time): (10) Advertising Source Delivery Address: Name of the signatory: Mengru Chen Tel: Name of the signatory: Shen Zhang Tel: (11) Party A has to make a major adjustment to the playing time and the playing period due to the decoration of the theater, building construction, additional halls, expansion of the hall, replacement of the playing equipment, etc. Party A shall notifies Party B within 30 days after receiving the notice from the cinema in the form of a written fax (with Party seal). Both parties can negotiate according to the actual situation and properly resolve it. (12) In the event of major events, unexpected events or unforeseen events leading to changes in the advertising broadcasts of Party B’s requirements, provide balance sheetParty A shall communicate with Party B in a timely manner. In view of the situation, statement of incomes, statement of cash flows the two parties may negotiate according to the actual situation and other financial statements, and accept Party B’s inspection and supervision on Party A’s production and operation activities and financial status. 6.4 properly resolve them. Party A shall notify Party B in written form and implement all suretyship liabilities under this Contract thirty days prior to the following changes during the valid period of this Contract, including but not limited to contracting, lease, custody, reorganization of assets, reconstruction of debts, transformation of equity system, joint operation, business combination (or merger), division, paid transfer of property, joint investment (or cooperation), reduce of registered capital, or filing for winding-up, filing for dissolution (or cancellation), filing for reorganization, mediation and bankruptcy, or change of self system or legal status. 6.5 During the valid period of this Contract, Party A shall notify Party B in written form thirty days prior to the following changes when it is announced winding-up, is announced closed, is announced dissolved (cancelled), is filed reorganization or bankruptcy, or changes self system and legal status, or has any other change which is enough to endanger Party A’s normal operation and lose the guarantee ability. 6.6 If Party A changes Party A’s address, name or legal representative, Party A shall notify Party B in written form writing within seven 3 working days after such change. 6.7 If the loan under the Main Contract is used for borrowing or repaying, Party A is willing to bear suretyship liability. 6.8 Party A shall sign in timely various notices posted or served by other means by Party B. 6.9 In case of any one of the following circumstances occurring to the purchaser’s financing under a L/C, an import L/C incident and import bxxx advance/ import refinance businesses, Party A shall have the obligation of incontestable guaranty of suretyship. Party A shall not, for any payment obligation under the letter of credit specified by the judicial authority or the administrative authority, issue stop payment order or restraining order, or take measures to seal, detain and freeze relevant property of the letter of credit or take other similar measures to present exemption or defense: 6.9.1 the person designated or authorized by Party B has favorably paid according to Party B’s order; 6.9.2 Party B or the person designated or authorized by Party B has favorably issued a due payment confirmation for the loan under the domestic letter of credit or has favorably accepted the documents under the import letter of credit; 6.9.3 the confirming bank of the L/C has favorably performed the obligation of payment; 6.9.4 the negotiation bank of the L/C has favorably made negotiation. 6.10 Under shipping guarantee, endorsement of bxxx of lading and authorized withdrawal, Party A shall not present exemption or defense because the Debtor be deemed to be in breach of the Main Contract refuses payment of the relevant L/C.contract.

Appears in 1 contract

Samples: Pre Movie Advertisement Regional Agency Contract (Leaping Group Co., Ltd.)

Party A’s Rights and Obligations. 6.1 During 5.1 Party A must deliver the valid period of rental houses to Party B for use. 5.2 Party A has the right to supervise Party B so that Party B can use the houses in a reasonable way. In case Party B's violation gives rise to Party A's liability or economic loss, Party B shall assume the liability. 5.3 Party A has the right to authorize an agent to exercise Party A's rights and obligations. When signing this Contractcontract, Party A or the agent thereof shall show law certification related to the houses and ID cards, and guarantee Party A or the agent is the legitimate owner and has legal status. 5.4 Within the lease term, Party A shall perform suretyship liability hereunder unconditionally within five working days after receiving enter into the houses with Party B’s notice under any one of the following circumstances: 6.1.1 the performance period of a debt under the principal creditor’s rights expires and Party B is not paid; 6.1.2 a debt under the Main Contract is due in advanced in accordance with laws or the Main Contract, and Party B is not paid; 6.1.3 Party A or the Debtor of the Main Contract is filed reorganization or bankruptcy, suspends its business for rectification, is announced closed or is announced dissolved (cancelled); 6.1.4 Party A has any other event which has endangered or damaged or may endanger or damage Party B’s rights and interests; or 6.1.5 Other circumstances that Party A shall perform suretyship liability as prescribed by laws and regulations or stipulated by the Main Contract or this Contract's permission. 6.2 Party A shall continue to perform suretyship liability under this Contract without obtaining Party A’s consent under any one 5.5 After expiry of the following circumstances: 6.2.1 Party B and the Debtor of the Main Contract reach an agreement on change of the Main Contract and such change does not increase the Debtor’s debts; 6.2.2 Under international and domestic trade financing, Party B and the Debtor of the Main Contract changes the L/C or letter of guarantee in connection with the Main Contract, and such change does not increases the Debtor’s obligation of payment under the L/C or letter of guarantee; or 6.2.3 Party B transfers the principal creditor’s rights. 6.3 During the valid period of this Contracttenancy, Party A shall, according to together with Party B’s requirements, provide balance sheet, statement of incomes, statement of cash flows and other financial statements, and accept Party B’s inspection and supervision on Party A’s production and operation activities and financial status. 6.4 Party A shall notify Party B count the interior facilities. In case the facilities are in written form and implement all suretyship liabilities under this Contract thirty days prior to the following changes during the valid period of this Contract, including but not limited to contracting, lease, custody, reorganization of assets, reconstruction of debts, transformation of equity system, joint operation, business combination (or merger), division, paid transfer of property, joint investment (or cooperation), reduce of registered capital, or filing for winding-up, filing for dissolution (or cancellation), filing for reorganization, mediation and bankruptcy, or change of self system or legal status. 6.5 During the valid period of this Contracta good condition, Party A shall notify return all deposits to Party B in written form thirty within ten working days prior after Party B has paid off all expenses (□ water rate, □ electric charge, □ fuel gas fee, □ Internet fee, 口 telephone xxxx, □ cable television xxxx, and □ parking fee and so on) incurred due to use of the following changes when it is announced winding-up, is announced closed, is announced dissolved (cancelled), is filed reorganization or bankruptcy, or changes self system and legal status, or has any other change which is enough to endanger Party A’s normal operation and lose the guarantee abilityhouses. 6.6 If Party A changes Party A’s address, name or legal representative5.6 After expiry of tenancy, Party A shall notify has the right to take back the houses, needless of notifying Party B. In case Party B in written form within seven days after such change. 6.7 If fails to move out of the loan under the Main Contract is used for borrowing or repayinghouses, Party A is willing may apply to bear suretyship liability. 6.8 Party A the local people's court for compulsory execution, and all economic losses incurred by this shall sign in timely various notices posted or served by other means be borne by Party B. 6.9 5.7 After termination of this contract, Party B shall promptly carry its articles out of the houses. In case of any five days overdue, Party B may be deemed as having given up its rights, and Party A has the right to dispose them. 5.8 Within one month before expiry of the following circumstances occurring to the purchaser’s financing under a L/C, an import L/C and import bxxx advance/ import refinance businessestenancy, Party A shall and the agent thereof have the obligation of incontestable guaranty of suretyship. right to lead potential customers to see the houses within normal working hours with prior notice to Party A shall not, for any payment obligation under the letter of credit specified by the judicial authority or the administrative authority, issue stop payment order or restraining order, or take measures to seal, detain and freeze relevant property of the letter of credit or take other similar measures to present exemption or defense:B. 6.9.1 the person designated or authorized by 5.9 In case Party B has favorably paid according stops continuing to Party B’s order; 6.9.2 Party B or lease the person designated or authorized by Party B has favorably issued a due payment confirmation for houses after expiry of tenancy, the loan under the domestic letter of credit or has favorably accepted the documents under the import letter of credit; 6.9.3 the confirming bank of the L/C has favorably performed the obligation of payment; 6.9.4 the negotiation bank of the L/C has favorably made negotiation. 6.10 Under shipping guarantee, endorsement of bxxx of lading unmovable decoration including partition walls and authorized withdrawal, Party A doors and windows shall not present exemption or defense because the Debtor of the Main Contract refuses payment of the relevant L/C.be dismantled.

Appears in 1 contract

Samples: House Lease Contract (Moxian, Inc.)

Party A’s Rights and Obligations. 6.1 During the valid period of this Contract, 8.1 Party A shall perform suretyship liability hereunder unconditionally within five working days after receiving Party B’s notice have the following rights and obligations under any one this Contract: (1) From the date this Contract becomes effect, the claims of the following circumstances: 6.1.1 the performance period of a debt under the principal creditor’s rights expires and accounts receivable are transferred to Party B is not paid; 6.1.2 a debt under the Main Contract is due in advanced in accordance with laws or the Main ContractA, and Party B is not paidA shall enjoy all the rights related to the accounts receivable; 6.1.3 Party A or (2) In the Debtor of the Main Contract is filed reorganization or bankruptcy, suspends its business for rectification, is announced closed or is announced dissolved (cancelled); 6.1.4 Party A has any other event which has endangered or damaged or may endanger or damage Party B’s rights and interests; or 6.1.5 Other circumstances that Party A shall perform suretyship liability as prescribed by laws and regulations or stipulated by the Main Contract or this Contract. 6.2 Party A shall continue to perform suretyship liability under this Contract without obtaining Party A’s consent under any one of the following circumstances: 6.2.1 Party B and the Debtor of the Main Contract reach an agreement on change of the Main Contract and such change does not increase the Debtor’s debts; 6.2.2 Under international and domestic trade financing, Party B and the Debtor of the Main Contract changes the L/C or letter of guarantee in connection with the Main Contract, and such change does not increases the Debtor’s obligation of payment under the L/C or letter of guarantee; or 6.2.3 Party B transfers the principal creditor’s rights. 6.3 During the valid period of this Contract, Party A shall, according to Party B’s requirements, provide balance sheet, statement of incomes, statement of cash flows and other financial statements, and accept Party B’s inspection and supervision on Party A’s production and operation activities and financial status. 6.4 Party A shall notify Party B in written form and implement all suretyship liabilities under this Contract thirty days prior to the following changes during the valid period of this Contract, including but not limited to contracting, lease, custody, reorganization of assets, reconstruction of debts, transformation of equity system, joint operation, business combination (or merger), division, paid transfer of property, joint investment (or cooperation), reduce of registered capital, or filing for windingconduct buy-up, filing for dissolution (or cancellation), filing for reorganization, mediation and bankruptcy, or change of self system or legal status. 6.5 During the valid period of this Contract, Party A shall notify Party B in written form thirty days prior to the following changes when it is announced winding-up, is announced closed, is announced dissolved (cancelled), is filed reorganization or bankruptcy, or changes self system and legal status, or has any other change which is enough to endanger Party A’s normal operation and lose the guarantee ability. 6.6 If Party A changes Party A’s address, name or legal representative, Party A shall notify Party B in written form within seven days after such change. 6.7 If the loan under the Main Contract is used for borrowing or repaying, Party A is willing to bear suretyship liability. 6.8 Party A shall sign in timely various notices posted or served by other means by Party B. 6.9 In case of any one of the following circumstances occurring to the purchaser’s financing under a L/C, an import L/C and import bxxx advance/ import refinance businessesback obligation, Party A shall have the obligation of incontestable guaranty of suretyship. right to conduct compensation and recourse, namely to directly reduce the due bought-back accounts from an account Party B has set in Party A or in other ICBC branches, or conduct recourse on the due payment; (3) Party A shall not, for any payment obligation under have the letter of credit specified by right to obtain the judicial authority or the administrative authority, issue stop payment order or restraining order, or take measures to seal, detain and freeze relevant property original invoices of the letter of credit or take other similar measures to present exemption or defense: 6.9.1 the person designated or authorized by accounts receivable Party B has favorably keeps under this Contract, and to keep them till the fund principal and its interest under this Contract are fully paid according to Party B’s order; 6.9.2 Party B or back; after the person designated or authorized by Party B has favorably issued a due payment confirmation for the loan fund principal and its interest under the domestic letter of credit or has favorably accepted the documents under the import letter of credit; 6.9.3 the confirming bank of the L/C has favorably performed the obligation of payment; 6.9.4 the negotiation bank of the L/C has favorably made negotiation. 6.10 Under shipping guarantee, endorsement of bxxx of lading and authorized withdrawalthis Contract are fully paid back, Party A shall not present exemption or defense because return the Debtor original invoices of the Main accounts receivable to Party B; (4) Party A shall provide fund and other service to Party B under this Contract; (5) Party A shall keep confidential all information Party B provides related to debt, finance, production and business, unless otherwise specified under this Contract refuses or by laws; 8.2 In addition to 8.1, under the recourse factoring business, Party A shall have the following rights: (1) Before the factoring fund principal and its interest are fully paid back, and if Party B does not pay back the fund and relevant costs to Party A under this Contract, Party A has the right to reduce the fund, factoring fees, fund interest, overdue default interest and relevant costs directly from the factoring account; (2) Party A has the right to know, inspect and supervise the plan conducting and financial conditions of Party B's production and business management; (3) On the financing due date, if the payment received by Party A is not enough to cover financing principal, interest, default interest and relevant costs, Party A has the right to decide by itself whether to conduct recourse from the Buyer; Party A's decision to conduct recourse from the Buyer shall not affect Party B's buy-back obligation; however, if Party A has got part or all of the relevant L/C.goods payment from the Buyer, Party B's buy-back amount shall be reduced accordingly; Party A shall pay factoring balance (if any) to Party B in time. 8.3 In addition to 8.1, Party A shall also enjoy the following rights under the non-recourse factoring business: (1) When the Buyer fails to pay the accounts receivable in due time continuously for over twice (included), Party A has the right to stop the factoring business for the accounts receivable due from the Buyer to Party B under this Contract.

Appears in 1 contract

Samples: Factoring Contract (SGOCO Technology, Ltd.)

Party A’s Rights and Obligations. 6.1 During 17.1 Party A has the valid period following rights: 17.1.1 Party A has the right to require Party B to repay the loan principal and interest on schedule; 17.1.2 Party A has the right to require Party B to provide various materials related to the loan; 17.1.3 Party A has the right to know about Party B’s production, operation and financial activities; 17.1.4 Party A has the right to supervise Party B’s use of the loan for the purpose agreed in this Contract; 17.1.5 If the loan under this Contract is used for project construction, Party A has the right to supervise the progress of the project and put forward suggestions and requirements; 17.1.6 Party A has the right to supervise the account opened by Party B with Party A and entrust any institution of China Merchants Bank other than Party A to supervise Party B’s account, and control the payment of loan funds according to the loan purpose and payment scope agreed by both parties; and when it is necessary for business operation, Party A has the right to unilaterally and directly suspend or restrict the corporate online banking / corporate APP / other online functions of Party B’s account (including but not limited to closing the corporate online banking / corporate APP / other online functions, and presetting a payment object list / a single payment limit / a stage payment limit or other restrictive measures) and other electronic payment channels, restrict the sale of settlement vouchers, or restrict the non-face-to-face payment and transfer of Party B’s account as well as the payment and withdrawal functions of non-counter channels such as telephone banking and mobile banking; 17.1.7 Party A has the right to directly deduct the loan principal and interest and other related expenses from any account of Party B in China Merchants Bank (when the loan provided by Party A is not RMB, Party A has the right to purchase foreign exchange directly from Party B’s RMB account according to the exchange rate announced by Party A at the time of deduction, so as to repay the loan principal, interest and expenses); 17.1.8 Party A has the right to transfer its creditor’s rights against Party B, and has the right to notify Party B of such transfer by any means it thinks fit, including without limitation fax, mail, personal delivery, or announcement on public media, and demand payment from Party B; 17.1.9 If Party B fails to perform the obligations stipulated in this Contract, Party A has the right to take measures according to the provisions of this Contract; 17.1.10 When Party A finds that Party B is involved in any of the circumstances stipulated in Article 18.2.6 of this Contract, Party A shall perform suretyship liability hereunder unconditionally within five working days after receiving has the right to require Party B’s notice under any one B to implement the safeguard measures for the safe repayment of the following circumstances: 6.1.1 the performance period of a debt loan principal and interest and all related expenses under the principal creditor’s rights expires and Party B is not paid; 6.1.2 a debt under the Main Contract is due in advanced in accordance with laws or the Main Contract, and Party B is not paid; 6.1.3 Party A or the Debtor of the Main Contract is filed reorganization or bankruptcy, suspends its business for rectification, is announced closed or is announced dissolved (cancelled); 6.1.4 Party A has any other event which has endangered or damaged or may endanger or damage Party B’s rights and interests; or 6.1.5 Other circumstances that Party A shall perform suretyship liability as prescribed by laws and regulations or stipulated by the Main Contract or this Contract. 6.2 Party A shall continue according to perform suretyship liability under this Contract without obtaining Party A’s consent under any one of the following circumstances: 6.2.1 Party B and the Debtor of the Main Contract reach an agreement on change of the Main Contract and such change does not increase the Debtor’s debts; 6.2.2 Under international and domestic trade financing, Party B and the Debtor of the Main Contract changes the L/C or letter of guarantee in connection with the Main Contractrequirements, and such change does not increases also has the Debtor’s obligation right to directly take one or more remedial measures stipulated in the “Handling of payment under the L/C or letter an Event of guarantee; or 6.2.3 Party B transfers the principal creditor’s rights. 6.3 During the valid period of Default” in this Contract, Party A shall, according to Party B’s requirements, provide balance sheet, statement of incomes, statement of cash flows and other financial statements, and accept Party B’s inspection and supervision on Party A’s production and operation activities and financial status. 6.4 Party A shall notify Party B in written form and implement all suretyship liabilities under this Contract thirty days prior to the following changes during the valid period of this Contract, including but not limited to contracting, lease, custody, reorganization of assets, reconstruction of debts, transformation of equity system, joint operation, business combination (or merger), division, paid transfer of property, joint investment (or cooperation), reduce of registered capital, or filing for winding-up, filing for dissolution (or cancellation), filing for reorganization, mediation and bankruptcy, or change of self system or legal status. 6.5 During the valid period of this Contract, Party A shall notify Party B in written form thirty days prior to the following changes when it is announced winding-up, is announced closed, is announced dissolved (cancelled), is filed reorganization or bankruptcy, or changes self system and legal status, or has any other change which is enough to endanger Party A’s normal operation and lose the guarantee ability. 6.6 If Party A changes Party A’s address, name or legal representative, Party A shall notify Party B in written form within seven days after such change. 6.7 If the loan under the Main Contract is used for borrowing or repaying, Party A is willing to bear suretyship liability. 6.8 Party A shall sign in timely various notices posted or served by other means by Party B. 6.9 In case of any one of the following circumstances occurring to the purchaser’s financing under a L/C, an import L/C and import bxxx advance/ import refinance businesses, Party A shall have the obligation of incontestable guaranty of suretyship. Party A shall not, for any payment obligation under the letter of credit specified by the judicial authority or the administrative authority, issue stop payment order or restraining order, or take measures to seal, detain and freeze relevant property of the letter of credit or take other similar measures to present exemption or defense: 6.9.1 the person designated or authorized by Party B has favorably paid according to Party B’s order; 6.9.2 Party B or the person designated or authorized by Party B has favorably issued a due payment confirmation for the loan under the domestic letter of credit or has favorably accepted the documents under the import letter of credit; 6.9.3 the confirming bank of the L/C has favorably performed the obligation of payment; 6.9.4 the negotiation bank of the L/C has favorably made negotiation. 6.10 Under shipping guarantee, endorsement of bxxx of lading and authorized withdrawal, Party A shall not present exemption or defense because the Debtor of the Main Contract refuses payment of the relevant L/C.

Appears in 1 contract

Samples: Fixed Assets Loan Contract (Gracell Biotechnologies Inc.)

Party A’s Rights and Obligations. 6.1 During I. Party A’s Rights (I) entitled to ask Party B to release the valid period loan according to the Contract; (II) entitled to use the loan according to the application as specified in the Contract; (III) entitled to apply to Party B for extension of this the loan under the conditions as specified in the Contract; (IV) entitled to ask Party B to keep confidential the financial information and business secret in respect of the production and operation submitted by Party A unless there is otherwise provision in the law, rules and regulations, or otherwise requirements of the competent authorities or otherwise arrangement by both Parties; (V) entitled to refuse Party B’s and its staff’s demand for bribery. For the aforesaid action or Party B’s action breaching the law and regulations concerning the loan interest rate, service charge rate, etc., Party A shall perform suretyship liability hereunder unconditionally is entitled to report to the competent authority. II. Party A’s Obligations (I) Obliged to withdraw the loan fund according to Contract and fully pay up the principal and the interest according to the Contract and bear various expenses as specified in the Contract. (II) Obliged to submit its financial and accounting data, production and operation information, etc., including but not limited to submission of the balance sheet as at the end of the previous quarter and the income statement ended at the previous quarter (statement of incoming and outgoing for an institution) within the first five working days after receiving of the first month of each quarter, and timely submission of the cash flow statement of the current year at the end of a year, ensure the information submitted legal, authentic, complete, accurate and valid, never submit false materials or hide important financial facts; (III) Should Party A be involved in any significant unfavorable event which may affect its solvency or other condition that may endanger Party B’s notice under any one of the following circumstances: 6.1.1 the performance period of a debt under the principal creditor’s rights expires right, or make any change in the registration data with the authority of industry and commerce, including the company name, legal representative (responsible person), domicile, business scope, registered capital, articles of association, etc., Party A should notify Party B is not paidin writing within 3 working days after the event has taken place and the relevant materials after the change should be attached; 6.1.2 a debt under (IV) Party A should use the Main Contract is due loan for the purposes as specified in advanced in accordance with laws or the Main Contract, must not misappropriate or divert the loan or use the loan for illegal or deregulation based transactions, must not apply the loan for investment in fixed assets, equity, etc., must not use the loan for production and Party B is not paid; 6.1.3 Party A operation in the fields or for the Debtor of the Main Contract is filed reorganization or bankruptcy, suspends its business for rectification, is announced closed or is announced dissolved (cancelled); 6.1.4 Party A has any other event which has endangered or damaged or may endanger or damage Party B’s rights and interests; or 6.1.5 Other circumstances that Party A shall perform suretyship liability as prescribed by laws and regulations or stipulated purposes prohibited by the Main Contract or this Contract. 6.2 Party A shall continue to perform suretyship liability under this Contract without obtaining government, must not use the loan for displacing the liabilities arising from Party A’s consent under any one of the following circumstances: 6.2.1 Party B and the Debtor of the Main Contract reach an agreement on change of the Main Contract and such change does not increase the Debtor’s debts; 6.2.2 Under international and domestic trade financinginvestment in fixed assets, Party B and the Debtor of the Main Contract changes the L/C or letter of guarantee in connection with the Main Contractequity, and such change does not increases the Debtor’s obligation of payment under the L/C or letter of guaranteeetc.; or 6.2.3 Party B transfers the principal creditor’s rights. 6.3 During the valid period of this Contract, Party A shall, according to Party B’s requirements, provide balance sheet, statement of incomes, statement of cash flows and other financial statements, support and accept Party B’s inspection and supervision on over its production, operation and financial activities, etc.. support and accept Party AB’s requirements concerning its post-loan management; must not draw out the capital illegally, divert the assets or avoid the liabilities to Party B by means of related transactions; must not extract bank fund or credit line by making use of false contract with the related party or such creditor’s right as notes receivable but without actual trading background, accounts receivable, etc.; Party A should pay the loan fund according to the Contract and must not avoid Party B’s entrusted payment by means of breaking up the whole into parts, etc. (V) Party A should observe the regulations of the central government concerning the environmental protection in carrying out production and operation activities and financial status. 6.4 Party A shall notify Party B in written form and implement all suretyship liabilities under this Contract thirty days prior to the following changes during the valid period of this Contract, including but not limited to contracting, lease, custody, reorganization of assets, reconstruction of debts, transformation of equity system, joint operation, business combination (or merger), division, paid transfer of property, joint investment (or cooperation), reduce of registered capital, or filing for winding-up, filing for dissolution (or cancellation), filing for reorganization, mediation and bankruptcy, or change of self system or legal status. 6.5 During the valid period of this Contract, Party A shall notify Party B in written form thirty days prior to the following changes when it is announced winding-up, is announced closed, is announced dissolved (cancelled), is filed reorganization or bankruptcy, or changes self system and legal status, or has any other change which is enough to endanger Party A’s normal operation and lose the guarantee ability. 6.6 If Party A changes Party A’s address, name or legal representative, Party A shall notify Party B in written form within seven days after such change. 6.7 If manufacture with the loan under the Main Contract is used for borrowing or repaying, Contract; (VI) Party A is willing must not offer guarantee to bear suretyship liability. 6.8 Party A shall sign in timely various notices posted or served by other means by Party B. 6.9 In case of any one of third party with the following circumstances occurring to the purchaser’s financing under a L/C, an import L/C and import bxxx advance/ import refinance businesses, Party A shall have the obligation of incontestable guaranty of suretyship. Party A shall not, for any payment obligation under the letter of credit specified by the judicial authority or the administrative authority, issue stop payment order or restraining order, or take measures to seal, detain and freeze relevant property of the letter of credit or take other similar measures to present exemption or defense: 6.9.1 the person designated or authorized by Party B has favorably paid according to Party B’s order; 6.9.2 Party B or the person designated or authorized by Party B has favorably issued a due payment confirmation for assets formed with the loan under the domestic letter Contract without Party B’s prior written consent before repayment of credit or has favorably accepted all the documents under principal and interest of the import letter of creditloan to Party B; 6.9.3 (VII) Should Party A be a group company, it should timely report its related transactions taking more than 10% of its net assets to Party B, including: (1) the confirming bank related relationship of all the transaction parties; (2) transaction items and nature; (3) amount of the L/C has favorably performed transaction or the obligation of paymentcorresponding proportion; (4) pricing policy (including the transaction without amount or only with symbolic amount); 6.9.4 (VIII) Party A must get Party B’s written consent if it conducts such important activities as consolidation, separation, equity assignment, external investment, substantial increase of liability based financing, etc. However, Party B’s written consent shall not affect Party B’s right of taking remedy according to the negotiation bank Contract when in its opinion the aforesaid activity may endanger the safety of Party B’s creditor’s right; (IX) In case Party A has used the L/C has favorably made negotiation. 6.10 Under shipping guarantee, endorsement of bxxx of lading and authorized withdrawalself payment, Party A shall not present exemption or defense because should submit a summary report on the Debtor of loan application and payment to Party B every month. Party A submit a summary report on the Main Contract refuses loan application and payment of the relevant L/C.previous month to Party B within the first ten working days of each month and submit a list of loan applications until the whole loan has been repaid entirely. For the format of the summary report, refer to Appendix 4.

Appears in 1 contract

Samples: Renminbi Working Capital Loan Contract (China Water Group, Inc.)

Party A’s Rights and Obligations. 6.1 (A) Party A shall present Party B the relevant certificates proving that Party A has the right to lease the underlying house under this contract. (B) Party A shall deliver the underlying house in a tidy condition and the equipment and facilities therein in a good condition to Party B for use, and remove the equipment and facilities in no relation to the “Letter of Confirmation for Handover of Underlying House”. (C) During the valid period performance of this the Contract, Party A shall perform suretyship liability hereunder unconditionally within five working days after receiving not enter the underlying house without the consent of Party B’s notice under , except for the otherwise specially stipulated herein or the special circumstances such as water leakage or firing. (D) Party B shall not cause any one damage to the equipment and facilities in the house; in case of the following circumstances: 6.1.1 change to the performance period internal structure and decoration of a debt under the principal creditor’s rights expires house or the installation of the equipment and facilities affecting the structure of the house, Party B is not paid;shall obtain the prior written consent of Party A and pay the costs and expenses fully. Upon the throwing of the lease, Party A shall have the right to require Party B to reinstate the house or pay Party B the costs required for such reinstatement engineering except for the otherwise stipulated in the Contract. 6.1.2 a debt under (E) Upon the Main termination of the Contract is due in advanced in accordance with laws or the Main early rescission of the Contract, Party B shall work with Party A to check the indoor equipment and facilities; if such equipment and facilities are in a good condition, and the conditions of the underlying house are consistent with those upon the delivery by Party A to Party B, and Party B is has paid off all the costs and expenses arising from the occupation of the underlying house (Including but not paid; 6.1.3 limited to the water, electricity and gas charges, Internet access and telephone fees, cable television bill, and parking fee), completed the formalities for registration migration (If any), and handed over the door keys of the underlying house to Party A or (Hereinafter referred to as the Debtor of the Main Contract is filed reorganization or bankruptcy“throwing formalities”), suspends its business for rectification, is announced closed or is announced dissolved (cancelled); 6.1.4 Party A has shall refund the guarantee deposit in full to Party B without the accrual of interest an within seven (7) working days after going through the formalities for throwing of lease. (F) Party A shall have the right to supervise Party B to use the underlying house legally; in case of any other event which has endangered liability or damaged or may endanger or damage any loss incurred to Party A due to Party B’s rights illegal action or Party B’s violation of the application range and interestspurpose of the underlying house as stipulated in the Contract or the improper use of the underlying house, Party B shall be liable for compensation. In case of the damage to or failure in the underlying house and the auxiliary equipment and facilities, and the damage to or failure in the quick-wear and consumable facilities of the house due to the improper use by Party B, Party B shall be responsible for repair and pay the relevant costs; orif Party B refuses to repair, Party A may repair on behalf at Party B’s cost. 6.1.5 Other circumstances that (G) Party B shall vacate and reinstate or restore the underlying house to the conditions acceptable to Party A on the termination date of the contract or on the day on which the Contract is rescinded in advance (Party A shall perform suretyship liability as prescribed by laws not pay Party B any costs and regulations expenses for the decoration or stipulated by the Main Contract or this Contract. 6.2 appendage left) and return such house to Party A. Party A shall continue make no compensation for the loss of the value of the decoration facilities or equipment arising from the reinstatement of the underlying house by Party B. (H) While Party B returns the underlying house to perform suretyship liability under this Contract without obtaining Party A as stipulated in the Contract, both parties shall enter into the “Letter of Confirmation for Handover of Underlying House” in the format of the Appendix 3 to the Contract. After entering into such letter of confirmation, or after Party B has actually removed from the underlying house but such letter of confirmation is not entered into by both parties, or after Party B has left from the site, or if Party B fails to move out the items of the underlying house within five (5) natural days after the time limit, Party B shall be deemed as the waiver of the title to any decoration, fitting, facility and equipment, and item left in the underlying house, and Party A shall have the right to dispose of them at his own discretion; any disposal expense (Including but not limited to the handling fee and notarial fee) arising therefrom shall be borne by Party B, and Party A shall have the right to deduct such expense from the guarantee deposit, and Party A’s consent under further right to recover from Party B shall not be discharged. (I) Where Party B fails to return the underlying house to Party A as stipulated in the aforesaid Paragraph (G) of Article 4 for any one reason, Party A shall have the right to take the measures against the underlying house such as the cutoff of water supply and power supply, the cutoff of Internet, communication, and air conditioning supply, and/or the measures such as replacement of door locks of the following circumstances: 6.2.1 underlying house, and deactivation of Party B’s employee cards, and/or the measures such as entry into the underlying house, repossession of the underlying house, and reinstatement of the underlying house to the conditions upon delivery. Party B shall not raise any objection to the above measures to be taken by Party A, or investigate and the Debtor of the Main Contract reach an agreement on change of the Main Contract and such change does not increase the Debtoraffix Party A’s debts; 6.2.2 Under international and domestic trade financingany responsibility, or make claim to Party A for any compensation. In addition, Party B shall also pay Party A the house occupation fee in the amount equal to double sum of the daily rent and the Debtor daily service charge on a daily basis, which shall be calculated on the basis of the Main monthly rent and the monthly service charge upon the termination of the Contract changes or the L/C or letter early rescission of guarantee in connection with the Main Contract, and such change does not increases pay the Debtor’s obligation relevant costs of payment under the L/C or letter of guarantee; or 6.2.3 public utilities, until Party B transfers completes the principal creditoraforesaid the returning works. Moreover, Party B shall make compensation for all the losses (Including but not limited to the notarial fee, attorney’s rightsfee, legal cost, the cost for reinstatement of the underlying house, and the penalty to be paid by Party A to the next lessee) incurred to Party A arising therefrom. 6.3 During (J) Within one (1) month prior to the valid period expiry of this the lease term of the Contract, Party A shallmay negotiate with any third party on the lease of the underlying house in advance, according to Party B’s requirements, provide balance sheet, statement of incomes, statement of cash flows and other financial statements, and accept Party B’s inspection and supervision on B shall cooperate with Party A’s production and operation activities and financial status. 6.4 Party A shall notify Party B in written form and implement all suretyship liabilities under this Contract thirty days prior to the following changes during the valid period of this Contract, including but not limited to contracting, lease, custody, reorganization of assets, reconstruction of debts, transformation of equity system, joint operation, business combination (or merger), division, paid transfer of property, joint investment (or cooperation), reduce of registered capital, or filing for winding-up, filing for dissolution (or cancellation), filing for reorganization, mediation and bankruptcy, or change of self system or legal status. 6.5 During the valid period of this Contract, assistance such as permitting Party A shall notify Party B in written form thirty days prior or its agent to take such third party to inspect the following changes when it is announced winding-up, is announced closed, is announced dissolved (cancelled), is filed reorganization or bankruptcy, or changes self system and legal status, or has any other change which is enough to endanger Party A’s normal operation and lose the guarantee abilityhouse. 6.6 If Party A changes Party A’s address, name or legal representative, Party A shall notify Party B in written form within seven days after such change. 6.7 If the loan under the Main Contract is used for borrowing or repaying, Party A is willing to bear suretyship liability. 6.8 Party A shall sign in timely various notices posted or served by other means by Party B. 6.9 In case of any one of the following circumstances occurring to the purchaser’s financing under a L/C, an import L/C and import bxxx advance/ import refinance businesses, Party A shall have the obligation of incontestable guaranty of suretyship. Party A shall not, for any payment obligation under the letter of credit specified by the judicial authority or the administrative authority, issue stop payment order or restraining order, or take measures to seal, detain and freeze relevant property of the letter of credit or take other similar measures to present exemption or defense: 6.9.1 the person designated or authorized by Party B has favorably paid according to Party B’s order; 6.9.2 Party B or the person designated or authorized by Party B has favorably issued a due payment confirmation for the loan under the domestic letter of credit or has favorably accepted the documents under the import letter of credit; 6.9.3 the confirming bank of the L/C has favorably performed the obligation of payment; 6.9.4 the negotiation bank of the L/C has favorably made negotiation. 6.10 Under shipping guarantee, endorsement of bxxx of lading and authorized withdrawal, Party A shall not present exemption or defense because the Debtor of the Main Contract refuses payment of the relevant L/C.

Appears in 1 contract

Samples: Office Lease Contract (China Internet Nationwide Financial Services, Inc.)

Party A’s Rights and Obligations. 6.1 6.1. During the valid period of this Contract, Party A shall perform suretyship liability hereunder unconditionally within five working days after receiving Party B’s notice under any one of the following circumstances: 6.1.1 the 6.1.1. The performance period of a debt under the principal creditor’s rights expires and Party B is not paid; 6.1.2 a 6.1.2. A debt under the Main Contract is due in advanced in accordance with laws or the Main Contract, and Party B is not paid; 6.1.3 6.1.3. Party A or the Debtor of the Main Contract is filed reorganization or bankruptcy, suspends its business for rectification, is announced closed or is announced dissolved (cancelled); 6.1.4 6.1.4. Party A has any other event which has endangered or damaged or may endanger or damage Party B’s rights and interests; or 6.1.5 6.1.5. Other circumstances that Party A shall perform suretyship liability as prescribed by laws and regulations or stipulated by the Main Contract or this Contract. 6.2 6.2. Party A shall continue to perform suretyship liability under this Contract without obtaining Party A’s consent under any one of the following circumstances: 6.2.1 6.2.1. Party B and the Debtor of the Main Contract reach an agreement on change of the Main Contract and such change does not increase the Debtor’s debts; 6.2.2 6.2.2. Under international and domestic trade financing, Party B and the Debtor of the Main Contract changes the L/C or letter of guarantee in connection with the Main Contract, and such change does not increases the Debtor’s obligation of payment under the L/C or letter of guarantee; or 6.2.3 6.2.3. Party B transfers the principal creditor’s rights. 6.3 6.3. During the valid period of this Contract, Party A shall, according to Party B’s requirements, provide balance sheet, statement of incomes, statement of cash flows and other financial statements, and accept Party B’s inspection and supervision on Party A’s production and operation activities and financial status. 6.4 6.4. Party A shall notify Party B in written form and implement all suretyship liabilities under this Contract thirty days prior to the following changes during the valid period of this Contract, including but not limited to contracting, lease, custody, reorganization of assets, reconstruction of debts, transformation of equity system, joint operation, business combination (or merger), division, paid transfer of property, joint investment (or cooperation), reduce of registered capital, or filing for winding-up, filing for dissolution (or cancellation), filing for reorganization, mediation and bankruptcy, or change of self system or legal status. 6.5 6.5. During the valid period of this Contract, Party A shall notify Party B in written form thirty days prior to the following changes when it is announced winding-up, is announced closed, is announced dissolved (cancelled), is filed reorganization or bankruptcy, or changes self system and legal status, or has any other change which is enough to endanger Party A’s normal operation and lose the guarantee ability. 6.6 6.6. If Party A changes Party A’s address, name or legal representative, Party A shall notify Party B in written form within seven days after such change. 6.7 6.7. If the loan under the Main Contract is used for borrowing or repaying, Party A is willing to bear suretyship liability. 6.8 6.8. Party A shall sign in timely various notices posted or served by other means by Party B. 6.9 6.9. In case of any one of the following circumstances occurring to the purchaser’s financing under a L/C, an import L/C and import bxxx advance/ import refinance businesses, Party A shall have the obligation of incontestable guaranty of suretyship. Party A shall not, for any payment obligation under the letter of credit specified by the judicial authority or the administrative authority, issue stop payment order or restraining order, or take measures to seal, detain and freeze relevant property of the letter of credit or take other similar measures to present exemption or defense: 6.9.1 the 6.9.1. The person designated or authorized by Party B has favorably paid according to Party B’s order; 6.9.2 6.9.2. Party B or the person designated or authorized by Party B has favorably issued a due payment confirmation for the loan under the domestic letter of credit or has favorably accepted the documents under the import letter of credit; 6.9.3 the 6.9.3. The confirming bank of the L/C has favorably performed the obligation of payment; 6.9.4 the 6.9.4. The negotiation bank of the L/C has favorably made negotiation. 6.10 6.10. Under shipping guarantee, endorsement of bxxx of lading and authorized withdrawal, Party A shall not present exemption or defense because the Debtor of the Main Contract refuses payment of the relevant L/C.

Appears in 1 contract

Samples: Maximum Guarantee Contract (Highpower International, Inc.)

Party A’s Rights and Obligations. 6.1 During the valid period of this Contract, 7.1 Party A shall perform suretyship liability hereunder unconditionally within five working days after receiving has the following rights and obligations hereunder: 7.1.1 The right to request Party B to provide the loan pursuant to this contract; 7.1.2 The obligation to pay all fees, interest, penalty interest, past-due interest and other fees in connection with the loan and to complete buy-back pursuant to this contract; 7.1.3 The obligation to ensure that the payments for the accounts receivable are made into the factoring loan special account on time; 7.1.4 The obligation to assist Party B in Party B’s notice under monitoring of its operation and financial condition and to provide financial statements and other information promptly when requested; 7.1.5 The obligation to assist Party B in the event of any one litigation regarding the collection of payments for the accounts receivable; 7.1.6 The obligation to notify Party B within 5 days upon the occurrence of any of the following circumstancesand provide Party B with relevant information: 6.1.1 the performance period (1) Any act of a debt under the principal creditor’s rights expires and Party B is not paidbreach; 6.1.2 a debt under the Main Contract is due in advanced in accordance with laws (2) Any anticipated or the Main Contract, and Party B is not paid; 6.1.3 Party A or the Debtor potential act of the Main Contract is filed reorganization or bankruptcy, suspends its business for rectification, is announced closed or is announced dissolved (cancelled); 6.1.4 Party A has any other event which has endangered or damaged or may endanger or damage breach that will harm Party B’s rights and interests; or 6.1.5 Other circumstances that Party A shall perform suretyship liability as prescribed by laws and regulations or stipulated by the Main Contract or this Contract. 6.2 Party A shall continue to perform suretyship liability under this Contract without obtaining Party A’s consent under any one of the following circumstances: 6.2.1 Party B and the Debtor of the Main Contract reach an agreement on change of the Main Contract and such change does not increase the Debtor’s debts; 6.2.2 Under international and domestic trade financing(3) Any litigation, Party B and arbitration or claim against the Debtor creditor involving more than RMB one million; (4) Any change in the name, address, scope of the Main Contract changes the L/C or letter of guarantee in connection with the Main Contract, and such change does not increases the Debtor’s obligation of payment under the L/C or letter of guarantee; or 6.2.3 Party B transfers the principal creditor’s rights. 6.3 During the valid period of this Contract, Party A shall, according to Party B’s requirements, provide balance sheet, statement of incomes, statement of cash flows and other financial statements, and accept Party B’s inspection and supervision on Party A’s production and operation activities and financial status. 6.4 Party A shall notify Party B in written form and implement all suretyship liabilities under this Contract thirty days prior to the following changes during the valid period of this Contract, including but not limited to contracting, lease, custody, reorganization of assets, reconstruction of debts, transformation of equity system, joint operation, business combination (corporation type, charter, equity structure or merger), division, paid transfer of property, joint investment (or cooperation), reduce of registered capital, or filing for windingany merger, spin-upoff, filing for dissolution (or cancellation), filing for reorganization, mediation lease, contract, joint venture and bankruptcyjoint capital, or any material change of self system or legal statusin the financial condition. 6.5 During 7.1.7 If the valid period Buyer or any third party has provided guarantee for the accounts receivable, such guarantee, if permitted, must also be transferred to Party B; 7.1.8 Party A must continue to perform its obligations under the sales/service contracts, after the rights with respect to the accounts receivable have been transferred to Party B; 7.1.9 After the contract has become effective, Party A must not entered into any other agreement or contract that will harm Party B’s rights and interests. 7.2 In addiction to the provision of this Contract7.1, Party A shall notify Party B in written form thirty days prior bear the ultimate responsibility to repay the following changes when it is announced winding-upfactoring loan hereunder, is announced closed, is announced dissolved (cancelled), is filed reorganization or bankruptcy, or changes self system and legal status, or has any other change which is enough to endanger Party A’s normal operation and lose inability (for whatever reason) to collect in full the guarantee ability. 6.6 If Party A changes Party A’s address, name or legal representative, Party A payments for the accounts receivable shall notify Party B in written form within seven days after such change. 6.7 If the loan under the Main Contract is used for borrowing or repaying, Party A is willing to bear suretyship liability. 6.8 Party A shall sign in timely various notices posted or served by other means by Party B. 6.9 In case of any one of the following circumstances occurring to the purchaser’s financing under a L/C, an import L/C and import bxxx advance/ import refinance businesses, Party A shall have the obligation of incontestable guaranty of suretyship. Party A shall not, for any payment obligation under the letter of credit specified by the judicial authority or the administrative authority, issue stop payment order or restraining order, or take measures to seal, detain and freeze relevant property of the letter of credit or take other similar measures to present exemption or defense: 6.9.1 the person designated or authorized by Party B has favorably paid according to not affect Party B’s order; 6.9.2 right to realize its recourse right against Party B or the person designated or authorized by Party B has favorably issued a due payment confirmation for the loan under the domestic letter of credit or has favorably accepted the documents under the import letter of credit; 6.9.3 the confirming bank of the L/C has favorably performed the obligation of payment; 6.9.4 the negotiation bank of the L/C has favorably made negotiation. 6.10 Under shipping guarantee, endorsement of bxxx of lading and authorized withdrawal, Party A shall not present exemption or defense because the Debtor of the Main Contract refuses payment of the relevant L/C.A.

Appears in 1 contract

Samples: Domestic Factoring Contract (Trunkbow International Holdings LTD)

Party A’s Rights and Obligations. 6.1 During 1. Party A’s rights 1) Party A reserves the valid period rights to monitor and check on the premises on a regular basis. 2) In the case that Party B wants to modify the main building structure, the load-bearing structure, the purpose of this Contractthe property, or inappropriately use the property, Party A shall perform suretyship liability hereunder unconditionally within five working days after receiving reserves the rights to stop Party B’s notice under any one of the following circumstances: 6.1.1 the performance period of a debt under the principal creditor’s rights expires B from doing so, and Party A shall have the rights to order Party B is not paid; 6.1.2 to make amends within a debt under time limit. Party B shall bear all the Main Contract is due in advanced in accordance with laws or the Main Contractconsequences, and Party B is not paid;shall be liable for all the costs arising therefrom. 6.1.3 3) Party A or reserves the Debtor of the Main Contract is filed reorganization or bankruptcy, suspends its business for rectification, is announced closed or is announced dissolved (cancelled); 6.1.4 rights charge Party A has any other event which has endangered or damaged or may endanger or damage for the relevant fees, regarding Party B’s rights and interests; or 6.1.5 Other circumstances that Party A shall perform suretyship liability as prescribed by laws and regulations or stipulated by the Main Contract or this Contract. 6.2 Party A shall continue to perform suretyship liability under this Contract without obtaining Party A’s consent under any one breach of the following circumstances: 6.2.1 Party B and the Debtor of the Main Contract reach an agreement on change of the Main Contract and such change does not increase the Debtor’s debts; 6.2.2 Under international and domestic trade financing, Party B and the Debtor of the Main Contract changes the L/C or letter of guarantee in connection with the Main Contract, and such change does not increases the Debtor’s obligation of payment under the L/C or letter of guarantee; or 6.2.3 Party B transfers the principal creditor’s rights. 6.3 During the valid period of this Contract, Party A shall, according to Party B’s requirements, provide balance sheet, statement of incomes, statement of cash flows and other financial statements, and accept Party B’s inspection and supervision on Party A’s production and operation activities and financial status. 6.4 Party A shall notify Party B in written form and implement all suretyship liabilities under this Contract thirty days prior to the following changes during the valid period of this Contract, including but not limited to contracting, lease, custody, reorganization of assets, reconstruction of debts, transformation of equity system, joint operation, business combination (or merger), division, paid transfer of property, joint investment (or cooperation), reduce of registered capital, or filing for winding-up, filing for dissolution (or cancellation), filing for reorganization, mediation and bankruptcy, or change of self system or legal status. 6.5 During the valid period of this Contract, Party A shall notify Party B in written form thirty days prior to the following changes when it is announced winding-up, is announced closed, is announced dissolved (cancelled), is filed reorganization or bankruptcy, or changes self system and legal status, or has any other change which is enough to endanger Party A’s normal operation and lose the guarantee ability. 6.6 If Party A changes Party A’s address, name or legal representative, Party A shall notify Party B in written form within seven days after such change. 6.7 If the loan under the Main Contract is used for borrowing or repaying, Party A is willing to bear suretyship liability. 6.8 Party A shall sign in timely various notices posted or served by other means by Party B. 6.9 In case of any one of the following circumstances occurring to the purchaser’s financing under a L/C, an import L/C and import bxxx advance/ import refinance businessescontract, Party A shall have the obligation rights to take appropriate action, and Party B shall be liable for all the consequences and costs arising therefrom. 4) Upon the expiry of incontestable guaranty of suretyship. Party A shall not, for any payment obligation under the letter of credit specified by the judicial authority or the administrative authority, issue stop payment order or restraining orderlease, or take measures to seal, detain and freeze relevant property of if the letter of credit or take other similar measures to present exemption or defense: 6.9.1 lease is terminated earlier than the person designated or authorized by Party B has favorably paid according to Party B’s order; 6.9.2 Party B or the person designated or authorized by Party B has favorably issued a due payment confirmation for the loan under the domestic letter of credit or has favorably accepted the documents under the import letter of credit; 6.9.3 the confirming bank of the L/C has favorably performed the obligation of payment; 6.9.4 the negotiation bank of the L/C has favorably made negotiation. 6.10 Under shipping guarantee, endorsement of bxxx of lading and authorized withdrawalexpiry date, Party A shall have the rights to repossess the premises, if Party B has outstanding fees, Party A shall reserve the right to hold the belongings in the premises, also Party A reserves the right to put those belongings for sale or auction without going through judicial procedures, and use the funds gained from the sale to cover the outstanding fees, if the funds are not present exemption enough, Party A is entitled to recover the arrears. 2. Party A’s obligations 1) Party A is obligated to handover the premises to Party B on or defense because before March 15th 2012, pursuant to the Debtor of provisions in this lease. 2) Party A is obligated to guarantee that Party A has the Main Contract refuses payment of right to lawfully lease the relevant L/C.premises. 3) Party A is obligated to provide rental tax receipts.

Appears in 1 contract

Samples: Lease Contract (China Internet Cafe Holdings Group, Inc.)

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Party A’s Rights and Obligations. 6.1 During the valid period of this Contract, (I) Party A shall perform suretyship liability hereunder unconditionally within five working days after receiving have the right to demand Party B’s notice under any one B to make disbursements of the following circumstances: 6.1.1 Loan according to the performance period provisions of a debt under the principal creditor’s rights expires and Party B is not paid; 6.1.2 a debt under the Main Contract is due in advanced in accordance with laws or the Main Contract, and Party B is not paid; 6.1.3 Party A or the Debtor of the Main Contract is filed reorganization or bankruptcy, suspends its business for rectification, is announced closed or is announced dissolved (cancelled); 6.1.4 Party A has any other event which has endangered or damaged or may endanger or damage Party B’s rights and interests; or 6.1.5 Other circumstances that Party A shall perform suretyship liability as prescribed by laws and regulations or stipulated by the Main Contract or this Contract. 6.2 (II) Party A shall continue have the right to perform suretyship liability under this Contract without obtaining request Party A’s consent under any one B to extend the term of the following circumstances:Loan if Party A satisfies all conditions specified by Party B. 6.2.1 (III) Party B and A shall repay the Debtor principal amount of the Main Contract reach an agreement on change loan plus interest thereon according to the provisions of this Contract. (IV) Party A shall utilize the proceeds of the Main Contract and such change does not increase Loan for the Debtor’s debts; 6.2.2 Under international and domestic trade financing, Party B and the Debtor of the Main Contract changes the L/C or letter of guarantee purpose specified in connection with the Main this Contract, and such shall not change does not increases the Debtor’s obligation purpose of payment under the L/C or letter Loan without the prior written consent of guarantee; orParty B. 6.2.3 (V) Party A shall furnish information on its operations, assets and financial condition as required by Party B transfers the principal creditor’s rightsin a timely manner, and shall ensure that all information furnished is true, legal, complete and valid. 6.3 During the valid period of this Contract, (VI) Party A shall, according to Party B’s requirements, provide balance sheet, statement of incomes, statement of cash flows and other financial statements, and shall accept Party B’s inspection and supervision on Party A’s production of its use of the proceeds of the Loan and operation of its production, operations, financial activities and financial statusassets, and shall provide assistance to facilitate such inspection and supervision. 6.4 Party A shall notify Party B in written form and implement all suretyship liabilities under this Contract thirty days prior to (VII) Before fully repaying the following changes during the valid period of this Contract, including but not limited to contracting, lease, custody, reorganization of assets, reconstruction of debts, transformation of equity system, joint operation, business combination (or merger), division, paid transfer of property, joint investment (or cooperation), reduce of registered capital, or filing for winding-up, filing for dissolution (or cancellation), filing for reorganization, mediation and bankruptcy, or change of self system or legal status. 6.5 During the valid period of this Contract, Party A shall notify Party B in written form thirty days prior to the following changes when it is announced winding-up, is announced closed, is announced dissolved (cancelled), is filed reorganization or bankruptcy, or changes self system and legal status, or has any other change which is enough to endanger Party A’s normal operation and lose the guarantee ability. 6.6 If Party A changes Party A’s address, name or legal representative, Party A shall notify Party B in written form within seven days after such change. 6.7 If the loan under the Main Contract is used for borrowing or repaying, Party A is willing to bear suretyship liability. 6.8 Party A shall sign in timely various notices posted or served by other means by Party B. 6.9 In case of any one principal amount of the following circumstances occurring to Loan plus interest thereon, without the purchaser’s financing under a L/C, an import L/C and import bxxx advance/ import refinance businesses, Party A shall have the obligation prior written consent of incontestable guaranty of suretyship. Party A shall not, for any payment obligation under the letter of credit specified by the judicial authority or the administrative authority, issue stop payment order or restraining order, or take measures to seal, detain and freeze relevant property of the letter of credit or take other similar measures to present exemption or defense: 6.9.1 the person designated or authorized by Party B has favorably paid according to Party B’s order; 6.9.2 Party B or the person designated or authorized by Party B has favorably issued a due payment confirmation for the loan under the domestic letter of credit or has favorably accepted the documents under the import letter of credit; 6.9.3 the confirming bank of the L/C has favorably performed the obligation of payment; 6.9.4 the negotiation bank of the L/C has favorably made negotiation. 6.10 Under shipping guarantee, endorsement of bxxx of lading and authorized withdrawal, Party A shall not present exemption or defense because use assets formed with the Debtor proceeds of the Main Loan to provide security for a third party. (VIII) If Party A plans to engage in any act which might lead to a change in the creditor-debtor relationship under this Contract refuses payment or which might affect the performance of its obligations hereunder, it shall give a written notice to Party B at least 15 business days in advance. (IX) If Party A becomes aware of any event which might affect the relevant L/C.performance of its obligations hereunder, it shall immediately give a written notice to Party B. (X) If Party A changes its name, address, article of association, scope of business, legal representative (president) or other executives, it shall give a written notice to Party B within five business days of such change. (XI) If an event has taken place which might affect the guarantor’s performance of its obligations hereunder, Party A shall immediately give a written notice to Party B and provide replacement security to the satisfaction of Party B. (XII) Party A shall bear all costs of insurance, appraisal, registration and custody associated with this Contract. (XIII) If Party A fails to perform this Contract, it shall bear all expenses incurred by Party B in realizing its creditor’s rights.

Appears in 1 contract

Samples: Loan Agreement (China Yida Holding, Co.)

Party A’s Rights and Obligations. 6.1 During the valid period of this Contract, 9.1 Party A shall perform suretyship liability hereunder unconditionally within five working days after receiving Party B’s notice under any one of pay the following circumstances: 6.1.1 the performance period of a debt under the principal creditor’s rights expires and Party B is not paid; 6.1.2 a debt under the Main Contract is due in advanced in accordance with laws or the Main Contract, and Party B is not paid; 6.1.3 Party A or the Debtor of the Main Contract is filed reorganization or bankruptcy, suspends its business for rectification, is announced closed or is announced dissolved (cancelled); 6.1.4 Party A has any other event which has endangered or damaged or may endanger or damage Party B’s rights and interests; or 6.1.5 Other circumstances that Party A shall perform suretyship liability as prescribed by laws and regulations or stipulated by the Main Contract or this Contract. 6.2 Party A shall continue expenses to perform suretyship liability under this Contract without obtaining Party A’s consent under any one of the following circumstances: 6.2.1 Party B and the Debtor of the Main Contract reach an agreement on change of the Main Contract and such change does not increase the Debtor’s debts; 6.2.2 Under international and domestic trade financing, Party B and the Debtor of the Main Contract changes the L/C or letter of guarantee in connection with the Main Contract, and such change does not increases the Debtor’s obligation of payment under the L/C or letter of guarantee; or 6.2.3 Party B transfers the principal creditor’s rights. 6.3 During the valid period of this Contract, Party A shall, according to Party B’s requirements, provide balance sheet, statement of incomes, statement of cash flows and other financial statements, and accept Party B’s inspection and supervision on Party A’s production and operation activities and financial status. 6.4 Party A shall notify Party B in written form such following way: ● Payment standard: the guarantee fee is 2.4% of the guarantee amount; ● Review fees: NULL (RMB Yuan) ● Guarantee Fee: RMB One Hundred and implement all suretyship liabilities under this Contract thirty days prior Twenty Thousand Yuan ● The above payment shall be accomplish on the day of 19-8-2011. 9.2 Party A repays the debt in advance, Party shall refund the part of the guarantee fee related to the following changes during the valid un-using period of this Contract, including but not limited to contracting, lease, custody, reorganization of assets, reconstruction of debts, transformation of equity system, joint operation, business combination (or merger), division, paid transfer of property, joint investment (or cooperation), reduce of registered capital, or filing for winding-up, filing for dissolution (or cancellation), filing for reorganization, mediation and bankruptcy, or change of self system or legal status. 6.5 During the valid period of this Contract, Party A shall notify Party B in written form thirty days prior to the following changes when it is announced winding-up, is announced closed, is announced dissolved (cancelled), is filed reorganization or bankruptcy, or changes self system and legal status, or has any other change which is enough to endanger Party A’s normal operation and lose the guarantee ability. 6.6 If Party A changes Party A’s address, name or legal representative, Party A shall notify Party B in written form within seven days after such change. 6.7 If the loan under the Main Contract Contract, which shall be calculated by months. The reviewing fee is used for borrowing or repaying, Party A is willing to bear suretyship liabilitynot refundable. 6.8 9.3 Party A shall sign in timely various notices posted or served by other means by provide the Party B. 6.9 In case of any one of the following circumstances occurring B such information related to the purchaser’s financing under a L/Cfinancial and accounting, an import L/C and import bxxx advance/ import refinance businessesbusiness operations; including but not limited to, monthly balance sheet, income statement, Party A shall have commit the obligation accuracy, completeness, and validity of incontestable guaranty of suretyship. above information. 9.4 Party A shall not, for any payment obligation use the loan in the purpose stipulated under the letter contract, changes on such purpose is prohibited. 9.5 Party A shall accept and cooperate the examination of credit specified by business operation, financial activities; the judicial authority or the administrative authority, issue stop payment order or restraining order, or take measures to seal, detain supervising and freeze relevant property monitoring of the letter of credit or take other similar measures to present exemption or defense:Loan fund using status. 6.9.1 9.6 Part A and its investor shall not withdraw capital and transfer any capital assets. 9.7 Before the person designated or authorized by Party B has favorably paid according to Main debt is repaid up, without Party B’s order; 6.9.2 Party B or the person designated or authorized by Party B has favorably issued a due payment confirmation for the loan under the domestic letter of credit or has favorably accepted the documents under the import letter of credit; 6.9.3 the confirming bank of the L/C has favorably performed the obligation of payment; 6.9.4 the negotiation bank of the L/C has favorably made negotiation. 6.10 Under shipping guarantee, endorsement of bxxx of lading and authorized withdrawalconsent, Party A shall not present exemption or defense because provide any warranties based on the Debtor assets produced by the loan. 9.8 Before the main debt is repaid up, party A provide warranties to any other debtor, which may cause a influence on its debt repaying ability, in such event, Party A shall inform Party B in writing and obtains the consent. 9.9 The counter-guarantor of the Main Contract refuses payment main debt incurs seizing production, business suspension, registration cancellation, business license withdrawn, bankruptcy, corporate cancelled and business losing, totally or partly losing guarantee ability; or counter-guaranty depreciation, damaged or lost by accidents, in such events, Party A shall provide another warranties which accepted by Party B. 9.10 Before the main debt is repaid up, changes on name, legal representative (principal), address, business scope, registered capital, in such events, Party A shall inform Party B in writing in 30days advance. 9.11 Before the main debt is repaid up, Party incurs such following event, contract business, leasing, stock reform, affiliation, merger, splitting, combination, applying to suspend to reform, applying for bankruptcy, which may cause Party B to realizing the creditor’s right; a written notice shall be provide to Party B and obtains the consent, and carry out the repaying debt and guarantee obligation as Party B required. 9.12 Before the main debt is repaid up, party A incurs such events, seizing production, business suspension, registration cancellation, business license withdrawn, legal representative/principal involved in illegal activities, lawsuits, business operation in trouble, financial situation worsening; shall inform Party B in 30days advance as to carry out the creditor’s right ahead of schedule. 9.13 Party A takes any material business operation action which may cause an influence on Guarantor’s equities, such as investment, loan, leasing, sales, transferring, and etc. in such events, Party A shall inform Party B in 30days advance as to carry out the relevant L/C.creditor’s right ahead of schedule. 9.14 Party A shall bear all the expense related to the contract or counter-guarantee, such as attorney fee, insurance, assessment, registration fee, storage fee, appraisal charge, notarization fee, etc.

Appears in 1 contract

Samples: Loan Contract (BTHC XV, Inc.)

Party A’s Rights and Obligations. 6.1 During the valid period of this Contract, 5.1 Party A shall perform suretyship liability hereunder unconditionally within five working days after receiving Party B’s notice under any one of the following circumstances: 6.1.1 the performance period of is a debt under the principal creditor’s rights expires legal entity incorporated and Party B is not paid; 6.1.2 a debt under the Main Contract is due in advanced validly existing in accordance with laws law, has the capacity to act as guarantee and make repayment on behalf of the debtor as provided in law, and is will to bear and perform the liabilities under the guarantee to the extent of the assets owned by it or of which it has the right to dispose. 5.2 Party A hereby guarantees that the execution of this Contract has been approved by its superior competent authority or the Main Contractpower organ of the company, such as the Board of Directors, and it has obtained all necessary authorization. 5.3 Party B is A hereby guarantees that the execution and performance of this Contract does not paid; 6.1.3 violate any stipulations or provisions by which Party A or any of its assets is bound, any guarantee agreement or other agreement between Party A and any other party, or any other instrument, agreement or covenant by which Party A is bound. 5.4 All documents and materials provided by Party A to Party B shall be true, accurate, legal and effective. 5.5 Party A is aware of and consents to all provisions of the Master contract, and is will to provide the guarantee to the Debtor and guarantees that it will perform the repayment obligation on behalf of the Main Contract is filed reorganization or bankruptcy, suspends its business for rectification, is announced closed or is announced dissolved (cancelled); 6.1.4 Party A has any other event which has endangered or damaged or may endanger or damage Party B’s rights and interests; or 6.1.5 Other circumstances that Party A shall perform suretyship liability as prescribed by laws and regulations or stipulated by the Main Contract or Debtor pursuant to this Contract. 6.2 Party A shall continue to perform suretyship liability under 5.6 If the Master Contract covered by this Contract without obtaining Party A’s consent under any one of the following circumstances: 6.2.1 Party B and the Debtor of the Main Contract reach an agreement on change of the Main Contract and such change does not increase the Debtor’s debts; 6.2.2 Under international and domestic trade financing, Party B and the Debtor of the Main Contract changes the L/C or letter of guarantee in connection with the Main Contract, and such change does not increases the Debtor’s obligation of payment under the L/C or letter of guarantee; or 6.2.3 Party B transfers the principal creditor’s rights. 6.3 During the valid period of this Contractis a Bank Acceptance Agreement, Party A shall, according guarantees that Party A's guarantee liabilities to Party B’s requirementsB hereunder shall not be affected by any dispute relevant or irrelevant to any notes between the Debtor and the holder, endorser or any other party of the acceptance draft. 5.7 In the event that there is any guarantee under the Master Contract other than the guarantee provided hereunder, Party A's guarantee liabilities to Party B shall not be affected, or released or reduced, by the guarantee provided by any other guarantor, nor will Party A's performance of such guarantee liabilities be subject to any claim made or litigation/arbitration/enforcement brought by Party B against any other guarantor. 5.8 Party A hereby guarantees that it will not provide balance sheetany guarantee in any other form to any third party beyond its guarantee capacity during the effective term hereof. 5.9 Party A hereby guarantees that, statement of incomesduring the effective term hereof, statement of cash flows and other it shall provide its financial statements, including balance sheet and statements of income and cash flow, upon request by Party B, and accept Party B’s inspection the investigation and supervision on Party A’s production and of its operation activities and financial position by Party B. 5.10 During the effective term hereof, in the event of any change in its operation model, nature or legal status. 6.4 Party A shall notify Party B in written form and implement all suretyship liabilities under this Contract thirty days prior to the following changes during the valid period of this Contract, including but not limited to contractingsuch as contractual operation, lease, custody, reorganization of assetsasset restructuring, reconstruction of debtsdebt restructuring, transformation of equity systemjoint-stock restructuring, joint operation, business combination merger (or mergerconsolidation), divisionsplit-off, paid title transfer of propertyconsideration, joint investment venture (or cooperation), reduce of decrease in registered capital, or filing petition for winding-up, filing for dissolution (or cancellation), filing for reorganization, mediation and revocation) or bankruptcy, or change of self system or legal status. 6.5 During the valid period of this Contract, Party A shall notify Party B in written form writing at least thirty (30) days prior to such change, and bear all liabilities under the following changes when it is announced guarantee set forth herein; 5.11 During the effective term hereof, in the event of any change in its nature or legal status, such as declaration of winding-up, is announced closedclose-down, is announced dissolved dissolution (cancelled), is filed reorganization revocation) or petition for bankruptcy, or changes self system and legal status, or has any other change which is enough to endanger Party A’s circumstance that would have an adverse effect on its normal operation and lose the or deprive it of its guarantee ability. 6.6 If Party A changes Party A’s address, name or legal representativecapacity, Party A shall notify Party B in written form within seven writing at least three (3) days after prior to such change. 6.7 If the loan under the Main Contract is used for borrowing or repaying, Party A is willing to bear suretyship liability. 6.8 Party A shall sign in timely various notices posted or served by other means by Party B. 6.9 In case of any one of the following circumstances occurring to the purchaser’s financing under a L/C, an import L/C and import bxxx advance/ import refinance businesses, Party A shall have the obligation of incontestable guaranty of suretyship. Party A shall not, for any payment obligation under the letter of credit specified by the judicial authority or the administrative authority, issue stop payment order or restraining order, or take measures to seal, detain and freeze relevant property of the letter of credit or take other similar measures to present exemption or defense: 6.9.1 the person designated or authorized by Party B has favorably paid according to Party B’s order; 6.9.2 Party B or the person designated or authorized by Party B has favorably issued a due payment confirmation for the loan under the domestic letter of credit or has favorably accepted the documents under the import letter of credit; 6.9.3 the confirming bank of the L/C has favorably performed the obligation of payment; 6.9.4 the negotiation bank of the L/C has favorably made negotiation. 6.10 Under shipping guarantee, endorsement of bxxx of lading and authorized withdrawal, Party A shall not present exemption or defense because the Debtor of the Main Contract refuses payment of the relevant L/C.

Appears in 1 contract

Samples: Maximum Amount Guarantee Contract (Yingli Green Energy Holding Co LTD)

Party A’s Rights and Obligations. 6.1 7.1 Party A shall provide party B with authentic and effective legal documents that could prove its legal identity. 7.2 During the valid effective period of this Contractcontract, Party if party A shall perform suretyship liability hereunder unconditionally within five working days after receiving Party B’s notice under any one of the following circumstances: 6.1.1 the performance period of a debt under the principal creditor’s rights expires and Party B is not paid; 6.1.2 a debt under the Main Contract is due in advanced in accordance with laws or the Main Contract, and Party B is not paid; 6.1.3 Party A or the Debtor of the Main Contract is filed reorganization or bankruptcy, suspends its business for rectification, is announced closed or is announced dissolved (cancelled); 6.1.4 Party A has any other event which has endangered or damaged or may endanger or damage Party B’s rights and interests; or 6.1.5 Other circumstances that Party A shall perform suretyship liability as prescribed by laws and regulations or stipulated by the Main Contract or this Contract. 6.2 Party A shall continue to perform suretyship liability under this Contract without obtaining Party A’s consent under any one of the following circumstances: 6.2.1 Party B and the Debtor of the Main Contract reach an agreement on change of the Main Contract and such change does not increase the Debtor’s debts; 6.2.2 Under international and domestic trade financing, Party B and the Debtor of the Main Contract changes the L/C or letter name of guarantee in connection with the Main Contractlegal person, and such change does not increases the Debtor’s obligation of payment under the L/C or letter of guarantee; or 6.2.3 Party B transfers the principal creditor’s rights. 6.3 During the valid period of this Contract, Party A shall, according to Party B’s requirements, provide balance sheet, statement of incomes, statement of cash flows and other financial statements, and accept Party B’s inspection and supervision on Party A’s production and operation activities and financial status. 6.4 Party A shall notify Party B in written form and implement all suretyship liabilities under this Contract thirty days prior to the following changes during the valid period of this Contract, including but not limited to contracting, lease, custody, reorganization of assets, reconstruction of debts, transformation of equity system, joint operation, business combination (or merger), division, paid transfer of property, joint investment (or cooperation), reduce of registered capital, or filing for winding-up, filing for dissolution (or cancellation), filing for reorganization, mediation and bankruptcy, or change of self system or legal status. 6.5 During the valid period of this Contract, Party A shall notify Party B in written form thirty days prior to the following changes when it is announced winding-up, is announced closed, is announced dissolved (cancelled), is filed reorganization or bankruptcy, or changes self system and legal status, or has any other change which is enough to endanger Party A’s normal operation and lose the guarantee ability. 6.6 If Party A changes Party A’s address, name or legal representative, Party A project principal, address, telephone, fax, etc. it shall notify Party send a written notice to party B in written form within seven days after such change. 6.7 If 7.3 After the loan under fulfillment period of the Main Contract is used for borrowing main contract debt or repayingthe debt agreed in the main contract expires in advance, if the debtor fails to repay the principal and interests of the debt according to the main contract, party B will be entitled to directly requiring party A to repay such debt. Party A guarantees not to reject any claim proposed by party B in any excuse, and waive the right of defense as regulated in article 20 of the Guarantee Law. 7.4 Party A is willing obliged to bear suretyship liabilityproviding party B with the balance sheets and explanation to all the guarantees provided to outside, and provide party B with the statements and other documents that authentically reflect its comprehensive financial states on regular basis or from time to time. 6.8 Party 7.5 During the effective period of this contract, if party A has any event that may affect its guarantee ability, including but not limited to equity transfer, reshuffle, merge, separation, shareholding reform, joint venture, cooperation, joint operation, contracting, lease, change of operation scope and registered capital, transfer of major assets, etc. it shall send a written notice to party B thirty days in advance. 7.6 During the effective period of this contract, if party A has any event that may affect its guarantee ability, including but not limited to suspension, closing, application or declaration of bankruptcy, dissolution, suspension or cancellation of business license, deterioration of financial status, or involving in any litigation, arbitration, criminal or administrative punishment, etc. it shall send a written notice to party B in three days after such circumstance or possible date of such events. 7.7 During the effective period of this contract, any form of guarantee provided from party A to any third party shall not harm the interests of party B. 7.8 During the effective period of this contract, in case party A has the events stipulated in article 7.5 and 7.6 of this contract, party A shall sign in timely various notices posted guarantee to implement all the guarantee responsibilities under this contract, and provide the detailed plans for implementing the guarantee responsibilities. 7.9 If the debtor fails to repay all or served by other means by Party B. 6.9 In case of any one part of the following circumstances occurring debts under the main contract (including the advanced expiration as stipulated by law, regulation or the main contract), and party B requires party A to assume the purchaser’s financing under a L/Cguarantee responsibility, an import L/C and import bxxx advance/ import refinance businesses, Party party A shall have immediately pay party B based on the obligation noticed amount of incontestable guaranty of suretyship. Party method on the date receiving the written notice from party B, so as to repay the debt under the main contract on the debtor’s behalf. 7.10 If party A fails to fulfill the obligations agreed in article 7.9, party A shall notauthorize party B to directly seize the amount from any account party A opened at party B and/or excise the right of disposal of party A’s assets or asset rights that are legally occupied and managed by party B, for any payment obligation so as to repay the debt under the letter of credit specified by main contract. When party B transfer payments from party A’s account, if the judicial authority or currency in such account is different from the administrative authority, issue stop payment order or restraining order, or take measures to seal, detain and freeze relevant property currency of the letter of credit or take other similar measures to present exemption or defense:debt in the main contract, it shall be converted based on the rate released by party B on the transfer date. 6.9.1 the person designated or authorized by Party B has favorably paid according to Party B’s order; 6.9.2 Party B or the person designated or authorized by Party B has favorably issued a due payment confirmation 7.11 If any third party provides guarantee for the loan fulfillment of debt under the domestic letter of credit or has favorably accepted the documents under the import letter of credit; 6.9.3 the confirming bank of the L/C has favorably performed the obligation of payment; 6.9.4 the negotiation bank of the L/C has favorably made negotiation. 6.10 Under shipping guaranteemain contract, endorsement of bxxx of lading and authorized withdrawal, Party party A shall not present exemption or defense because still assume the Debtor guarantee responsibility agreed in article 3 of the Main Contract refuses payment of the relevant L/C.this contract.

Appears in 1 contract

Samples: Maximum Amount Guarantee Contract (Neophotonics Corp)

Party A’s Rights and Obligations. 6.1 During 7.1.1 Party A shall draw and use the valid period of Borrowing subject to the term and the Use as set forth in this Contract; 7.1.2 If Party A advances the repayment, it shall obtain prior consents of Party B; in such case, it shall indemnify forecasted revenue losses caused to, and other costs of Party B; 7.1.3 Party A shall be responsible for the truth, accuracy and completeness of the information provided for the loans; 7.1.4 Party A shall accept if Party B investigates, has access to, and supervises the Use hereunder; 7.1.5 Party A shall in an active manner cooperate Party B to investigate, have access to, and supervise its production, operation and financial information, and shall be obligated to provide Party B with income statements, balance sheets and other financial statements in relation to each term; 7.1.6 Party A shall pay the principals and interest accruals thereon pursuant to this Contract; 7.1.7 Party A shall bear relevant fees hereunder, including but limited to fees and expenses arising out of public notary, verification, appraisals, registration, etc.; 7.1.8 Party A shall send receipts of collection letters or collection documents within three days after Party B sends the same by post or through other methods; 7.1.9 If Party A conducts contracting and lease, shareholding reforms, joint operation, consolidation, merger, joint venture, division, reduction of capitals, shareholding change, transfer of material assets, or other acts enough to impact Party B's benefits, it shall send a notice to Party B at least thirty days in advance for Party B's approval; otherwise, Party A shall perform suretyship liability hereunder unconditionally within five working days after receiving Party B’s notice under not conduct any one of the following circumstances: 6.1.1 the performance period above acts before it clears all of a debt under the principal creditor’s rights expires and Party B is not paidits obligations; 6.1.2 a debt under the Main Contract is due in advanced in accordance with laws or the Main Contract, and Party B is not paid; 6.1.3 Party A or the Debtor of the Main Contract is filed reorganization or bankruptcy, suspends its business for rectification, is announced closed or is announced dissolved (cancelled); 6.1.4 Party A has any other event which has endangered or damaged or may endanger or damage Party B’s rights and interests; or 6.1.5 Other circumstances that 7.1.10 Party A shall perform suretyship liability as prescribed by laws and regulations or stipulated by the Main Contract or this Contract. 6.2 Party A shall continue to perform suretyship liability under this Contract without obtaining Party A’s consent under any one of the following circumstances: 6.2.1 Party B and the Debtor of the Main Contract reach an agreement on change of the Main Contract and such change does not increase the Debtor’s debts; 6.2.2 Under international and domestic trade financing, Party B and the Debtor of the Main Contract changes the L/C or letter of guarantee in connection with the Main Contract, and such change does not increases the Debtor’s obligation of payment under the L/C or letter of guarantee; or 6.2.3 Party B transfers the principal creditor’s rights. 6.3 During the valid period of this Contract, Party A shall, according to Party B’s requirements, provide balance sheet, statement of incomes, statement of cash flows and other financial statements, and accept Party B’s inspection and supervision on Party A’s production and operation activities and financial status. 6.4 Party A shall notify inform Party B in written form and implement all suretyship liabilities under this Contract thirty writing of any change or replacement of its residence, mailing address, scope of business or legal representative within seven days prior to the following changes during the valid period of this Contractupon any such change; 7.1.11 If Party A meets any other events, including but not limited to contractingmaterial economic disputes, lease, custody, reorganization of assets, reconstruction of debts, transformation of equity system, joint operation, business combination (or merger), division, paid transfer of property, joint investment (or cooperation), reduce of registered capitalbankruptcy and worse financial conditions, or filing for windingother events endangering its normal business or materially affecting performance of its obligations hereunder, it shall promptly inform Party B in writing of the same; 7.1.12 If Party A meets out-upof-business, filing for dissolution (or cancellation), filing if it is dissolved or suspended for reorganization, mediation and bankruptcyor if its business license is cancelled or withdrawn, or change of self system or legal status. 6.5 During the valid period of this Contract, Party A it shall notify inform Party B in written form thirty writing within five days prior to the following changes when it is announced winding-up, is announced closed, is announced dissolved (cancelled), is filed reorganization or bankruptcy, or changes self system and legal status, or has any other change which is enough to endanger Party A’s normal operation and lose the guarantee ability. 6.6 If Party A changes Party A’s address, name or legal representative, Party A shall notify Party B in written form within seven days after such change. 6.7 If the loan under the Main Contract is used for borrowing or repaying, Party A is willing to bear suretyship liability. 6.8 Party A shall sign in timely various notices posted or served by other means by Party B. 6.9 In case of any one upon occurrence of the following circumstances occurring same, and then procure to promptly pay the purchaser’s financing under a L/C, an import L/C Principals and import bxxx advance/ import refinance businesses, Party A shall have the obligation of incontestable guaranty of suretyship. Party A shall not, for any payment obligation under the letter of credit specified by the judicial authority or the administrative authority, issue stop payment order or restraining order, or take measures to seal, detain and freeze relevant property of the letter of credit or take other similar measures to present exemption or defense: 6.9.1 the person designated or authorized by Party B has favorably paid according to Party B’s order; 6.9.2 Party B or the person designated or authorized by Party B has favorably issued a due payment confirmation for the loan under the domestic letter of credit or has favorably accepted the documents under the import letter of credit; 6.9.3 the confirming bank of the L/C has favorably performed the obligation of payment; 6.9.4 the negotiation bank of the L/C has favorably made negotiationinterests accruals thereon. 6.10 Under shipping guarantee, endorsement of bxxx of lading and authorized withdrawal, Party A shall not present exemption or defense because the Debtor of the Main Contract refuses payment of the relevant L/C.

Appears in 1 contract

Samples: Working Capital Borrowing Contract (Sooner Holdings Inc /Ok/)

Party A’s Rights and Obligations. 6.1 During 1. Party A is entitled to the valid period of this Contractspecial services and preferential policies for key accounts that Party B has publicized. 2. Party A shall not use Party B’s communication services for illegal activities. If Party A is involved in any illegal activity or irregularity, causing any loss to Party B, Party A shall perform suretyship liability hereunder unconditionally be liable for compensation. 3. Party A shall, in accordance with this contract, deposit a lump sum of money into __ prepaid phone cards upon activation (RMB100/card). When the balance is insufficient, Party A shall add funds in time. This process shall be followed for subsequent cards activated. If Party A fails to pay in time, resulting in the suspension of service due to insufficient balance, Party B shall have no responsibility whatsoever. Party B’s bank information Account name [ ] Bank [ ] Account number [ ] 4. If Party A wants additional phone cards, it shall inform Party B of the activation date thirty (30) working days in advance so that Party B can carry out communication equipment installation and network optimization. Party A shall, in accordance with this Contract, deposit money onto the cards within five fifteen (15) working days after receiving Party A informs Party B of the activation date. 5. Party A shall go through the normal network access formalities as required by Party B in order to activate phone cards: business license (a copy of the duplicate bearing the official seal), organization code certificate (a copy bearing the official seal), bank account opening permit (a copy bearing the official seal), tax registration certificate (a copy bearing the official seal) and identity card of the person who handles the process (a copy bearing the official seal). For all numbers, Party A’s business license shall be used for account opening and copies of the users’ identity cards or photos of the users holding their identity cards bearing Party A’s official seal shall be provided to Party B for real-name registration. 6. The phone cards provided by Party B for Party A shall not be used for any purpose other than as set forth herein. Otherwise, the relevant expenses incurred and losses caused to Party B shall be borne by Party A. 7. In order to protect Party B’s notice under any one of the following circumstances: 6.1.1 the performance period of a debt under the principal creditor’s rights expires and Party B is not paid; 6.1.2 a debt under the Main Contract is due in advanced in accordance with laws or the Main Contractinvestment income, and Party B is not paid; 6.1.3 Party A or undertakes that all employees at the Debtor of operation center in Building C, Xinyuan International will not be allowed to bring their cell phones into the Main Contract is filed reorganization or bankruptcy, suspends its business workplace for rectification, is announced closed or is announced dissolved (cancelled); 6.1.4 Party A has any other event which has endangered or damaged or may endanger or damage Party B’s rights and interests; or 6.1.5 Other circumstances that Party A shall perform suretyship liability as prescribed by laws and regulations or stipulated by communication with the Main Contract or this Contractoutside world during working hours. 6.2 Party A shall continue to perform suretyship liability under this Contract without obtaining Party A’s consent under any one of the following circumstances: 6.2.1 Party B 8. In service-related construction and the Debtor of the Main Contract reach an agreement on change of the Main Contract and such change does not increase the Debtor’s debts; 6.2.2 Under international and domestic trade financing, Party B and the Debtor of the Main Contract changes the L/C or letter of guarantee in connection with the Main Contract, and such change does not increases the Debtor’s obligation of payment under the L/C or letter of guarantee; or 6.2.3 Party B transfers the principal creditor’s rights. 6.3 During the valid period of this Contractmaintenance, Party A shall, according : (1) coordinate with the property management company to prompt Party A to start construction on the premises; (2) coordinate efforts to secure reserved locations for equipment installation; (3) coordinate efforts to meet Party B’s requirementselectricity demand in equipment installation, provide balance sheet, statement construction and maintenance. 9. In consideration of incomes, statement of cash flows and other financial statements, and accept Party B’s inspection investment and supervision on in order to protect Party AB’s production and operation activities and financial status. 6.4 Party A shall notify Party B in written form and implement all suretyship liabilities under this Contract thirty days prior to the following changes during the valid period of this Contract, including but not limited to contracting, lease, custody, reorganization of assets, reconstruction of debts, transformation of equity system, joint operation, business combination (or merger), division, paid transfer of property, joint investment (or cooperation), reduce of registered capital, or filing for winding-up, filing for dissolution (or cancellation), filing for reorganization, mediation and bankruptcy, or change of self system or legal status. 6.5 During the valid period of this Contractinterests, Party A shall notify undertakes not to enter into a similar deal with any other party except Party B in written form thirty days prior to during the following changes when it is announced winding-up, is announced closed, is announced dissolved (cancelled), is filed reorganization or bankruptcy, or changes self system and legal status, or has any other change which is enough to endanger Party A’s normal operation and lose the guarantee abilityperiod of cooperation. 6.6 If Party A changes Party A’s address, name or legal representative, Party A shall notify Party B in written form within seven days after such change. 6.7 If the loan under the Main Contract is used for borrowing or repaying, Party A is willing to bear suretyship liability. 6.8 Party A shall sign in timely various notices posted or served by other means by Party B. 6.9 In case of any one of the following circumstances occurring to the purchaser’s financing under a L/C, an import L/C and import bxxx advance/ import refinance businesses, Party A shall have the obligation of incontestable guaranty of suretyship. Party A shall not, for any payment obligation under the letter of credit specified by the judicial authority or the administrative authority, issue stop payment order or restraining order, or take measures to seal, detain and freeze relevant property of the letter of credit or take other similar measures to present exemption or defense: 6.9.1 the person designated or authorized by Party B has favorably paid according to Party B’s order; 6.9.2 Party B or the person designated or authorized by Party B has favorably issued a due payment confirmation for the loan under the domestic letter of credit or has favorably accepted the documents under the import letter of credit; 6.9.3 the confirming bank of the L/C has favorably performed the obligation of payment; 6.9.4 the negotiation bank of the L/C has favorably made negotiation. 6.10 Under shipping guarantee, endorsement of bxxx of lading and authorized withdrawal, Party A shall not present exemption or defense because the Debtor of the Main Contract refuses payment of the relevant L/C.

Appears in 1 contract

Samples: Communication Service Contract (YX Asset Recovery LTD)

Party A’s Rights and Obligations. 6.1 During the valid period of this Contract, 5.1 Party A shall perform suretyship liability hereunder unconditionally within five working days after receiving have the following rights to: 5.1.1 Require Party B to fully repay on time principals and interests of all loans, advances and credit debts under this Agreement and separate agreements; 5.1.2 Require Party B to provide documents and information related to its utilization of the Credit Line; 5.1.3 Ask for information about Party B’s notice under any one of the following circumstances:'s production, operation and financial activities; 6.1.1 the performance period of a debt under the principal creditor’s rights expires and 5.1.4 Supervise that Party B is utilizing loans and/or other credits for the purposes agreed upon in this Agreement and separate agreements; when it is required by its business, unilaterally suspend or restrict the corporate online banking/corporate APP/other online function of Party B's account (including but not paidlimited closing online banking/corporate APP/other online function, presetting list of payees/single payment limit/phase payment limit, etc.) and other electronic payment channels, restrict sale of settlement vouchers, or restrict payment or transfer at the counter, telephone banking, mobile banking and other non-counter payment and exchange functions of Party B's account; 6.1.2 a debt under 5.1.5 Authorize other branches of China Merchants Bank in the Main Contract place where the beneficiary is due in advanced in accordance with laws or located to issue letter of credit to the Main Contract, and beneficiary according to its internal procedures. 5.1.6 Deduct funds from any account of Party B is at any outlet of China Merchants Bank for repaying Party B's debts under this Agreement and separate agreements (if credit debts are not paid; 6.1.3 denominated in RMB, to purchase exchange from Party B's CNY account according to the exchange rate published by Party A or at the Debtor time of deduction to repay principals, interests and fees of the Main Contract is filed reorganization or bankruptcy, suspends its business for rectification, is announced closed or is announced dissolved (cancelledcredit debts); 6.1.4 Party A has any other event which has endangered or damaged or may endanger or damage 5.1.7 Transfer its claims against Party B’s rights , and interests; or 6.1.5 Other circumstances that Party A shall perform suretyship liability as prescribed by laws and regulations or stipulated by the Main Contract or this Contract. 6.2 Party A shall continue to perform suretyship liability under this Contract without obtaining Party A’s consent under any one of the following circumstances: 6.2.1 inform Party B about the transfer and the Debtor of the Main Contract reach an agreement on change of the Main Contract and such change does not increase the Debtor’s debts; 6.2.2 Under international and domestic trade financing, collect from Party B and the Debtor of the Main Contract changes the L/C or letter of guarantee in connection with the Main Contract, and such change does not increases the Debtor’s obligation of payment under the L/C or letter of guarantee; or 6.2.3 Party B transfers the principal creditor’s rights. 6.3 During the valid period of this Contract, Party A shall, according to Party B’s requirements, provide balance sheet, statement of incomes, statement of cash flows and other financial statements, and accept Party B’s inspection and supervision on Party A’s production and operation activities and financial status. 6.4 Party A shall notify Party B in written form and implement all suretyship liabilities under this Contract thirty days prior to the following changes during the valid period of this Contractby appropriate means at its sole discretion, including but not limited to contractingfax, leasemailing, custodypersonal service, reorganization announcement on the public media, etc.; 5.1.8 Monitor and entrust other China Merchants Bank outlets to monitor Party B's accounts, and control disbursement of assets, reconstruction of debts, transformation of equity system, joint operation, business combination (or merger), division, paid transfer of property, joint investment (or cooperation), reduce of registered capital, or filing for winding-up, filing for dissolution (or cancellation), filing for reorganization, mediation and bankruptcy, or change of self system or legal status. 6.5 During the valid period of this Contract, Party A shall notify Party B in written form thirty days prior loan funds according to the following changes when it is announced winding-up, is announced closed, is announced dissolved (cancelled), is filed reorganization or bankruptcy, or changes self system loan purposes and legal status, or has any other change which is enough to endanger Party A’s normal operation and lose payment scope agreed by the guarantee ability.Parties; 6.6 If Party A changes Party A’s address, name or legal representative, Party A shall notify Party B in written form within seven days after such change. 6.7 If the loan under the Main Contract is used for borrowing or repaying, 5.1.9 Where Party A is willing to bear suretyship liability. 6.8 aware that Party A shall sign in timely various notices posted or served by other means by Party B. 6.9 In case of B falls under any one of the following circumstances occurring to the purchaser’s financing under a L/C, an import L/C and import bxxx advance/ import refinance businessesstipulated in Article 4.2.6 herein, Party A shall have the obligation right to require Party B to arrange for measures to secure repayment of incontestable guaranty the principal and interest on all loans under this Agreement and all associated costs as per the requirements of suretyship. Party A, and Party A shall not, for any payment obligation under also have the letter of credit right to directly take one or more remedial measures against the default specified by in the judicial authority or clause herein with the administrative authority, issue stop payment order or restraining order, or take measures to seal, detain heading "Breach Events and freeze relevant property of the letter of credit or take other similar measures to present exemption or defense: 6.9.1 the person designated or authorized by Party B has favorably paid according to Party B’s order; 6.9.2 Party B or the person designated or authorized by Party B has favorably issued a due payment confirmation for the loan under the domestic letter of credit or has favorably accepted the documents under the import letter of credit; 6.9.3 the confirming bank of the L/C has favorably performed the obligation of payment; 6.9.4 the negotiation bank of the L/C has favorably made negotiationTreatment". 6.10 Under shipping guarantee, endorsement of bxxx of lading and authorized withdrawal, 5.1.10 Other rights provided hereunder. 5.2 Party A shall not present exemption be obligated to: 5.2.1 Extend loans or defense because other credits to Party B within the Debtor scope of the Main Contract refuses payment Credit Line according to the conditions provided under this Agreement and separate agreements; 5.2.2 Maintain confidentiality for the status of Party B's assets, finance, production and operation, unless otherwise required by laws and regulations or by the relevant L/C.regulatory authority, or unless it is provided to Party A's superior or subordinate institutions or external auditors, accountants or lawyers carrying the same confidentiality obligation.

Appears in 1 contract

Samples: Credit Agreement (Xunlei LTD)

Party A’s Rights and Obligations. 6.1 During 1. Party A’s Rights (1) Request Party B to grant the valid period Loan under the terms of this Contract; (2) Use the Loan for such purpose as specified in this Contract; (3) Under such conditions as required by Party B, apply to Party B for extension or delay of the Loan; (4) Request Party B to keep confidential relevant financial documents and commercial secrets relating to the production and operation as provided by Party A, except otherwise regulated by the laws and regulations; 2. Party A’s Obligations (1) As requested by Party B, provide such materials relating to the financial and accounting and production and operation; being liable for authenticity, completeness and effectiveness of the materials as provided; (2) Use the Loan for the purpose as specified in this Contract; being prohibited from occupying, embezzling or using them for such investment like fixed assets and equities; being prohibited from using them in the field or for such purpose as prohibited for production and operation by the state; (3) In case of trusted payment, handle the formalities for withdrawal application and payment trustment at Party B and, under such circumstance, Party B shall pay the Loan to the Loanee’s counterparty consistent with the purpose as specified in this Contract; (4) The Loanee shall designate a special fund recovery account and provide the outflow and inflow of the funds in such account in a timely manner; (5) Party A undertakes to cooperate Party B with the management of the payment of the Loan and post-loan management and relevant check and in case of any major adverse matter that affects repayment ability, shall inform Party B of the same in a timely manner; (6) In case of repayment by the Loanee, Party A shall regularly summarize and report the payment of the Loan and shall, as requested by Party B, provide the fund use records and materials in a timely manner; (7) Take initiative to cooperate with Party B and actively accept Party B’s check and supervision of its operation and production, financial activities and use of the Loan hereunder; (8) Has the consistent operating ability and legal repayment sources and repay the principal of the Loan and the interests thereof in schedule under the terms of this Contract; (9) Party A and its investors shall not draw or escape or transfer their assets to avoid the debts to Party B; (10) Before repayment of the principal of the Loan and the interests thereof, without consent of Party B, being prohibited from providing any guaranty to any third parties by using the assets generating from the Loan hereunder; (11) Within the effective term, if Party A provides guaranty for others’ debts, which may affect the repayment ability hereunder, it is required to inform in writing Party B of the same in advance and obtain Party B’s consent; (12) If the guarantor hereunder is shut down, goes out of business, is cancelled registration, is revoked the Business License, is bankrupt, is cancelled the operation qualification, or is in the red, thus losing the guaranty ability corresponding to the Loan entirely or partially, or resulting in reduction of the value of the pledged properties, accidental damage or loss, Party A shall provide other guaranty as recognized by Party B in a timely manner; (13) Within the effective term of this Contract, Party A shall perform suretyship liability hereunder unconditionally inform Party B of any change of Party A’s name, legal representative or person in charge, address, operation scope or registered capital, etc. in a timely manner; (14) Within the effective term of this Contract, if Party A falls within five working days after receiving such acts as external investment, substantial increase of debt financing, contracting, leasing, transfer of equities, reforming of stock system, joint operation, M&A, separation, joint venture, application for shutdown, application for dissolution, application for bankruptcy, which adequately affect realization of Party B’s notice under any one of the following circumstances: 6.1.1 the performance period of a debt under the principal creditor’s rights expires and Party B is not paid; 6.1.2 a debt under the Main Contract is due in advanced in accordance with laws or the Main Contract, and Party B is not paid; 6.1.3 Party A or the Debtor of the Main Contract is filed reorganization or bankruptcy, suspends its business for rectification, is announced closed or is announced dissolved (cancelled); 6.1.4 Party A has any other event which has endangered or damaged or may endanger or damage Party B’s rights and interests; or 6.1.5 Other circumstances that Party A shall perform suretyship liability as prescribed by laws and regulations or stipulated by the Main Contract or this Contract. 6.2 Party A shall continue to perform suretyship liability under this Contract without obtaining Party A’s consent under any one of the following circumstances: 6.2.1 Party B and the Debtor of the Main Contract reach an agreement on change of the Main Contract and such change does not increase the Debtor’s debts; 6.2.2 Under international and domestic trade financing, Party B and the Debtor of the Main Contract changes the L/C or letter of guarantee in connection with the Main Contract, and such change does not increases the Debtor’s obligation of payment under the L/C or letter of guarantee; or 6.2.3 Party B transfers the principal creditor’s rights. 6.3 During the valid period of this Contract, Party A shall, according upon a prior 15-day written notice to Party B’s requirements, provide balance sheet, statement inform Party B of incomes, statement of cash flows the same and other financial statements, and accept obtain Party B’s inspection consent and supervision on shall, as requested by Party A’s production B, exercise the settlement and operation activities and financial status.guaranty of the debts hereunder; 6.4 Party A shall notify Party B in written form and implement all suretyship liabilities under this Contract thirty days prior to (15) Within the following changes during the valid period effective term of this Contract, including but not limited to contractingif Party A is shut down, leasegoes out of business, custodyis revoked registration, reorganization of assets, reconstruction of debts, transformation of equity system, joint operation, business combination (or merger), division, paid transfer of property, joint investment (or cooperation), reduce of registered capitalis revoked the Business License, or filing for winding-up, filing for dissolution (its legal representative or cancellation), filing for reorganization, mediation and bankruptcyperson n charge is involved in the illegal activities or relates to any gross lawsuit activity, or change of self system or legal status. 6.5 During the valid period of this ContractParty A has difficulty in production and operation and Party A’s financial status is aggravating, thus substantially affecting its repayment obligations adversely, Party A shall immediately notify Party B in written form thirty days prior to of the following changes when it is announced winding-upsame and shall, is announced closed, is announced dissolved (cancelled), is filed reorganization or bankruptcy, or changes self system and legal status, or has any other change which is enough to endanger Party A’s normal operation and lose the guarantee ability. 6.6 If Party A changes Party A’s address, name or legal representative, Party A shall notify Party B in written form within seven days after such change. 6.7 If the loan under the Main Contract is used for borrowing or repaying, Party A is willing to bear suretyship liability. 6.8 Party A shall sign in timely various notices posted or served by other means as requested by Party B. 6.9 In case of any one B, exercise the settlement and guaranty of the following circumstances occurring to the purchaser’s financing under a L/C, an import L/C and import bxxx advance/ import refinance businesses, Party A shall have the obligation of incontestable guaranty of suretyship. Party A shall not, for any payment obligation under the letter of credit specified by the judicial authority or the administrative authority, issue stop payment order or restraining order, or take measures to seal, detain and freeze relevant property of the letter of credit or take other similar measures to present exemption or defense: 6.9.1 the person designated or authorized by Party B has favorably paid according to Party B’s orderdebts hereunder; 6.9.2 Party B or (16) Bear the person designated or authorized by Party B has favorably issued a due payment confirmation fees for attorney’s service, insurances, evaluation, registration, custody, verification, notarization, etc. in connection with this Contract and/or the loan under the domestic letter of credit or has favorably accepted the documents under the import letter of credit; 6.9.3 the confirming bank of the L/C has favorably performed the obligation of payment; 6.9.4 the negotiation bank of the L/C has favorably made negotiationguaranty hereunder. 6.10 Under shipping guarantee, endorsement of bxxx of lading and authorized withdrawal, Party A shall not present exemption or defense because the Debtor of the Main Contract refuses payment of the relevant L/C.

Appears in 1 contract

Samples: Working Capital Loan Contract (Silvan Industries, Inc.)

Party A’s Rights and Obligations. 6.1 During 1. Party A’s rights include: (1) Enjoying the valid period of this Contract, Party A shall perform suretyship liability hereunder unconditionally within five working days after receiving Party B’s notice under any one ownership of the following circumstances: 6.1.1 the performance period of a debt under the principal creditor’s rights expires and Party B is not paidEscrow Property; 6.1.2 a debt under (2) Checking and inspecting the Main Contract is due in advanced status and situation of the Escrow Property; (3) Disposing of and distributing the Escrow Property in accordance with laws or and regulations and this Agreement; and (4) Other rights specified by the Main Contract, laws and regulations and this Agreement. 2. Party B is not paid; 6.1.3 Party A or the Debtor of the Main Contract is filed reorganization or bankruptcy, suspends its business for rectification, is announced closed or is announced dissolved (cancelled); 6.1.4 Party A has any other event which has endangered or damaged or may endanger or damage Party BA’s rights and interests; or 6.1.5 Other circumstances obligations include that Party A shall: (1) Warrant and represent that the Escrow Property is free and clear from any security interests and encumbrances; (2) From the effectiveness date of the Agreement, fully deliver the Escrow Property to Party B in a timely manner according to this Agreement; (3) Be responsible for all fees incurred by the parties to this Agreement concerning this Agreement, including without limitation to bank fees and escrow fees, but excluding part of legal expenses incurred therefrom which should be borne by Party C; and Party A shall perform suretyship liability as prescribed make full payment of the escrow fees and other fees to either Party B and Party C in a timely manner according to this Agreement; (4) Direct Party B to transfer and pay the fund (in part or in whole) to appropriate parties in a timely manner pursuant to this Agreement; (5) Regularly conduct the outside annual audit and annual examination of Administration of Industry and Commerce; (6) Notify Party B in advance of any significant issues which have direct impact on the Escrow Property in order to facilitate the change and preparation for Party B; (7) In compliance with laws and regulations, and at the request of Party B, provide the assistance for the purpose of proceeding with the escrow business and operation; (8) Provide Party B with necessary agreements and amendments required for the maintenance of the Escrow Property in accordance with the terms hereof; (9) Ensure Party A’s articles of association and other legal documents executed in the name of Party A signature has no conflict with this Agreement; and if the foregoing documents are inconsistent with the Agreement, this Agreement will prevail; (10) Ensure any activities in relation to this Agreement are in compliance with the laws and regulations; and any disputes or issues arising from the execution and performance of other transaction documents have no relation with Party B; and (11) Perform other obligations required by laws and regulations or stipulated by the Main Contract or and this ContractAgreement. 6.2 Party A shall continue to perform suretyship liability under this Contract without obtaining Party A’s consent under any one of the following circumstances: 6.2.1 Party B and the Debtor of the Main Contract reach an agreement on change of the Main Contract and such change does not increase the Debtor’s debts; 6.2.2 Under international and domestic trade financing, Party B and the Debtor of the Main Contract changes the L/C or letter of guarantee in connection with the Main Contract, and such change does not increases the Debtor’s obligation of payment under the L/C or letter of guarantee; or 6.2.3 Party B transfers the principal creditor’s rights. 6.3 During the valid period of this Contract, Party A shall, according to Party B’s requirements, provide balance sheet, statement of incomes, statement of cash flows and other financial statements, and accept Party B’s inspection and supervision on Party A’s production and operation activities and financial status. 6.4 Party A shall notify Party B in written form and implement all suretyship liabilities under this Contract thirty days prior to the following changes during the valid period of this Contract, including but not limited to contracting, lease, custody, reorganization of assets, reconstruction of debts, transformation of equity system, joint operation, business combination (or merger), division, paid transfer of property, joint investment (or cooperation), reduce of registered capital, or filing for winding-up, filing for dissolution (or cancellation), filing for reorganization, mediation and bankruptcy, or change of self system or legal status. 6.5 During the valid period of this Contract, Party A shall notify Party B in written form thirty days prior to the following changes when it is announced winding-up, is announced closed, is announced dissolved (cancelled), is filed reorganization or bankruptcy, or changes self system and legal status, or has any other change which is enough to endanger Party A’s normal operation and lose the guarantee ability. 6.6 If Party A changes Party A’s address, name or legal representative, Party A shall notify Party B in written form within seven days after such change. 6.7 If the loan under the Main Contract is used for borrowing or repaying, Party A is willing to bear suretyship liability. 6.8 Party A shall sign in timely various notices posted or served by other means by Party B. 6.9 In case of any one of the following circumstances occurring to the purchaser’s financing under a L/C, an import L/C and import bxxx advance/ import refinance businesses, Party A shall have the obligation of incontestable guaranty of suretyship. Party A shall not, for any payment obligation under the letter of credit specified by the judicial authority or the administrative authority, issue stop payment order or restraining order, or take measures to seal, detain and freeze relevant property of the letter of credit or take other similar measures to present exemption or defense: 6.9.1 the person designated or authorized by Party B has favorably paid according to Party B’s order; 6.9.2 Party B or the person designated or authorized by Party B has favorably issued a due payment confirmation for the loan under the domestic letter of credit or has favorably accepted the documents under the import letter of credit; 6.9.3 the confirming bank of the L/C has favorably performed the obligation of payment; 6.9.4 the negotiation bank of the L/C has favorably made negotiation. 6.10 Under shipping guarantee, endorsement of bxxx of lading and authorized withdrawal, Party A shall not present exemption or defense because the Debtor of the Main Contract refuses payment of the relevant L/C.

Appears in 1 contract

Samples: Three Parties Fund Escrow Agreement (Bohai Pharmaceuticals Group, Inc.)

Party A’s Rights and Obligations. 6.1 During the valid period of this Contract, 7.1 Party A shall perform suretyship liability hereunder unconditionally within five working days after receiving enjoy the following rights: 7.1.1 Party A has the right to require Party B to repay the principal, interest and expenses in respect of the loans, advances and other credit debts under this Agreement and each specific contract in full and in time; 7.1.2 Party A has the right to require Party B to provide materials relevant to the use of its credit lines; 7.1.3 Party A has the right to understand Party B’s notice under any one of the following circumstances: 6.1.1 the performance period of a debt under the principal creditor’s rights expires production, management and Party B is not paidfinancial activities; 6.1.2 a debt under the Main Contract is due in advanced in accordance with laws or the Main Contract, and Party B is not paid; 6.1.3 Party A or the Debtor of the Main Contract is filed reorganization or bankruptcy, suspends its business for rectification, is announced closed or is announced dissolved (cancelled); 6.1.4 7.1.4 Party A has any other event which has endangered or damaged or may endanger or damage the right to supervise Party B’s rights and interests; or 6.1.5 Other circumstances that Party A shall perform suretyship liability as prescribed by laws and regulations or stipulated by the Main Contract or this Contract. 6.2 Party A shall continue to perform suretyship liability under this Contract without obtaining Party A’s consent under any one 's use of the following circumstances: 6.2.1 Party B loans and/or other credits for the purposes stipulated in this Agreement and the Debtor of the Main Contract reach an agreement on change of the Main Contract and such change does not increase the Debtor’s debts; 6.2.2 Under international and domestic trade financing, Party B and the Debtor of the Main Contract changes the L/C or letter of guarantee in connection with the Main Contracteach specific contract, and such change does not increases to unilaterally and directly suspend or restrict the Debtor’s obligation enterprise online banking functions of payment under the L/C or letter of guarantee; or 6.2.3 Party B transfers the principal creditor’s rights. 6.3 During the valid period of this Contract, Party A shall, according to Party B’s requirements, provide balance sheet, statement of incomes, statement of cash flows and other financial statements, and accept Party B’s inspection and supervision on Party A’s production and operation activities and financial status. 6.4 Party A shall notify Party B in written form and implement all suretyship liabilities under this Contract thirty days prior to the following changes during the valid period of this Contract, 's account when necessary (including but not limited to contractingclosure of e-banking, lease, custody, reorganization presetting the list of assets, reconstruction of debts, transformation of equity system, joint operation, business combination (payment objects/payment limit per transaction/staged payment limits or mergertaking other restrictive measures), division, paid transfer restrict the sale of property, joint investment (or cooperation), reduce of registered capitalsettlement documents, or filing for windingrestrict the telephone banking, mobile phone banking and other non-up, filing for dissolution (or cancellation), filing for reorganization, mediation counter payment and bankruptcy, or change general exchange functions of self system or legal status.Party B's accounts; 6.5 During the valid period of this Contract7.1.5 According to its internal procedural needs, Party A shall notify has the right to authorize other branches of China Merchants Bank located in the place of the beneficiary to forward the L/C to the beneficiary after accepting Party B's application for opening the L/C. 7.1.6 Party B has the right to deduct money directly from the account opened by Party B in written form thirty days prior to any institution of China Merchants Bank for repaying the following changes when it is announced winding-up, is announced closed, is announced dissolved (cancelled), is filed reorganization or bankruptcy, or changes self system and legal status, or has any other change which is enough to endanger Party A’s normal operation and lose the guarantee ability. 6.6 If Party A changes Party A’s address, name or legal representative, Party A shall notify debts owed by Party B under this Agreement and each specific contract (where the credit debts are not in written form within seven days after such change. 6.7 If the loan under the Main Contract is used for borrowing or repaying, Party A is willing to bear suretyship liability. 6.8 Party A shall sign in timely various notices posted or served by other means by Party B. 6.9 In case of any one of the following circumstances occurring to the purchaser’s financing under a L/C, an import L/C and import bxxx advance/ import refinance businessesRenminbi, Party A shall have the obligation right to purchase the foreign exchange directly from Party B's RMB account at the exchange rate announced by Party A at the time of incontestable guaranty deduction to repay the principal, interest and fees in respect of suretyship. the credits); 7.1.7 Party A has the right to assign the debts owed to it by Party B, notify Party B of the assignment via facsimile, mail, personal delivery, announcement in public media or otherwise, and urge Party B to repay the debts; 7.1.8 Party A has the right to supervise Party B's account, entrust other institutions of China Merchants Bank other than Party A to supervise Party B's account, and control the payment of the loan funds according to the purposes and scope of payment agreed by the parties; 7.1.9 Other rights stipulated in this Agreement. 7.2 Party A shall not, for any payment obligation under undertake the letter of credit specified by the judicial authority or the administrative authority, issue stop payment order or restraining order, or take measures to seal, detain and freeze relevant property of the letter of credit or take other similar measures to present exemption or defensefollowing obligations: 6.9.1 7.2.1 Party A shall grant loans or other credits within the person designated or authorized by Party B has favorably paid according to Party B’s ordercredit lines in accordance with the conditions set out in this Agreement and each specific contract; and; 6.9.2 Party B 7.2.2 Except otherwise provided by laws and regulations or the person designated or authorized otherwise required by Party B has favorably issued a due payment confirmation for the loan under the domestic letter of credit or has favorably accepted the documents under the import letter of credit; 6.9.3 the confirming bank of the L/C has favorably performed the obligation of payment; 6.9.4 the negotiation bank of the L/C has favorably made negotiation. 6.10 Under shipping guarantee, endorsement of bxxx of lading and authorized withdrawalregulatory authorities, Party A shall not present exemption or defense because keep confidential the Debtor of the Main Contract refuses payment of the relevant L/C.information in connection with Party B’s assets, finance, production and operation.

Appears in 1 contract

Samples: Credit Extension Agreement (Cellular Biomedicine Group, Inc.)

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