Common use of Undertakings and Warranties Clause in Contracts

Undertakings and Warranties. 7.1 The Borrowers hereby undertake and warrant that without prior written consent of the Lender, they will not make or authorize others (including but not limited to the directors of the Domestic Company they nominate) to make any resolution, instruction, consent or order, agreeing, authorizing or procuring the Domestic Company to carry out any transactions that will or may have material effect on the assets, rights, obligations or business of the Domestic Company (including its branches and/or subsidiaries) (“Prohibited Transactions”), including but not limited to: (a) Borrowing or incurring any debt from any third party (except the debt with a single amount of no more than RMB 100,000, or the debts with an aggregate amount of no more than RMB 100,000 within six (6) consecutive months, incurred during the normal course of business); (b) Providing any security in favor of any third party for its own debt, or providing any security for any third party; (c) Transferring any business, material asset, or actual or potential business opportunity to any third party; (d) Transferring or licensing to any third party any domain name, trademark or other intellectual property to which the Domestic Company holds legal title, or disposing of the material asset of the Domestic Company in other forms; (e) Transferring to any third party part or all of their equity in the Domestic Company; or (f) Other major transactions; or enter into any agreement, contract, memorandum or other forms of transaction documents on the Prohibited Transactions (“Prohibited Documents”), nor permit, through action or inaction, the making of any Prohibited Transactions or signing of any Prohibited Documents. 7.2 The Borrowers will procure the directors and officers of the Domestic Company to strictly comply with the provisions hereof when they perform their duties in the capacity of directors or officers of the Domestic Company, and will not take any action or inaction in contradiction with the above undertaking. 7.3 The Borrowers will immediately, without any delay, notify the Lender of any circumstance that the equity held by them in the Domestic Company may be transferred to any third party other than the Lender or the individual or entity designated by the Lender due to any applicable law, the decision or award of any court or arbitrator, or any other reasons, once they know or should have known such circumstance.

Undertakings and Warranties. 7.1 The Each of the Borrowers hereby irrevocably undertake and warrant that without the Lender’s prior written consent of the Lenderconsent, they it will not in any way make or authorize others (including including, but not limited to to, the directors director of the Domestic Company they nominatenominated by it) to make any resolution, instruction, consent or order, agreeing, authorizing order or procuring cause the Domestic Company to carry out engage in any transactions transaction that will or may have material effect on materially affect the assets, rights, obligations or business businesses of the Domestic Company (including its branches affiliates and/or subsidiaries) (hereinafter, the “Prohibited TransactionsTransaction”), including including, but not limited to: (a1) Borrowing or incurring borrow any debt loan from any a third party or assume any liabilities (except the debt with other than a single loan in an amount of no more less than RMB 100,000, RMB100,000 in the ordinary course of business or the debts with a series of loans in an aggregate amount of no more less than RMB 100,000 within RMB100,000 in any six (6) consecutive months, incurred during the normal course of business); (b2) Providing provide any security in favor of any guarantee to a third party for its the his or her own debt, liabilities or providing provide any security guarantee for any a third party; (c3) Transferring transfer any business, material asset, assets or actual or potential business opportunity to any a third party; (d4) Transferring transfer or licensing license to any a third party any domain name, trademark or other intellectual property to which right lawfully owned by the Domestic Company holds legal title, or disposing of the material asset of the Domestic Company in other formsCompany; (e5) Transferring transfer to any a third party all or part of his or all of their her equity interests held in the Domestic Company; or; (f6) Other major transactionsany other material transaction; or enter into Or the entry of any agreement, contract, memorandum or other forms of transaction documents on document with respect to any Prohibited Transaction (hereinafter, the Prohibited Transactions (“Prohibited DocumentsDocument”), nor permit, through action or inaction, the making of will in any way allow any Prohibited Transactions Transaction to be engaged or signing of any Prohibited DocumentsDocument to be executed. 7.2 The Each of the Borrowers will procure cause the directors and officers management personnel of the Domestic Company to strictly fully comply with the provisions hereof of this Agreement and not to, in any way, to do any act or omission breaching any of the foregoing undertakings when they perform their duties in as the capacity of directors or officers management personnel of the Domestic Company, and will not take any action or inaction in contradiction with the above undertaking. 7.3 The Borrowers will immediately, without any delay, notify the Lender of any circumstance that the equity held by them in the Domestic Company may be transferred to any third party other than the Lender or the individual or entity designated by the Lender due to any applicable law, the decision or award of any court or arbitrator, or any other reasons, once they know or should have known such circumstance.