Common use of Undertakings of the Borrowers Clause in Contracts

Undertakings of the Borrowers. 4.1 The Borrowers irrevocably undertake in the capacity of the shareholders of the Borrower Company that they will, during the term of this Contract, procure the Borrower Company: 4.1.1 to strictly comply with the provisions of the Exclusive Purchase Option Contract and the Exclusive Business Cooperation Agreement, and not to engage in any action or omission that is sufficient to affect the validity and enforceability of the Exclusive Purchase Option Contract and the Exclusive Business Cooperation Agreement; 4.1.2 to enter into contracts/agreements on business cooperation with the Lender or the person designated by the Lender or the person designated by the Lender at any time as requested by the Lender, and ensure the strict performance of such contracts/agreements; 4.1.3 to provide the Lender with all its operating and financial information at the request of the Lender; 4.1.4 to inform the Lender promptly of any existing or potential litigation, arbitration or administrative procedures in connection with its assets, business and revenue; and 4.1.5 to appoint any person designated by the Lender as director of the Borrower Company at the request of the Lender. 4.2 The Borrowers undertake that during the term of this Contract: 4.2.1 they shall exert their best efforts to cause the Borrower Company to continue with its existing business; 4.2.2 they shall strictly comply with the provisions of this Contract, the Power of Attorney Agreement, the Equity Pledge Contract and the Exclusive Purchase Option Contract, and shall not engage in any action or omission that is sufficient to affect the validity and enforceability of this Contract, the Power of Attorney Agreement, the Equity Pledge Contract and the Exclusive Purchase Option Contract; 4.2.3 unless otherwise provided under the Equity Pledge Contract, they shall not sell, transfer, charge or otherwise dispose of the legal or beneficial interests in the Borrower Interests, or permit any other security interests to be created over the same; 4.2.4 they shall procure the shareholders meeting and/or board of directors of the Borrower Company to disapprove any sale, transfer, charge or other disposal of the legal or beneficial interests in the Borrower Interests, or permission of any other security interests to be created over the same, in each case without prior written consent of the Lender, unless in favor of the Lender or the person designated by the Lender; 4.2.5 they shall procure the shareholders meeting and/or board of directors of the Borrower Company to disapprove the merger or consolidation of the Borrower Company with any person or acquisition of or investment in any person by the Borrower Company, in each case without prior written consent of the Lender; 4.2.6 they shall inform the Lender promptly of any actual or threatened litigation, arbitration or administrative procedures in connection with the Borrower Interests; 4.2.7 they shall execute all such documents, take all such actions, make all such allegations, or present such defense against all claims as are necessary and appropriate for maintaining their ownership over the Borrower Interests; 4.2.8 without prior written consent of the Lender, they shall not take any action or omission that may cause a material adverse effect on the assets, business and liabilities of the Borrower Company; 4.2.9 they shall, at the request of the Lender, appoint any person designated by the Lender as director of the Borrower Company; 4.2.10 to the extent permitted by the PRC laws, they shall, upon the request of the Lender from time to time, unconditionally transfer the Borrower Interests to the Lender or the person designated by the Lender, and cause other shareholders of the Borrower Company to waive their pre-emptive rights to the equity interests transfer under this paragraph; 4.2.11 to the extent permitted by the PRC laws, they shall, upon the request of the Lender from time to time, cause other shareholders of the Borrower Company to unconditionally transfer all the equity interests they hold in the Borrower Company to the Lender or the representative designated by the Lender, in which case, the Borrowers shall waive their pre-emptive rights to the equity interests transfer under this paragraph; 4.2.12 the Borrowers shall use the purchase price for repaying for the Loan first if the Lender purchases the Borrower Interests from them in accordance with the Exclusive Purchase Option Contract; and 4.2.13 without prior written consent of the Lender, they shall not supplement, change or amend their articles of association in any manner, increase or decrease the registered capital, or change the capital structure in any form.

Undertakings of the Borrowers. 4.1 The Borrowers irrevocably undertake in the capacity of the shareholders of the Borrower Company that they will, during the term of this ContractAgreement, procure the Borrower Company: 4.1.1 to strictly comply with the provisions of the Exclusive Purchase Option Contract Agreement and the Exclusive Business Cooperation Agreement, and not to engage in any action or omission that is sufficient to affect the validity and enforceability of the Exclusive Purchase Option Contract Agreement and the Exclusive Business Cooperation Agreement; 4.1.2 to enter into contracts/agreements on business cooperation with the Lender or the person designated by the Lender or the person designated by the Lender at any time as requested by the Lender, and ensure the strict performance of such contracts/agreements; 4.1.3 to provide the Lender with all its operating and financial information at the request of the Lender; 4.1.4 to inform the Lender promptly of any existing or potential litigation, arbitration or administrative procedures in connection with its assets, business and revenue; and 4.1.5 to appoint any person designated by the Lender as director of the Borrower Company at the request of the Lender. 4.2 The Borrowers undertake that during the term of this ContractAgreement: 4.2.1 they shall exert their best efforts to cause the Borrower Company to continue with its existing business; 4.2.2 they shall strictly comply with the provisions of this ContractAgreement, the Power of Attorney AgreementAttorney, the Equity Pledge Contract and the Exclusive Purchase Option ContractAgreement, and shall not engage in any action or omission that is sufficient to affect the validity and enforceability of this ContractAgreement, the Power of Attorney AgreementAttorney, the Equity Pledge Contract and the Exclusive Purchase Option ContractAgreement; 4.2.3 unless otherwise provided under the Equity Pledge Contract, they shall not sell, transfer, charge or otherwise dispose of the legal or beneficial interests in the Borrower Interests, or permit any other security interests to be created over the same; 4.2.4 they shall procure the shareholders meeting and/or board of directors of the Borrower Company to disapprove any sale, transfer, charge or other disposal of the legal or beneficial interests in the Borrower Interests, or permission of any other security interests to be created over the same, in each case without prior written consent of the Lender, unless in favor of the Lender or the person designated by the Lender; 4.2.5 they shall procure the shareholders meeting and/or board of directors of the Borrower Company to disapprove the merger or consolidation of the Borrower Company with any person or acquisition of or investment in any person by the Borrower Company, in each case without prior written consent of the Lender; 4.2.6 they shall inform the Lender promptly of any actual or threatened litigation, arbitration or administrative procedures in connection with the Borrower Interests; 4.2.7 they shall execute all such documents, take all such actions, make all such allegations, or present such defense against all claims as are necessary and appropriate for maintaining their ownership over the Borrower Interests; 4.2.8 without prior written consent of the Lender, they shall not take any action or omission that may cause a material adverse effect on the assets, business and liabilities of the Borrower Company; 4.2.9 they shall, at the request of the Lender, appoint any person designated by the Lender as director of the Borrower Company; 4.2.10 to the extent permitted by the PRC laws, they shall, upon the request of the Lender from time to time, unconditionally transfer the Borrower Interests to the Lender or the person designated by the Lender, and cause other shareholders of the Borrower Company to waive their pre-emptive rights to the equity interests transfer under this paragraph; 4.2.11 to the extent permitted by the PRC laws, they shall, upon the request of the Lender from time to time, cause other shareholders of the Borrower Company to unconditionally transfer all the equity interests they hold in the Borrower Company to the Lender or the representative designated by the Lender, in which case, the Borrowers shall waive their pre-emptive rights to the equity interests transfer under this paragraph; 4.2.12 the Borrowers shall use the purchase price for repaying for the Loan first if the Lender purchases the Borrower Interests from them in accordance with the Exclusive Purchase Option ContractAgreement; and 4.2.13 without prior written consent of the Lender, they shall not supplement, change or amend their articles of association in any manner, increase or decrease the registered capital, or change the capital structure in any form.

Undertakings of the Borrowers. 4.1 3.1 The Borrowers irrevocably undertake Borrowers, in the their capacity of the shareholders of the Borrower Company that they willBorrowers’ Company, during hereby irrevocably undertake that, within the valid term of this Contract, procure they will cause the Borrower Borrowers’ Company: 4.1.1 3.1.1 to strictly comply with all the provisions terms of the Exclusive Purchase Option Contract and Agreement to which the Exclusive Business Cooperation AgreementBorrowers’ Company is a party, and not to engage in refrain from any action or action/omission that is sufficient to affect the validity and enforceability of the Exclusive Purchase Option Contract and the Exclusive Business Cooperation Agreement; 4.1.2 3.1.2 at the request of the Lender or its designated party, to enter into contractsexecute contract/agreements on agreement in respect of business cooperation with the Lender or the person its designated by party at any time; 3.1.3 to deliver to the Lender or all the person designated by the Lender at any time as requested by the Lender, and ensure the strict performance of such contracts/agreements; 4.1.3 to provide the Lender information in connection with all its operating operation and financial information at condition upon the request of the Lender; 4.1.4 3.1.4 to inform immediately notify the Lender promptly of any existing pending or potential threatened litigation, arbitration or administrative procedures penalty in connection with its assets, business and revenuerevenues; and 4.1.5 3.1.5 to appoint any person designated by the Lender to act as the director of the Borrower Borrowers’ Company at the request of upon the Lender’s request. 4.2 3.2 The Borrowers undertake that during that, within the valid term of this Contract, they shall: 4.2.1 they shall exert 3.2.1 make their best efforts to cause the Borrower Borrowers’ Company to continue with conduct its existing principal business, the specific scope of which shall be subject to the business license; 4.2.2 they shall 3.2.2 strictly comply with the provisions of this Contract, the Power of Attorney Agreement, the Equity Pledge Contract Agreement (as set forth in Exhibit 2 hereto) (the “Equity Pledge Agreement”) and the Exclusive Purchase Option ContractAgreement to which they are a party, and shall not engage in refrain from any action or action/omission that which is sufficient to affect the validity and enforceability of this Contract, the Power of Attorney Equity Pledge Agreement and the Exclusive Option Agreement, ; 3.2.3 Except as provided by the Equity Pledge Contract and Agreement, or with the Exclusive Purchase Option Contract; 4.2.3 unless otherwise provided under prior written consent of the Equity Pledge ContractLender, they shall not sell, transfer, charge mortgage or otherwise dispose of the any legal or beneficial interests in the Borrower InterestsBorrowers’ Equities, or permit nor allow any other security interests to be created over the samethereon; 4.2.4 they shall procure 3.2.4 cause the shareholders shareholders’ meeting and/or the board of directors of the Borrower Borrowers’ Company not to disapprove approve any sale, transfer, charge mortgage or other disposal disposition of the legal or beneficial interests interest in the Borrower Interests, Borrowers’ Equities or permission the creation of any other security interests to be created over interest thereon, without the same, in each case without Lender’s prior written consent of the Lenderconsent, unless in favor of except for sale, transfer, mortgage or other disposition made to the Lender or the person its designated by the Lenderperson; 4.2.5 they shall procure 3.2.5 cause the shareholders shareholders’ meeting and/or the board of directors of the Borrower Borrowers’ Company not to disapprove approve the merger or consolidation of the Borrower Company with any person person, or the acquisition of or investment in any person by person, without the Borrower Company, in each case without prior written consent of the Lender; 4.2.6 they shall inform 3.2.6 immediately notify the Lender promptly of any actual pending or threatened litigation, arbitration or administrative procedures penalty in connection with the Borrower InterestsBorrowers’ Equities; 4.2.7 they shall 3.2.7 execute all such necessary or appropriate documents, take all such necessary or appropriate actions, make all such allegationsnecessary or appropriate claims, or present such defense against all claims as are and raise necessary and appropriate for maintaining defenses against all claims, in order to maintain their ownership over of the Borrower InterestsBorrowers’ Equities; 4.2.8 3.2.8 without the Lender’s prior written consent of the Lenderconsent, they shall not take refrain from any action or and/or omission that may cause a have material adverse effect on the assets, business and liabilities of the Borrower Borrowers’ Company; 4.2.9 they shall, 3.2.9 at the request of the Lender, appoint any person persons designated by the Lender as director the directors of the Borrower Borrowers’ Company; 4.2.10 3.2.10 to the extent permitted by the PRC laws, they shall, upon and at the request of the Lender from time to time, unconditionally transfer the Borrower Interests Borrowers’ Equities to the Lender or the person its designated by the Lenderrepresentative at any time, and cause other shareholders of the Borrower Borrowers’ Company to waive their pre-emptive rights to right of first refusal in respect of the equity interests transfer under referred in this paragraphsub-article; 4.2.11 3.2.11 to the extent permitted by the PRC laws, they shall, and upon the Lender’s request of the Lender from time to at any time, cause other shareholders shareholders’ of the Borrower Borrowers’ Company to unconditionally and promptly transfer all the their equity interests they hold in the Borrower Borrowers’ Company to the Lender or the representative its designated by the Lenderrepresentative, in which case, and the Borrowers shall hereby waive their pre-emptive rights of first refusal to the equity interests transfer under referred in this paragraphsub-article; 4.2.12 the Borrowers shall use the purchase price for repaying for the Loan first if 3.2.12 where the Lender purchases the Borrower Interests Borrowers’ Equities from them the Borrowers in accordance with the provisions of the Exclusive Purchase Option ContractAgreement, use all such purchase price obtained by the Borrowers to repay the Loan to the Lender; and 4.2.13 3.2.13 without the prior written consent of the Lender, they shall not in any manner supplement, change or amend their the articles of association in any mannerof the Borrowers’ Company, increase or decrease the its registered capital, or otherwise change the its capital structure in any formstructure.

Undertakings of the Borrowers. 4.1 3.1 The Borrowers irrevocably undertake in the capacity of the shareholders of the Borrower Company that they will, during the term of this ContractAgreement, procure the Borrower Company: 4.1.1 3.1.1 to strictly comply with the provisions of the Exclusive Purchase Option Contract Agreement and the Exclusive Business Cooperation Agreement, and not to engage in any action or omission that is sufficient to affect the validity and enforceability of the Exclusive Purchase Option Contract Agreement and the Exclusive Business Cooperation Agreement; 4.1.2 3.1.2 to enter into contracts/agreements on business cooperation with the Lender or the person designated by the Lender or the person designated by the Lender at any time as requested by the Lender, and ensure the strict performance of such contracts/agreements; 4.1.3 3.1.3 to provide the Lender with all its operating and financial information at the request of the Lender; 4.1.4 3.1.4 to inform the Lender promptly of any existing or potential litigation, arbitration or administrative procedures in connection with its assets, business and revenue; and 4.1.5 3.1.5 to appoint any person designated by the Lender as director of the Borrower Company at the request of the Lender. 4.2 3.2 The Borrowers undertake that during the term of this ContractAgreement: 4.2.1 3.2.1 they shall exert their best efforts to cause the Borrower Company to continue with its existing business; 4.2.2 3.2.2 they shall strictly comply with the provisions of this ContractAgreement, the Power of Attorney Agreement, the Equity Pledge Contract Agreement and the Exclusive Purchase Option ContractAgreement, and shall not engage in any action or omission that is sufficient to affect the validity and enforceability of this ContractAgreement, the Power of Attorney Agreement, the Equity Pledge Contract Agreement and the Exclusive Purchase Option ContractAgreement; 4.2.3 3.2.3 unless otherwise provided under the Equity Pledge ContractAgreement, they shall not sell, transfer, charge or otherwise dispose of the legal or beneficial interests in the Borrower Interests, or permit any other security interests to be created over the same; 4.2.4 3.2.4 they shall procure the shareholders meeting and/or board of directors of the Borrower Company to disapprove any sale, transfer, charge or other disposal of the legal or beneficial interests in the Borrower Interests, or permission of any other security interests to be created over the same, in each case without prior written consent of the Lender, unless in favor of the Lender or the person designated by the Lender; 4.2.5 3.2.5 they shall procure the shareholders meeting and/or board of directors of the Borrower Company to disapprove the merger or consolidation of the Borrower Company with any person or acquisition of or investment in any person by the Borrower Company, in each case without prior written consent of the Lender; 4.2.6 3.2.6 they shall inform the Lender promptly of any actual or threatened litigation, arbitration or administrative procedures in connection with the Borrower Interests; 4.2.7 3.2.7 they shall execute all such documents, take all such actions, make all such allegations, or present such defense against all claims as are necessary and appropriate for maintaining their ownership over the Borrower Interests; 4.2.8 3.2.8 without prior written consent of the Lender, they shall not take any action or omission that may cause a material adverse effect on the assets, business and liabilities of the Borrower Company; 4.2.9 they shall, at the request of the Lender, appoint any person designated by the Lender as director of the Borrower Company; 4.2.10 3.2.10 to the extent permitted by the PRC laws, they shall, upon the request of the Lender from time to time, unconditionally transfer the Borrower Interests to the Lender or the person designated by the Lender, and cause other shareholders of the Borrower Company to waive their pre-emptive rights to the equity interests transfer under this paragraph; 4.2.11 3.2.11 to the extent permitted by the PRC laws, they shall, upon the request of the Lender from time to time, cause other shareholders of the Borrower Company to unconditionally transfer all the equity interests they hold in the Borrower Company to the Lender or the representative designated by the Lender, in which case, the Borrowers shall waive their pre-emptive rights to the equity interests transfer under this paragraph; 4.2.12 3.2.12 the Borrowers shall use the purchase price for repaying for the Loan first if the Lender purchases the Borrower Interests from them in accordance with the Exclusive Purchase Option ContractAgreement; and 4.2.13 3.2.13 without prior written consent of the Lender, they shall not supplement, change or amend their articles of association in any manner, increase or decrease the registered capital, or change the capital structure in any form.

Undertakings of the Borrowers. 4.1 The Borrowers irrevocably undertake in the capacity of the shareholders of the Borrower Company that they will, during the term of this ContractAgreement, procure the Borrower Company: 4.1.1 to strictly comply with the provisions of the Exclusive Purchase Option Contract Agreement and the Exclusive Business Cooperation Agreement, and not to engage in any action or omission that is sufficient to affect the validity and enforceability of the Exclusive Purchase Option Contract Agreement and the Exclusive Business Cooperation Agreement; 4.1.2 to enter into contracts/agreements on business cooperation with the Lender or the person designated by the Lender or the person designated by the Lender at any time as requested by the Lender, and ensure the strict performance of such contracts/agreements; 4.1.3 to provide the Lender with all its operating and financial information at the request of the Lender; 4.1.4 to inform the Lender promptly of any existing or potential litigation, arbitration or administrative procedures in connection with its assets, business and revenue; and 4.1.5 to appoint any person designated by the Lender as director of the Borrower Company at the request of the Lender. 4.2 The Borrowers undertake that during the term of this ContractAgreement: 4.2.1 they shall exert their best efforts to cause the Borrower Company to continue with its existing business; 4.2.2 they shall strictly comply with the provisions of this ContractAgreement, the Power of Attorney Agreement, the Equity Pledge Contract Agreement and the Exclusive Purchase Option ContractAgreement, and shall not engage in any action or omission that is sufficient to affect the validity and enforceability of this ContractAgreement, the Power of Attorney Agreement, the Equity Pledge Contract Agreement and the Exclusive Purchase Option ContractAgreement; 4.2.3 unless otherwise provided under the Equity Pledge ContractAgreement, they shall not sell, transfer, charge or otherwise dispose of the legal or beneficial interests in the Borrower Interests, or permit any other security interests to be created over the same; 4.2.4 they shall procure the shareholders meeting and/or board of directors of the Borrower Company to disapprove any sale, transfer, charge or other disposal of the legal or beneficial interests in the Borrower Interests, or permission of any other security interests to be created over the same, in each case without prior written consent of the Lender, unless in favor of the Lender or the person designated by the Lender; 4.2.5 they shall procure the shareholders meeting and/or board of directors of the Borrower Company to disapprove the merger or consolidation of the Borrower Company with any person or acquisition of or investment in any person by the Borrower Company, in each case without prior written consent of the Lender; 4.2.6 they shall inform the Lender promptly of any actual or threatened litigation, arbitration or administrative procedures in connection with the Borrower Interests; 4.2.7 they shall execute all such documents, take all such actions, make all such allegations, or present such defense against all claims as are necessary and appropriate for maintaining their ownership over the Borrower Interests; 4.2.8 without prior written consent of the Lender, they shall not take any action or omission that may cause a material adverse effect on the assets, business and liabilities of the Borrower Company; 4.2.9 they shall, at the request of the Lender, appoint any person designated by the Lender as director of the Borrower Company; 4.2.10 to the extent permitted by the PRC laws, they shall, upon the request of the Lender from time to time, unconditionally transfer the Borrower Interests to the Lender or the person designated by the Lender, and cause other shareholders of the Borrower Company to waive their pre-emptive rights to the equity interests transfer under this paragraph; 4.2.11 to the extent permitted by the PRC laws, they shall, upon the request of the Lender from time to time, cause other shareholders of the Borrower Company to unconditionally transfer all the equity interests they hold in the Borrower Company to the Lender or the representative designated by the Lender, in which case, the Borrowers shall waive their pre-emptive rights to the equity interests transfer under this paragraph; 4.2.12 the Borrowers shall use the purchase price for repaying for the Loan first if the Lender purchases the Borrower Interests from them in accordance with the Exclusive Purchase Option ContractAgreement; and 4.2.13 without prior written consent of the Lender, they shall not supplement, change or amend their articles of association in any manner, increase or decrease the registered capital, or change the capital structure in any form.

Undertakings of the Borrowers. 4.1 The Borrowers irrevocably undertake in the capacity of the shareholders of the Borrower Company that they will, during the term of this ContractAgreement, procure the Borrower Company: 4.1.1 to strictly comply with the provisions of the Exclusive Purchase Option Contract Agreement and the Exclusive Business Cooperation Agreement, and not to engage in any action or omission that is sufficient to affect the validity and enforceability of the Exclusive Purchase Option Contract Agreement and the Exclusive Business Cooperation Agreement; 4.1.2 to enter into contracts/agreements on business cooperation with the Lender or the person designated by the Lender or the person designated by the Lender at any time as requested by the Lender, and ensure the strict performance of such contracts/agreements; 4.1.3 to provide the Lender with all its operating and financial information at the request of the Lender; 4.1.4 to inform the Lender promptly of any existing or potential litigation, arbitration or administrative procedures in connection with its assets, business and revenue; and 4.1.5 to appoint any person designated by the Lender as director of the Borrower Company at the request of the Lender. 4.2 The Borrowers undertake that during the term of this ContractAgreement: 4.2.1 they shall exert their best efforts to cause the Borrower Company to continue with its existing business; 4.2.2 they shall strictly comply with the provisions of this ContractAgreement, the Power of Attorney AgreementAttorney, the Equity Pledge Contract Agreement and the Exclusive Purchase Option ContractAgreement, and shall not engage in any action or omission that is sufficient to affect the validity and enforceability of this ContractAgreement, the Power of Attorney AgreementAttorney, the Equity Pledge Contract Agreement and the Exclusive Purchase Option ContractAgreement; 4.2.3 unless otherwise provided under the Equity Pledge ContractAgreement, they shall not sell, transfer, charge or otherwise dispose of the legal or beneficial interests in the Borrower Interests, or permit any other security interests to be created over the same; 4.2.4 they shall procure the shareholders meeting and/or board of directors of the Borrower Company to disapprove any sale, transfer, charge or other disposal of the legal or beneficial interests in the Borrower Interests, or permission of any other security interests to be created over the same, in each case without prior written consent of the Lender, unless in favor of the Lender or the person designated by the Lender; 4.2.5 they shall procure the shareholders meeting and/or board of directors of the Borrower Company to disapprove the merger or consolidation of the Borrower Company with any person or acquisition of or investment in any person by the Borrower Company, in each case without prior written consent of the Lender; 4.2.6 they shall inform the Lender promptly of any actual or threatened litigation, arbitration or administrative procedures in connection with the Borrower Interests; 4.2.7 they shall execute all such documents, take all such actions, make all such allegations, or present such defense against all claims as are necessary and appropriate for maintaining their ownership over the Borrower Interests; 4.2.8 without prior written consent of the Lender, they shall not take any action or omission that may cause a material adverse effect on the assets, business and liabilities of the Borrower Company; 4.2.9 they shall, at the request of the Lender, appoint any person designated by the Lender as director of the Borrower Company; 4.2.10 to the extent permitted by the PRC laws, they shall, upon the request of the Lender from time to time, unconditionally transfer the Borrower Interests to the Lender or the person designated by the Lender, and cause other shareholders of the Borrower Company to waive their pre-emptive rights to the equity interests transfer under this paragraph; 4.2.11 to the extent permitted by the PRC laws, they shall, upon the request of the Lender from time to time, cause other shareholders of the Borrower Company to unconditionally transfer all the equity interests they hold in the Borrower Company to the Lender or the representative designated by the Lender, in which case, the Borrowers shall waive their pre-emptive rights to the equity interests transfer under this paragraph; 4.2.12 the Borrowers shall use the purchase price for repaying for the Loan first if the Lender purchases the Borrower Interests from them in accordance with the Exclusive Purchase Option ContractAgreement; and 4.2.13 without prior written consent of the Lender, they shall not supplement, change or amend their articles of association in any manner, increase or decrease the registered capital, or change the capital structure in any form.