Common use of Representations and commitments Clause in Contracts

Representations and commitments. Party A represents as follows: 1. Party A is lawfully registered and existed and of the full capacity for private rights and the full capacity for civil acts as needed for the execution and performance of the Agreement; 2. Executing and performing the Agreement and single agreements shall be the declaration of Party A's true intention with legal and valid authorization in accordance with the articles of association or other internal management document. Execution and performance of the Agreement and single agreements will not breach any agreement, contract or other legal documents binding Party A. Party A has acquired or will acquired all relevant approvals, permissions, filings or registrations needed by the execution and performance of the Agreement; 3. All documents, financial statements, certificates and other materials provided by Party A hereunder and under any single agreement shall be true, complete, accurate and valid; 4. The background of the transaction hereunder shall be true and legal, which will not be used for illegal purposes like money laundering etc; 5. Party A did not conceal from Party B any event which may influence the financial position and performance capacity of itself and the guarantor. Party A makes the commitment as follows: 1. Party A will submit the financial statements (including but not limited to annual statements, quarterly statements and monthly statements) on a regular basis or in a timely manner as required; 2. Party A will accept and cooperate with Party A’s inspection and monitor over the use condition of the line of credit and relevant production and operation, financial activities; 3. In case Party A executes with the guarantor hereunder any counter-guarantee contract or similar contract, it shall not impair any rights of Party B hereunder; 4. In case of any conditions which may influence the financial position and performance capacity of Party A or the guarantor hereunder, including but not limited to the split-up, merging, pooling, joint venture with foreign investors, cooperation, contract operation, reconstruction, transformation, planning for listing etc of its business manner in any form, reduction of registered capital, significant asset or equity transfer, bearing of significant indebtedness, setup of new significant liability on the collateral, seal-up of the collateral, wind-up, revocation or (being applied) application for bankruptcy etc, or engaging in any significant litigation or arbitration cases, Party A shall timely inform Party B; 5. Party A agrees to follow Party B’s relevant regulations and business practices regarding any items not covered in the Agreement and in any single agreement.

Representations and commitments. Party A represents A’s statements are as follows: 1. Party A is lawfully registered and validly existed and of the full capacity for private rights and the full capacity for civil acts as needed for the execution and performance of the Agreement; 2. Executing and performing the Agreement and single agreements shall be the declaration of Party A's true intention with legal and valid authorization in accordance with the articles of association or other internal management document. Execution and performance of the Agreement and single agreements will not breach any agreement, contract or other legal documents binding Party A. Party A has acquired or will acquired all relevant approvals, permissions, filings or registrations needed by the execution and performance of the Agreement; 3. All documents, financial statements, certificates and other materials provided by Party A hereunder and under any single agreement shall be true, complete, accurate and valid; 4. The background of the transaction hereunder shall be true and legal, which will not be used for illegal purposes like money laundering etc; 5. Party A did not conceal from Party B any event which may influence the financial position and performance capacity of itself and the guarantor. Party A makes the commitment commitments as follows: 1. Party A will submit the financial statements (including but not limited to annual statements, quarterly statements and monthly statements) on a regular basis or in a timely manner as required; 2. Party A will accept and cooperate with Party AB’s inspection and monitor over the use condition of the line of credit and relevant production and operation, financial activities; 3. In case Party A executes with the guarantor hereunder any counter-guarantee contract or similar contract, it shall not impair any rights of Party B hereunder; 4. In case of any conditions which may influence the financial position and performance capacity of Party A or the guarantor hereunder, including but not limited to the split-up, merging, pooling, joint venture with foreign investors, cooperation, contract operation, reconstruction, transformation, planning for listing etc of its business manner in any form, reduction of registered capital, significant asset or equity transfer, bearing of significant indebtedness, setup of new significant liability on the collateral, seal-up of the collateral, wind-up, revocation or (being applied) application for bankruptcy etc, or engaging in any significant litigation or arbitration cases, Party A shall timely inform Party B; 5. Party A agrees to follow Party B’s relevant regulations and business practices regarding any items not covered in the Agreement and in any single agreement. 6. Other agreement: (1) Party is not allowed to distribute profit without Party B’s consent.

Representations and commitments. Party A represents as follows: 1. Party A is lawfully registered and existed and of the full capacity for private rights and the full capacity for civil acts as needed for the execution and performance of the Agreement; 2. Executing and performing the Agreement and single agreements shall be the declaration of Party A's true intention with legal and valid authorization in accordance with the articles of association or other internal management document. Execution and performance of the Agreement and single agreements will not breach any agreement, contract or other legal documents binding Party A. Party A has acquired or will acquired acquire all relevant approvals, permissions, filings or registrations needed by the execution and performance of the Agreement; 3. All documents, financial statements, certificates and other materials provided by Party A hereunder and under any single agreement shall be true, complete, accurate and valid; 4. The background of the transaction hereunder shall be true and legal, which will not be used for illegal purposes like money laundering etc; 5. Party A did not conceal from Party B any event which may influence the financial position and performance capacity of itself and the guarantor. Party A makes the commitment as follows: 1. Party A will submit the financial statements (including but not limited to annual statements, quarterly statements and monthly statements) on a regular basis or in a timely manner as required; 2. Party A will accept and cooperate with Party A’s inspection and monitor over the use condition of the line of credit and relevant production and operation, financial activities; 3. In case Party A executes with the guarantor hereunder any counter-guarantee contract or similar contract, it shall not impair any rights of Party B hereunder; 4. In case of any conditions which may influence the financial position and performance capacity of Party A or the guarantor hereunder, including but not limited to the split-up, merging, pooling, joint venture with foreign investors, cooperation, contract operation, reconstruction, transformation, planning for listing etc of its business manner in any form, reduction of registered capital, significant asset or equity transfer, bearing of significant indebtedness, setup of new significant liability on the collateral, seal-up of the collateral, wind-up, revocation or (being applied) application for bankruptcy etc, or engaging in any significant litigation or arbitration cases, Party A shall timely inform Party B; 5. Party A agrees to follow Party B’s relevant regulations and business practices regarding any items not covered in the Agreement and in any single agreement.

Representations and commitments. 1. Party A represents A’s statements are as follows: (1. ) Party A is lawfully registered and validly existed and of the full capacity for private rights and the full capacity for civil acts as needed for the execution and performance of the Agreement; (2. ) Executing and performing the Agreement and single agreements shall be the declaration of Party A's true intention with legal and valid authorization in accordance with the articles of association or other internal management document. Execution and performance of the Agreement and single agreements will not breach any agreement, contract or other legal documents binding Party A. Party A has acquired or will acquired all relevant approvals, permissions, filings or registrations needed by the execution and performance of the Agreement; (3. ) All documents, financial statements, certificates and other materials provided by Party A hereunder and under any single agreement shall be true, complete, accurate and valid; (4. ) The background of the transaction hereunder shall be true and legal, which will not be used for illegal purposes like money laundering etc; (5. ) Party A did not conceal from Party B any event which may influence the financial position and performance capacity of itself and the guarantor. (6) Program and issues of the loan shall in line with the nation’s industrial, land, environment protection laws, rule and regulations and related policies. (7) Party A is up to the nation’s environment protection standards, and no pollution risks exist. (8) Other issues represented by Party A: ∥. 2. Party A makes the commitment as follows: (1. ) Party A will submit the financial statements (including but not limited to annual statements, quarterly statements and monthly statements) on a regular basis or in a timely manner as required; (2. ) The withdrawal, payment and use of the loan shall be in accordance with the contract. (3) In case Party A have or shall enter into any counter-guarantee agreement or similar agreement on guarantee obligation with the guarantor, the agreement shall not impair any rights of Party B under this contract. (4) Party A will accept and cooperate with Party AB’s inspection and monitor over the use condition of the line of credit and relevant production and operation, financial activities; 3. In case Party A executes with the guarantor hereunder any counter-guarantee contract or similar contract, it shall not impair any rights of Party B hereunder; 4. (5) In case of any conditions which may influence the financial position and performance capacity of Party A or the guarantor hereunder, including but not limited to the split-up, merging, pooling, joint venture with foreign investors, cooperation, contract operation, reconstruction, transformation, planning for listing etc of its business manner in any form, reduction of registered capital, significant asset or equity transfer, bearing of significant indebtedness, setup of new significant liability on the collateral, seal-up of the collateral, wind-up, revocation or (being applied) application for bankruptcy etc, or engaging in any significant litigation or arbitration cases, Party A shall timely inform have to get Party B;’s written approval in advance. 5(6) As to debt liquidation order, Party B takes precedence over the share holders of Party A. (7) In case the net income is zero or a negative number. Party A agrees shall not pay any dividends to follow share holders. ■ Party A shall not pay any dividends to shares holders during the period from the effectiveness date of the contract to the date Party A pay off principal and interest and related costs. (8) Party shall not dispose its own assets in a reduce solvency way, and commit the total amount for external guarantees shall not exceed one time its net assets. (9) Apart from in line with the usage agreed in this contract or agreed by Party B’s , Party A shall not transfer the funds to accounts of the same name or accounts of related parties’. In case Party A transfer funds under the contract to accounts of the same name or related parties, relevant regulations and business practices regarding any items not covered in supporting documents shall be provided. (10) Others committed by Party A: Huizhou industrial park shall be collateral to Party B after receiving real estate certificate, or else Party B shall have the Agreement and in any single agreementright to recover the loan ahead of schedule.