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Party B promises Sample Clauses

Party B promises. Without prior written consent by Party A, as of the execution date of this agreement, not to sell, transfer, mortgage or dispose in any other form any legitimate or beneficial interest of equity interest in Party C held by Party B, or to approve any other security interest set on it, with the exception of the pledge set on the equity interest of Party B subject to Equity Interest Pledge Agreement of Party B;
Party B promises in case of failing to perform or incompletely performing the obligations under the Contract, Party B is willing to accept the compulsory execution of the judiciary authority concerned, without the need of any judicial proceedings; Party A may, according to Article CCXXXVIII of the Civil Procedure Law, directly apply to the jurisdictional people’s court for compulsory execution, without the need of any judicial proceedings, and Party B should waive the defense right for Party A’s direct application for compulsory execution.
Party B promises a. Party B has legal rights to sign and fulfill the contract; b. If Party B is a company, it has valid business license; c. All the information Party B provided to Party A is accurate, complete, legal, and effective, there is no false, misleading, or material omission; d. Party B will fulfill its obligation in good faith; e. If there is any change of Party’s B’s address, phone, employment, Party B will notify Party A within 10 days; f. Party B has read carefully and fully understands all the terms under this guarantee contract.
Party B promises. If the government requisitions the collateral during the duration of Financing & Lease Agreement, Party A has the right to request Party B to pay off prior to the maturity.
Party B promises. 3.1. After signing of this Agreement, Party B shall finish approval procedures, business registration, and tax registration of the Project Company in CDHT by October 31, 2010. The initial registered capital of the Project Company shall be no less than USD 50 million (such amount shall be invested into the Project Company in phases within two (2) years according to existing laws and regulations but, if necessary as solely determined by Party B, can extend one (1) more year before the full investment is made completely in accordance with existing laws and regulations), and the investment scale shall reach the amount and based on the schedule stated in Article
Party B promises. 1, Party B acquires the shares of Party A according to agreement has been authorized by the board of shareholders of Party B. 2, Party B promises that the name, location, registered capital and the business scope of the Company shall not be changed after the Company changes to a foreign investment company. All the original liabilities of the Company shall also be taken by Party B 3, Party B promises that all the original employees of the Company shall be re-arranged and sign new engagement contracts after the company changes to a foreign investment company.
Party B promises. Make the education and teaching management in accordance with national polices, laws and regulations, accept the supervision of education and administration bureau; complete the teaching plan and task under the national polices and laws legally and promise that after the collaboration the education obligation assumed as the part of public school of Suixian Hui School shall not be changed.
Party B promises. 13.6.1 All or part of the authorized management rights obtained under this contract shall not be granted or transferred to a third party in any way; 13.6.2 It shall not disclose to any third party any commercial secrets, business defects and all information and materials related to this contract; 13.6.3 itself does not engage in authorized operations in an industry similar to the above-mentioned authorized business projects, and does not supply third parties with all or part of the products or services within the scope of this authorized business in ways other than the sale of authorized shops; 13.6.4 Except for the products or services within the authorized business scope, seeking customers, conducting business arrangements or transactions, etc., outside the areas agreed in this contract and within the scope of the license; 13.6.5 If the “Ka Su Le” brand owned by Party A and its operating system continue existing, Party B shall bear the obligation of non-competition in the period of performance of this contract and [3] years after the termination of the contract; the relevant personnel of Party B shall comply with Party A’s provisions and shall sign a corresponding non-compete agreement or a letter of commitment with Party B, and shall be subject to the non-competition obligation during the period of [3] years after Party B’s authorized shop work and termination of labor relations. If Party B is in the direction of Party A to execute the non-competition agreement, Party A shall not pay Party B any compensation for non-competition; if Party B shall perform the non-competition agreement, Party B shall bear the compensation for its personnel in connection with the non-competition in accordance with the law. (1) Participating in the operation of related business by investment, equity participation, cooperation, contracting, entrusted operation or any other means; (2) Directly or indirectly accepting engagement with other companies or organizations to participate in related business; (3) Obtaining economic benefits directly or indirectly from companies competing with Party A and its agents.

Related to Party B promises

  • Additional Agreements of the Parties The parties hereby further agree that, from and after the Closing:

  • Customer Representations Customer represents and warrants that (i) it has a legitimate business interest or obtained all permissions and consent required by law to transfer the Content so that Xxxxxx Xxxxxxx may lawfully use and process in accordance with this Agreement; and (ii) it has delegated authority to its advisors in providing instructions in connection with the Services, and Xxxxxx Xxxxxxx has no duty to verify such instructions with Customer; and (iii) it will not use the Services for any fraudulent or unlawful purposes, not allow others to do so.

  • Representations and Warranties of Licensor Licensor hereby represents and warrants to Licensee as follows:

  • APPOINTMENT OF CUSTODIAN; ACCOUNTS; REPRESENTATIONS, WARRANTIES, AND COVENANTS (a) Each Fund hereby appoints Custodian as custodian of all Securities and cash at any time delivered to Custodian during the term of this Agreement, and authorizes Custodian to hold Securities in registered form in its name or the name of its nominees. Custodian hereby accepts such appointment and agrees to establish and maintain one or more securities accounts and cash accounts for each Series in which Custodian will hold Securities and cash as provided herein. Custodian shall maintain books and records segregating the assets of each Series from the assets of any other Series. Such accounts (each, an "Account"; collectively, the "Accounts") shall be in the name of the Fund on behalf of the relevant Series. (a) Custodian may from time to time establish on its books and records such sub-accounts within each Account as a Fund and Custodian may reasonably agree upon (each a "Special Account"), and Custodian shall reflect therein such assets as the Fund may specify in a Certificate or Instructions. (b) Custodian may from time to time establish pursuant to a written agreement with and for the benefit of a broker, dealer, futures commission merchant or other third party identified in a Certificate or Instructions such accounts on such terms and conditions as a Fund and Custodian shall reasonably agree, and Custodian shall transfer to such account such Securities and money as the Fund may specify in a Certificate or Instructions.

  • Representations and Warranties of Each Party Each of ICN and Schering hereby represents, warrants and covenants to the other Party hereto as follows: (a) It is a corporation duly organized and validly existing under the laws of the state or other jurisdiction of incorporation or formation; (b) The execution, delivery and performance of this Agreement by such Party has been duly authorized by all requisite corporate action, subject only to receipt of requisite boards of directors' approvals; (c) It has the power and authority to execute and deliver this Agreement and to perform its obligations hereunder; (d) The execution, delivery and performance by such Party of this Agreement and its compliance with the terms and provisions hereof does not and will not conflict with or result in a breach of any of the terms and provisions of or constitute a default under (i) a loan agreement, guaranty, financing agreement, agreement affecting a product or other agreement or instrument binding or affecting it or its property; (ii) the provisions of its charter documents or bylaws; or (iii) any order, writ, injunction or decree of any court or governmental authority entered against it or by which any of its property is bound; (e) Except for the governmental and regulatory approvals required to market the Product in the Territory, the execution, delivery and performance of this Agreement by such Party does not require the consent, approval or authorization of, or notice, declaration, filing or registration with, any governmental or regulatory authority and the execution, delivery or performance of this Agreement will not violate any law, rule or regulation applicable to such Party; (f) This Agreement has been duly authorized, executed and delivered and constitutes such Party's legal, valid and binding obligation enforceable against it in accordance with its terms subject, as to enforcement, to bankruptcy, insolvency, reorganization and other laws of general applicability relating to or affecting creditors' rights and to the availability of particular remedies under general equity principles; and (g) It shall comply with all applicable material laws and regulations relating to its activities under this Agreement.

  • Ratifications Representations and Warranties Except as expressly modified and superseded by this Amendment, the terms and provisions of the Agreement and the other Loan Documents are ratified and confirmed and shall continue in full force and effect. The representations and warranties contained herein and in all other Loan Documents, as amended hereby, shall be true and correct as of, and as if made on, the date hereof. Borrowers, Agent and Lenders agree that the Agreement as amended hereby shall continue to be legal, valid, binding and enforceable in accordance with its terms.

  • Contractor Representations Contractor represents and warrants to Subcontractor as follows: (a) Contractor (i) is duly organized, validly existing and in good standing under the laws of its state of incorporation or organization, (ii) has the power and authority to own its properties and to carry on business as now being conducted, and (iii) has the power to execute and deliver this Subcontract; (b) The execution and performance by Contractor of the terms and provisions of this Subcontract by Contractor have been duly authorized by all requisite action, and neither the execution nor the performance of this Subcontract will violate any provision of law, any order of any court or other agency of government, the organizational documents of Contractor or any indenture, agreement or other instrument to which Contractor is a party, or by which Contractor is bound, or be in conflict with, result in a breach of, or constitute (with due notice or lapse of time or both) a default under, or except as may be provided by this Subcontract, result in the creation or imposition of any lien, charge or encumbrance of any nature whatsoever upon any of the property or assets of Contractor pursuant to, any such indenture agreement or instrument; (c) Contractor has obtained all licenses, permits and approvals required to perform the Services to be provided by Contractor under the Prime Contract; and (d) Contractor is not under suspension or debarment by the Commonwealth or any other governmental entity, instrumentality or authority.

  • Further Agreements of the Parties Each of the Enterprise Parties covenants and agrees with the Underwriters:

  • Performance of Obligations; Representations and Warranties The Company shall have performed in all material respects each of its agreements contained in this Agreement required to be performed on or prior to the Effective Time, each of the representations and warranties of the Company contained in this Agreement that is qualified by materiality shall be true and correct on and as of the Effective Time as if made on and as of such date (other than representations and warranties which address matters only as of a certain date which shall be true and correct as of such certain date) and each of the representations and warranties that is not so qualified shall be true and correct in all material respects on and as of the Effective Time as if made on and as of such date (other than representations and warranties which address matters only as of a certain date which shall be true and correct in all material respects as of such certain date), in each case except as contemplated or permitted by this Agreement, and Parent shall have received a certificate signed on behalf of the Company by its Chief Executive Officer and its Chief Financial Officer to such effect.

  • Representations and Warranties True; Performance of Obligations The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects as of the Closing Date with the same force and effect as if they had been made as of the Closing Date, and the Company shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the Closing.