Supplementary Provisions 10.1. The failure or delay of any party hereof to exercise any right hereunder shall not be deemed as a waiver thereof, nor any single or partial exercise of any right preclude further exercise thereof in future by the party.
10.2. The headings of articles herein are provided for the purpose of index. Such headings shall in no event be used or affected interpretations of the terms herein.
10.3. The conclusion, effectiveness, interpretation of the agreement and the settlement of disputes in connection therewith, shall be governed by laws of Hong Kong Special Administration Region of the People’s Republic of China.
10.4. Each party hereunder concludes the agreement with legal purpose. Each term hereof is severable and independent from the others. If at any time one or more of such terms is or becomes invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining terms hereof shall not in any way be affected thereby; and the parties shall make every endeavor to negotiate and arrive at new terms to substitute the invalid, illegal and unenforceable terms, and preserve as near as possible business purposes of the original terms.
10.5. Upon the effectiveness of the agreement, the parties shall fully perform the agreement. Any modifications of the agreement shall only be effective in written form, through consultations of the parties, and obtained necessary authorization and approval by Party D and Party E respectively.
10.6. Matters not covered in the agreement shall be dealt with in a supplementary agreement, and annexed hereto. The supplementary agreement shall have the same legal force as the agreement.
10.7. The agreement is executed in six original copies, which are equally authentic. Each party hereto shall hold one copy.
10.8. The agreement shall be effective upon execution. (The reminder of this page is intentionally left blank.) [Signature page, no body text] To: Zhenfei Fan Address: 9/F., Tower C, Corporate Square, Xx.00 Xxxxxxxxx Xxxxxx, Xxxxxxx Xxxxxxxx, Xxxxxxx Date: January 8, 2010 Dear Zhenfei Fan As per the Purchase Option and Cooperation Agreement entered into in 2008 among us and others, we hereby designate Xx. Xxxxxxxx Xx (ID Number: 62042119830109131X) to acquire 55% of the equity interests of Shanghai Chongzhi Co., Ltd owned by you. Please carry out all necessary procedures to complete the transfer of shares within [30] days of this Notice. Yours truly, Fortune Software (Beijing) Co., Ltd. (Seal)
Amendments or Supplements, Issuer Free Writing Prospectuses Before preparing, using, authorizing, approving, referring to or filing any Issuer Free Writing Prospectus, and before filing any amendment or supplement to the Registration Statement or the Prospectus, the Company will furnish to the Representatives and counsel for the Underwriters a copy of the proposed Issuer Free Writing Prospectus, amendment or supplement for review and will not prepare, use, authorize, approve, refer to or file any such Issuer Free Writing Prospectus or file any such proposed amendment or supplement to which the Representatives reasonably object.
Preliminary Provisions The Agreement is declared to be an Enrolment Contract in terms of section 2 of the Act.
SUPPLEMENTARY PREAMBLES For preambles see "Specifications of materials and methods to be used - PW 371" 1 Panes not exceeding 0,1 m2 m2 3 SMD2 Bill No. 11 GLAZING Item No Quantity Rate Amount SECTION 3 BILL NO. 12 PAINTWORK SUPPLEMENTARY PREAMBLES For preambles see "Specifications of materials and methods to be used - PW 371" ON FIBRE-CEMENT Prepare and brush to remove all loose contaminations, apply one coat primer and two coats PVA emulsion paint: 1 On fascias and barge boards m2 7 ON WOOD Undercoat and minimum 2 coat gloss enamel: 2 On doors (Internal) m2 7 3 On doors (External) m2 7 ON METAL Undercoat and minimum 2 coat gloss enamel: 4 On door frames m2 1 5 On gates (Measured over the full flat area of both sides) m2 8 6 On gutters and down pipes m 10 Spot prining defects in prime surface with zinc chromate primer and apply one universal undercoat and two coats EPWP, golden brown gloss enamel paint on steel: 7 On windows with burglar bars m2 3 Carried Forward to Summary of Section No. 3 Section No. 3 SMD2 Bill No. 12 PAINTWORK BVI CONSULTING ENGINEERS R SECTION SUMMARY - SMD2 1 EARTHWORKS 60 2 CONCRETE,FORMWORK AND REINFORCEMENT 62 3 MASONRY 65 4 WATERPROOFING 66 5 ROOF COVERINGS 68 6 CARPENTRY AND JOINERY 70 7 IRONMONGERY 72 8 METALWORK 73 9 PLASTERING 74 10 PLUMBING AND DRAINAGE 77 12 PAINTWORK 79 Carried to Final Summary Section No. 3 SMD2 BVI CONSULTING ENGINEERS Amount R No SECTION 4 BILL NO.1 EARTHWORKS (PROVISIONAL) SUPPLEMENTARY PREAMBLES For preambles see "Specifications of materials and methods to be used - PW 371" SITE CLEARANCE 1 Digging up and removing rubbish, debris, vegetation, xxxxxx, shrubs,xxxx and trees not exceeding 200mm girth, etc. m2 103 2 Stripping average 100mm thick layer of top soil and stockpiling on site m2 103 EXCAVATION,FILLING, ETC Excavation in earth not exceeding 2m deep: 3 Trenches m3 24 4 Pit m3 42 5 For aprons thickenning m3 5 Extra over trench and hole excavations in earth for excavation: 6 Soft rock m3 71 7 Hard rock m3 71 Extra over all excavations for carting away: 8 Surplus material from excavations and/or stock piles on site to a dumping site to be alocated by the Contractor m3 53 Carried Forward Section No. 4 MD6 Xxxx Xx. 1 EARTHWORKS BVI CONSULTING ENGINEERS R 9 Sides of trench and hole excavation not exceeding 1,5m deep. m2 112 10 Keeping excavations free of water other than subterranean water Item Earth filling obtained from the excavations and/or prescribed stock piles on site compacted to 93% ModAASHTO density: 11 Under floors, steps, pavings, etc. m3 12 12 Backfilling to trenches, holes, etc. m3 13 13 Compaction of ground surface under floors etc including scarifying for a depth of 150mm, breaking down oversize material, adding suitable material where necessary and compacting to 93% Mod AASHTO density m2 39 14 Compaction of ground surface to pits etc including scarifying for a depth of 150mm, breaking down oversize material, adding suitable material where necessary and compacting to 93% Mod AASHTO density m2 33 15 Compaction of ground surface to aprons etc including scarifying for a depth of 150mm, breaking down oversize material, adding suitable material where necessary and compacting to 93% Mod AASHTO density m2 54 16 Modified AASHTO Density tests No 5 Section No. 4 MD6 Bill No. 1 EARTHWORKS 17 Under floors etc including forming and poisoning shallow furrows against foundation walls etc, filling in furrows and ramming. m2 39 18 To bottom of concrate aprons m2 54 19 To bottoms and sides of trenches, etc. m2 92 MD6 Bill No. 1 EARTHWORKS
Amendments and Supplements to Time of Sale Prospectus If the Time of Sale Prospectus is being used to solicit offers to buy the Offered Shares at a time when the Prospectus is not yet available to prospective purchasers, and any event shall occur or condition exist as a result of which it is necessary to amend or supplement the Time of Sale Prospectus so that the Time of Sale Prospectus does not include an untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances when delivered to a prospective purchaser, not misleading, or if any event shall occur or condition exist as a result of which the Time of Sale Prospectus conflicts with the information contained in the Registration Statement, or if, in the opinion of counsel for the Underwriters, it is necessary to amend or supplement the Time of Sale Prospectus to comply with applicable law, the Company shall (subject to Section 3(b) and Section 3(c) hereof) promptly prepare, file with the Commission and furnish, at its own expense, to the Underwriters and to any dealer upon request, either amendments or supplements to the Time of Sale Prospectus so that the statements in the Time of Sale Prospectus as so amended or supplemented will not include an untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances when delivered to a prospective purchaser, not misleading or so that the Time of Sale Prospectus, as amended or supplemented, will no longer conflict with the information contained in the Registration Statement, or so that the Time of Sale Prospectus, as amended or supplemented, will comply with applicable law.
Copies of any Amendments and Supplements to a Prospectus The Company will furnish the Placement Agent, without charge, during the period beginning on the date hereof and ending on the later of the last Closing Date of the Offering, as many copies of any Prospectus or prospectus supplement and any amendments and supplements thereto, as the Placement Agent may reasonably request.
Amendments and Supplements The Company shall prepare and file with the Commission such amendments, including post-effective amendments, and supplements to such Registration Statement and the prospectus used in connection therewith as may be necessary to keep such Registration Statement effective and in compliance with the provisions of the Securities Act until all Registrable Securities and other securities covered by such Registration Statement have been disposed of in accordance with the intended method(s) of distribution set forth in such Registration Statement or such securities have been withdrawn.
Amendments and Supplements to Permitted Section 5(d) Communications If at any time following the distribution of any Permitted Section 5(d) Communication, there occurred or occurs an event or development as a result of which such Permitted Section 5(d) Communication included or would include an untrue statement of a material fact or omitted or would omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances existing at that subsequent time, not misleading, the Company will promptly notify the Representatives and will promptly amend or supplement, at its own expense, such Permitted Section 5(d) Communication to eliminate or correct such untrue statement or omission.
Supplements and Amendments This Agreement may be amended by the Depositor and the Owner Trustee, without the consent of any of the Noteholders or the Certificateholder, to cure any ambiguity, to correct or supplement any provisions in this Agreement or for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions in this Agreement or of modifying in any manner the rights of the Noteholders or the Certificateholder; provided, however, that such action shall not, as evidenced by an Opinion of Counsel, adversely affect in any material respect the interests of any Noteholder or the Certificateholder, provided further that 10 days’ (or, in the case of Fitch, 10 Business Days’) prior written notice of any such amendment be made available to each Rating Agency by the Administrator and, if Moody’s notifies the Owner Trustee that such amendment will result in a downgrading or withdrawal of the then-current rating of any class of the Notes, such amendment shall become effective with the consent of the Holders of Notes evidencing not less than a majority of the Outstanding Amount of the Notes; provided further that any solicitation of such consent shall disclose the downgrading or withdrawal that would result from such amendment. This Agreement may also be amended from time to time by the Depositor and the Owner Trustee, with prior written notice made available to the Rating Agencies by the Administrator, with the consent of the Holders of Notes evidencing not less than a majority of the Outstanding Amount of the Notes and the consent of the Certificateholder (which consents will not be unreasonably withheld) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Agreement or of modifying in any manner the rights of the Noteholders or the Certificateholder; provided, however, that no such amendment shall (a) increase or reduce in any manner the amount of, or accelerate or delay the timing of, collections of payments on Receivables or distributions that shall be required to be made for the benefit of the Noteholders or the Certificateholder or (b) reduce the aforesaid percentage of the Outstanding Amount of the Notes required to consent to any such amendment or eliminate the consent of the Certificateholder to any such amendment, without the consent of the holders of all the outstanding Notes and the Certificate. Promptly after the execution of any such amendment or consent, the Owner Trustee shall furnish written notification of the substance of such amendment or consent to the Certificateholder, the Indenture Trustee and the Administrator, which shall make such notification available to each of the Rating Agencies. It shall not be necessary for the consent of the Certificateholder, the Noteholders or the Indenture Trustee pursuant to this Section to approve the particular form of any proposed amendment or consent, but it shall be sufficient if such consent shall approve the substance thereof. Promptly after the execution of any amendment to the Certificate of Trust, the Owner Trustee shall cause the filing of such amendment with the Secretary of State. Prior to the execution of any amendment to this Agreement or the Certificate of Trust, the Owner Trustee shall be entitled to receive and rely upon an Opinion of Counsel stating that the execution of such amendment is authorized or permitted by this Agreement and that all conditions precedent to the execution of such amendment have been satisfied. The Owner Trustee may, but shall not be obligated to, enter into any such amendment which affects the Owner Trustee’s own rights, duties or immunities under this Agreement or otherwise.
Offering Memorandum, Amendments or Supplements Before finalizing the Offering Memorandum or making or distributing any amendment or supplement to any of the Time of Sale Information or the Offering Memorandum or filing with the Commission any document that will be incorporated by reference therein, the Company will furnish to the Representative and counsel for the Initial Purchasers a copy of the proposed Offering Memorandum or such amendment or supplement or document to be incorporated by reference therein for review, and will not distribute any such proposed Offering Memorandum, amendment or supplement or file any such document with the Commission to which the Representative reasonably objects.
