Common use of The Borrower’s Undertakings Clause in Contracts

The Borrower’s Undertakings. 7.1 To drawdown and use the Loan in accordance to the terms and tenure of this Contract, the Loan shall not be used for the purpose of securities market, futures market or for any other purpose that is prohibited or restricted by relevant laws and regulations. 7.2 To fully repay the principal, interest and other expenses payable in accordance with this Contract. 7.3 To actively cooperate with the Lender to inspect and supervise the usage of the Loan through bank account analysis, voucher inspection, site visit, etc. and to report to the Lender the utilization status of the Loan at the Lender’s request. 7.4 To accept the Lender’s credit inspection, to provide to the Lender financial information including balance sheet and profit and loss account and other documents reflecting the Borrower’s repayment ability at the Lender’s request. To actively assist and cooperate with the Lender in the investigation, understanding and supervision of the operation and financial status of the Borrower. 7.5 Shall not distribute any form of dividends prior to the full repayment of principal, interest and other expenses of the Loan. 7.6 Prior to proposed consolidation, spin-off, capital reduction, change in ownership, material assets and liabilities transfer, material external investment, increase in debt financing and any other actions that may negatively affect the Lender’s rights, the Borrower shall obtain the Lender’s written consent or to provide an arrangement for the realization of the Lender’s right that is satisfied by the Lender. 7.7 In case of occurrence of any one of the following, to notify the Lender immediately: (1) Change of articles of association, area of business, registered capital, legal representative, address and form of contact; (2) Out of business, dismissal, liquidation, suspension of business, revocation of business licence, being revoked or applied (or being applied) for bankruptcy; (3) involvement or potential involvement of material economic dispute, litigation, arbitration, or seizure or retention of assets by laws; (4) involvement of material case or economic dispute by shareholders, directors or existing senior management; 7.8 Prompt disclosure of related parties and their transactions to the Lender. 7.9 To sign off receipt of the various notifications sent or delivered by the Lender. 7.10 Shall not dispose of the Borrower’s assets which would reduce the repayment ability of the Borrower; shall not provide guarantee in form of assets under this Contract to third parties without obtaining consent from the Lender. 7.11 In case the Loan under this Contract is a credit loan, the Borrower shall completely, truly and accurately report to the Lender all guarantees given, and at the request of the Lender, to execute account supervision agreement. In case guarantee given may affect the execution of responsibilities under this Contract, prior written consent from the Lender must be obtained. 7.12 Support the Lender in participation of review of estimation, budgeting and preparation of final accounts for the project, and matters relating to tendering and work inspection upon completion. 7.13 The Borrower shall bear all expenses relating to the execution and fulfilment of this Contract and all expenses paid or payable by the Lender during the realization of its rights under this Contract, which include but not limited to litigation and arbitration costs, asset safeguarding costs, legal costs, execution costs, valuation costs, auction costs and publication costs. 7.14 The Loan under this Contract is senior to the debt the Borrower owe to its shareholders, and shall have the same seniority to other similar debts of the Borrower.

Appears in 4 contracts

Samples: Loan Contract (CHINA METRO-RURAL HOLDINGS LTD), Fixed Asset Loan Contract (CHINA METRO-RURAL HOLDINGS LTD), Loan Agreement (CHINA METRO-RURAL HOLDINGS LTD)

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The Borrower’s Undertakings. 7.1 8.1 To drawdown and use the Loan in accordance to the terms and tenure of this Contract, the Loan shall not be used for the purpose of securities market, futures market or for any other purpose that is prohibited or restricted by relevant laws and regulations. 7.2 8.2 To fully repay the principal, interest and other expenses payable in accordance with this Contract. 7.3 8.3 To actively cooperate with the Lender to inspect and supervise the usage of the Loan through bank account analysis, voucher inspection, site visit, etc. and to report to the Lender the utilization status of the Loan at the Lender’s request. 7.4 8.4 To accept the Lender’s credit inspection, to provide to the Lender financial information including balance sheet and profit and loss account and other documents reflecting the Borrower’s repayment ability at the Lender’s request. To actively assist and cooperate with the Lender in the investigation, understanding and supervision of the operation and financial status of the Borrower. 7.5 8.5 Shall not distribute any form of dividends prior to the full repayment of principal, interest and other expenses of the Loan. 7.6 8.6 Prior to proposed consolidation, spin-off, capital reduction, change in ownership, material assets and liabilities transfer, material external investment, increase in debt financing and any other actions that may negatively affect the Lender’s rights, the Borrower shall obtain the Lender’s written consent or to provide an arrangement for the realization of the Lender’s right that is satisfied by the Lender. 7.7 8.7 In case of occurrence of any one of the following, to notify the Lender immediately: (1) Change of articles of association, area of business, registered capital, legal representative, address and form of contact; (2) Out of business, dismissal, liquidation, suspension of business, revocation of business licence, being revoked or applied (or being applied) for bankruptcy; (3) involvement or potential involvement of material economic dispute, litigation, arbitration, or seizure or retention of assets by laws; (4) involvement of material case or economic dispute by shareholders, directors or existing senior management; 7.8 8.8 Prompt disclosure of related parties and their transactions to the Lender. 7.9 8.9 To sign off receipt of the various notifications sent or delivered by the Lender. 7.10 8.10 Shall not dispose of the Borrower’s assets which would reduce the repayment ability of the Borrower; guarantee provided to third party shall not provide guarantee in form of assets under this Contract to third parties without obtaining consent from damage the Lender’s rights. 7.11 8.11 In case the Loan under this Contract is a credit loan, the Borrower shall completely, truly and accurately report to the Lender all guarantees given, and at the request of the Lender, to execute account supervision agreement. In case guarantee given may affect the execution of responsibilities under this Contract, prior written consent from the Lender must be obtained. 7.12 8.12 Support the Lender in participation of review of estimation, budgeting and preparation of final accounts for the project, and matters relating to tendering and work inspection upon completion. 7.13 8.13 The Borrower shall bear all expenses relating to the execution and fulfilment of this Contract and all expenses paid or payable by the Lender during the realization of its rights under this Contract, which include but not limited to litigation and arbitration costs, asset safeguarding costs, legal costs, execution costs, valuation costs, auction costs and publication costs. 7.14 8.14 The Loan under this Contract is senior to the debt the Borrower owe to its shareholders, and shall have the same seniority to other similar debts of the Borrower.

Appears in 2 contracts

Samples: Fixed Asset Loan Contract (CHINA METRO-RURAL HOLDINGS LTD), Fixed Asset Loan Contract (CHINA METRO-RURAL HOLDINGS LTD)

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The Borrower’s Undertakings. 7.1 To drawdown 8.1 It will withdraw and use the Loan in accordance to based on the terms period and tenure of this Contract, the Loan shall not purposes agreed herein and funds borrowed can't be flowed into securities or futures market by any means whatsoever or used for the purpose of securities market, futures market or for any other purpose that is prohibited purposes forbidden or restricted by relevant laws and regulations. 7.2 To fully repay the 8.2 Loan principal, interest interests and other expenses payable payables are settled in accordance with this Contractcontract. 7.3 To actively cooperate 8.3 It will accept and coordinate with the Lender to inspect inspection and supervise supervision over the usage use of the Loan through bank account loan funds, including its purposes, by means of accounting analysis, voucher inspectioninspection and field investigation, site visit, etc. summarize and to report to the Lender the utilization status use of the Loan at loan funds on a regular basis as required by the Lender’s request. 7.4 To 8.4 It will accept the credit inspection by the Lender’s credit inspection, to provide to the Lender financial information including accounting materials, such as balance sheet and profit and loss account income statement, and other documents materials reflecting the debt paying ability of the Borrower’s repayment ability at the Lender’s request. To actively , assist and cooperate coordinate with the Lender in the investigation, understanding knowing and supervision of the operation over its production, operating and financial status of conditions by the BorrowerLender. 7.5 Shall not distribute any form of dividends prior 8.5 Prior to the full repayment of principalloan principal and interests as well as other payable funds hereunder, interest dividends and other expenses of the Loanbonus shall not be allocated by any means whatsoever. 7.6 Prior to proposed consolidation8.6 In the event of merger, spin-offseparation, capital reductiondecrease of registered capital, change in ownershipto stock right, material transfer of major assets and liabilities transfercreditor’s rights, material external investmentmajor foreign investments, substantial increase in of debt financing and any other actions that may negatively affect have adverse impacts on the rights and interests of the Lender’s rights, the Borrower shall obtain will seek the Lender’s written consent or to provide an arrangement for the realization of the LenderLender or make arrangement to the satisfaction of the Lender for realizing the creditor’s right that is satisfied by rights of the Lender. 7.7 In case of 8.7 Upon the occurrence of any one of the followingfollowing circumstances, to notify the Lender immediately:shall be notified in a timely manner; (1) Change to the Articles of articles of associationAssociation, area of businessbusiness scope, registered capital, capital and legal representative, address and form of contact; (2) Out Discontinuation of business, dismissaldissolution, liquidation, suspension of businessstopping business for internal rectification, revocation of business licencelicense, being revoked or applied (application for bankruptcy or being applied) filed for bankruptcy; (3) Involvement or possible involvement in the major economic disputes, lawsuits, arbitration or potential involvement attachment, detention or monitoring of material economic dispute, litigation, arbitration, or seizure or retention of assets by lawsits property in accordance with laws and regulations; (4) involvement Involvement of material case or economic dispute by its shareholders, directors and incumbent officers in the major cases or existing senior management;economic disputes. 7.8 Prompt disclosure 8.8 It will disclose related parties' relationship and related connection to the Lender in a timely, comprehensive and accurate manner. 8.9 It will sign for the receipt of related parties notices delivered or otherwise served by the Lender in a timely manner. 8.10 It will not dispose of its own assets by reducing the debt paying ability; without the consent of the Lender, it will not use assets formed by the Loan hereunder to provide guarantee for a third party. 8.11 Where the Loan hereunder is released by means of credit, it will deliver the details about external guarantee to the Lender completely, truly, accurately and their transactions regularly and execute the account supervision agreement as required by the Lender. Where the provision of external guarantee may affect or influence the performance of obligations hereunder, it is required to obtain the written consent of the Lender. 7.9 To sign off receipt 8.12 It will support the Lender to take part in the reviewing of budget estimate, budget and final settlement, project bidding and completion acceptance in connection with the loan project. 8.13 It will bear any and all expenses incurred by the Lender by realizing the creditor’s rights hereunder, including but not limited to attorney fees, valuation fees and auction fees. 8.14 The settlement of debts hereunder shall take precedence over that of liabilities owed to its shareholders from the Borrower and such debts shall at least be at the equal status with same type of liabilities of other creditors of the various notifications sent or delivered Borrower. 8.15 It will reinforce environmental and social risks management and accept the inspection and supervision over it by the Lender. 7.10 Shall not dispose of the Borrower’s assets which would reduce the repayment ability of the Borrower; shall not provide guarantee in form of assets under this Contract to third parties without obtaining consent from the Lender. 7.11 In case the Loan under this Contract is a credit loan, the Borrower shall completely, truly and accurately report to the Lender all guarantees given, and at . Upon the request of the Lender, to execute account supervision agreement. In case guarantee given may affect the execution of responsibilities under this Contract, prior written consent from the Lender must be obtained. 7.12 Support the Lender in participation of review of estimation, budgeting it will submit environmental and preparation of final accounts for the project, and matters relating to tendering and work inspection upon completion. 7.13 The Borrower shall bear all expenses relating social risks report to the execution and fulfilment of this Contract and all expenses paid or payable by the Lender during the realization of its rights under this Contract, which include but not limited to litigation and arbitration costs, asset safeguarding costs, legal costs, execution costs, valuation costs, auction costs and publication costsLender. 7.14 The Loan under this Contract is senior to the debt the Borrower owe to its shareholders, and shall have the same seniority to other similar debts of the Borrower.

Appears in 1 contract

Samples: Fixed Assets Loan Contract (China Yida Holding, Co.)

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