UNDERTAKINGS AND GUARANTEES Sample Clauses

UNDERTAKINGS AND GUARANTEES. TechCo, AdCo and AdCo Subsidiaries hereby undertake and guarantee for each of its own that: 7.1 it is a company of limited liabilities duly registered and legally existing under the PRC laws with independent legal person status, and with full and independent status and legal capacity to execute, deliver and perform this Agreement, and may act independently as a subject of actions; 7.2 its has full internal power and authority within its company to execute and deliver this Agreement and all the other documents to be entered into by it in relation to the transaction referred to herein, and it has the full power and authority to complete the transaction referred to herein. This Agreement shall be executed and delivered by it legally and properly, and constitutes the legal and binding obligations on it and is enforceable on it in accordance with its terms and conditions; 7.3 it has all business licenses necessary for its business operations as of the effective date of this Agreement, has full rights and qualifications to engage in its currently engaged businesses, may perform its obligations hereunder, and will maintain, during the valid term of this Agreement, the validity of all its such business licenses; and 7.4 it shall inform promptly the other Parties of any litigations it is involved in and other disadvantageous circumstances that may affect the performance hereof, and shall endeavor at its best efforts to prevent the deterioration of losses caused by such litigations or other disadvantageous circumstances.

UNDERTAKINGS AND GUARANTEES. 5.1 For execution of this Agreement, the Parties hereby undertake and guarantee for each of its own that: (1) it is a company of limited liabilities duly registered and legally existing under the PRC laws with independent legal person status, and with full and independent status and legal capacity to execute, deliver and perform this Agreement, and may act independently as a subject of actions; (2) it has full internal power and authority within its company to execute, deliver and perform this Agreement and all the other documents to be entered into by it in relation to the transaction referred to herein. This Agreement shall be executed and delivered by it legally and properly, and constitutes the legal and binding obligations on it and is enforceable on it in accordance with its terms and conditions; (3) it would not violate the binding or influential laws or contracts on it as executing and performing this Agreement; (4) for the purpose of performing and achieving the goal of this Agreement, it guarantees for its own to other parties that, it would execute all necessary and reasonable documents and take all necessary and reasonable actions, including but not limited to issuing necessary authorization documents; (5) it shall inform promptly the other Parties of any litigation it is involved in and other disadvantageous circumstances that may affect the performance hereof, and shall endeavor at its best efforts to prevent the deterioration of losses caused by such litigation or other disadvantageous circumstances. 5.2 Gansu QLS further guarantees to Chengdu Qilian Trading that: (1) it will pay service fees in full to Chengdu Qilian Trading promptly, in accordance with the provisions in this Agreement; (2) it will maintain the validity of all licenses and qualifications in relation to Gansu QLS’s business, and it will corporate actively with Chengdu Qilian Trading to provide services. 5.3 During the term of validity of this Agreement, Gansu QLS agrees to corporate with Chengdu Qilian Trading and the parent company of Chengdu Qilian Trading(directly or indirectly) to conduct audits on relevant party transactions and other kinds of audits, provide Chengdu Qilian Trading or its entrusted auditors with information and data in relation to Gansu QLS’s operation, business, clients, finance, staff, etc. Gansu QLS also agrees that the parent company of Chengdu Qilian Trading could disclose such information and data, in order to meet the supervision requirement at i...

UNDERTAKINGS AND GUARANTEES. 5.1 For execution of this Agreement, the Parties hereby undertake and guarantee for each of its own that:

UNDERTAKINGS AND GUARANTEES. 7.1 ▇▇▇▇, SHESAYS and SHESAYS SUBSIDIARIES hereby undertake and guarantee for each of its own that: 7.1. 1it is a company of limited liabilities duly registered and legally existing under the PRC laws with independent legal person status, and with full and independent status and legal capacity to execute, deliver and perform this Agreement, and may act independently as a subject of actions;

UNDERTAKINGS AND GUARANTEES. (a) Undertaking and Guarantee of Comcast Parent. Comcast Parent, for the benefit of Insight, in consideration of the promises, covenants and agreements of Insight under this Amendment, hereby (A) agrees to cause Comcast and its Affiliates to take all actions as are necessary for it to perform its obligations under this Amendment and (B) unconditionally guarantees the full and prompt payment by Comcast and its Affiliates of any and all payments required to be made by Comcast or the Comcast Systems Group in connection with this Amendment. This guarantee is an absolute and continuing guarantee. Comcast Parent waives any and all defenses and discharges it may have or otherwise be entitled to as a guarantor or surety hereunder and further waives presentment for payment or performance, notice of nonpayment or nonperformance, demand and protest. Comcast Parent expressly agrees that Insight may proceed directly against Comcast Parent under this Section 1.18(a) concurrently with proceeding against Comcast and is not required to exhaust remedies against Comcast before proceeding against Comcast Parent.

UNDERTAKINGS AND GUARANTEES. 5.1 Party A shall make representations, undertakings and guarantees to Party B: 5.1.1 Party A has the right to execute this Agreement and is able to perform all the duties under this Agreement; 5.1.2 Party A has performed the obligation of capital contribution to Yingkou China Energy, and legally, entirely and fully owns the property right of the equity under this Agreement. Party A had not set any warranty obligations on or over the transferred equity before this Agreement is executed and will not set any warranty obligations on or over the transferred equity before the completion of this transfer according to the Agreement. 5.1.3 Before this agreement is executed, there is no foreseen lawsuit, arbitration or other legal or governmental proceeding on the transferred equity is existing, which shall threaten against and affect the complete property of the transferred equity of Party A ; 5.1.4 There is no legal or contractual limitation expressly other than this Agreement on the transferred equity of Party A is existing. 5.1.5 After the completion of the equity transfer, the Transferred Equity purchased by Party B and its subsidiary rights and interests or those to be generated from the equity are free of any rights and interests of any third Party. 5.2 Party B shall make representations, undertakings and guarantees to Party A: 5.2.1 Party B guarantees that it has full rights/qualifications to execute this Agreement. Upon execution by both Parties, the Agreement will be in effect and binding upon Party B. 5.2.2 Party B guarantees that it has enough capacity to make the payment of the transferred equity according to the time and amount stipulated on Article 2 and 3. 5.2.3 In the event that Party B execute this Agreement, it shall not cause Party B in breach of the regulations of any law, or any provision, conditions or regulations of any contract, agreement or documents which Party B is referred to as one party. 5.2.4 All the credit rights and debts of Yingkou China Energy, arising before the complete of the equity transfer, have been confirmed by Party B that they all shall be still enjoyed and assumed by Yingkou China Energy.