Liabilities for Breach. 9.1 The Parties agree and confirm that, if any of the Parties (the “Breaching Party”) is materially in breach of any provision hereof, or materially fails or delays in performing any of the obligations hereunder, a breach hereof is constituted (a “Breach”), and any of the other Parties which does not commit any Breach (a “Non-breaching Party”) has the right to require that the Breaching Party rectify it or take a remedial action within a reasonable period. If the Breaching Party fails to rectify the Breach or take remedial actions within the reasonable period or within ten (10) days of the other Party’s written rectification notice, then:
9.1.1. if any Shareholder or the Company is the Breaching Party, the WFOE is entitled to terminate this Agreement and require the Breaching Party to indemnify it against its damage;
9.1.2. if the WFOE is the Breaching Party, each of the Non-defaulting Parties is entitled to require the Breaching Party to indemnify it against its damage; but unless otherwise provided for by law, in no case does it have the right to terminate or cancel this Agreement.
9.2 Notwithstanding any other provision herein, the effect of this Article 9 shall not be affected by the suspension or termination of this Agreement.
Liabilities for Breach. A breach of this Contract shall be constituted if any party hereto violates the requirements of this Contract by failing to fully perform this Contract, or making any false information, or withholding or omitting significant facts in any undertaking, representation and warranty made by her/it in this Contract, or refusing to perform any of her/its undertakings, representations and warranties. The defaulting party shall bear the corresponding liabilities for the breach according to laws.
Liabilities for Breach of This Labor Contract
1. Upon the termination, dissolution of this Labor Contract or upon the occurrence of liability for breach of same, legal liabilities shall be undertaken in accordance with the applicable provisions of the “Labor Law” and state laws and regulations. In the event that any economic losses or damages have been caused to the other party, liabilities for damages shall be in accordance with law.
2. In the event that when Party A terminates this Contract in accordance with Section 7, Article 7, and Party B terminates this Contract in accordance with Section 7, Article 7 and Clause 2, Section 2, Article 9, if no advance notice is given in accordance with the prescribed requirements or if advance notice is insufficient, compensation shall be paid at the number of deficient days multiplied by the average number of days of Party B’s actual monthly salaries.
3. When Party B is engaged in professional and technical work or has access to Party A’s trade secrets or in the event Party B terminates this Contract in violation of Clause a, Section 2 and Section 3 Article 9 during the period of required service, Party B shall be liable for breach of contract and pay a penalty equivalent to three months’ salaries.
4. In the event Party B has received training funded by Party A and terminates this Contract in violation of Clause a to Clause e, Section 8 Article 7 during the period of required service, Part B shall compensate Party A for the training fee, which shall be decreased by the year in accordance with the applicable state requirements.
Liabilities for Breach. 7.1 The occurrence of any of the following circumstances to any Party hereto shall constitute a breach of this Agreement:
7.1.1 Breach of any obligation or covenant set forth herein;
7.1.2 Any representation or warranty made by such Party in this Agreement is inconsistent with the facts or is misleading, whether made in good faith or in bad faith.
7.2 In case of any aforesaid breach of this Agreement, the non-breaching Party shall be entitled to request the breaching Party to rectify it within 30 days; if the breaching Party fails to rectify it within the specified period, the Parties may initiate arbitration in accordance with Article 10.2 of this Agreement. If such arbitration fails, the non-breaching Party shall be entitled to rescind this Agreement. Furthermore, the breaching Party shall indemnify the non-breaching Party against all claims, losses, liabilities, damages, costs and expenses directly caused to the non-breaching Party due to its breach.
Liabilities for Breach. Where either party commits a breach of this Agreement, it shall be liable to compensate the other party for any and all damages caused to it as a result of the breach, excluding indirect or consequential damages.
Liabilities for Breach. (1) In the event of any breach by either Party, the breaching Party shall be liable to the non-breaching Party for its breach, and shall indemnify the latter for the losses caused by such breach. The non-breaching Party may give the breaching Party reasonable opportunity to cure.
(2) If the breaching Party fails to cure within reasonable time, the non-breaching Party shall have the right to terminate this Agreement, and seek damages from the breaching Party for all its actual losses, including but not limited to all reasonable expenses incurred by such non-breaching Party in executing and performing this Agreement (including fees and charges of agents, etc.). The damages shall not be more than the losses which, at the time of execution of this Agreement, the breaching Party foresaw or should have foreseen would result from its breach.
Liabilities for Breach. 9.1 The party in breach shall be responsible for the liabilities resulting from the breach. If both parties are deemed to be in breach of the Contract, liabilities shall be allocated between the two parties in accordance with corresponding facts and actual results of the breach.
9.2 The party in breach shall pay liquidated damages to the other party duly performing the Contract. The other party is entitled to claim all of its losses incurred but with a limit to all actual losses.
9.3 If Party A delays in delivering to Party B the Leased Units, it shall pay a late payment charge in the amount of 0.5% of the monthly rent for each day of delay.
9.4 If Party B delays in making payment of fees, it shall pay a late payment charge in the amount of 0.5% of unpaid fees for each day of delay.
9.5 If Party B delays in moving out of the Leased Units, it shall pay a late payment charge in amount of 1% of the monthly rent for each day of delay.
9.6 If Party B in breach cannot duly pay the liquidated damages, late payment charge or indemnity due upon receipt of a notice from Party A asking for payment, Party B agrees that all the properties in the Leased Units can be taken by Party A as a lien and Party A has a right to dispose the properties in accordance with the laws.
Liabilities for Breach. 8.1 If a Party (the “Breaching Party”) breaches any provision(s) of this Agreement and such breach causes any damage to the other Party, the Breaching Party shall bear the corresponding indemnification liability to the damaged Party (the “Non-breaching Party”) in connection with such breach. In particular, the Breaching Party shall indemnify the Non-breaching Party for the losses (including but not limited to diminution in value), liabilities and expenses suffered or incurred by the Non-breaching Party as a result of the following matters, if any:
(a) any of the representations and warranties made by the Breaching Party under this Agreement (including but not limited to the relevant representations and warranties under Clause 5) is untrue, inaccurate or incomplete;
(b) the Closing conditions under Clause 4.2 hereof fail to be satisfied by the Long Stop Date and this Agreement is terminated due to the failure of the Breaching Party to actively perform this Agreement; or
(c) the Breaching Party fails to perform, or fails to completely or properly perform, any of the material obligations to be performed by it under this Agreement due to its own reason(s), and such failure, if it is capable of being cured, is not cured within thirty (30) days after the occurrence of such failure. In particular, if the Purchaser fails to make any payment pursuant to the payment schedule set forth in this Agreement, the Purchaser shall pay liquidated damages for overdue payment at the daily rate of 0.02% for each day when such payment remains overdue.
8.2 The Breaching Party shall indemnify the Non-breaching Party for any losses, liabilities and reasonable expenses (including but not limited to the fees and expenses for engagement of legal counsels and other professionals) incurred by the Non-breaching Party in connection with its initiation of relevant legal proceedings (in which a judgment is rendered in favour of the transferee), settlement or enforcement of the relevant claim under Clause 8.1 above.
8.3 The Parties acknowledge and agree that damages alone may not be an adequate remedy for a breach of this Agreement. Accordingly, in addition to claiming for damages, the Non-breaching Party shall have the right to request for cessation of damage, specific performance and/or other non-monetary remedies from the Breaching Party for its breach in accordance with the provisions of the applicable Laws.
Liabilities for Breach. Party B undertakes to fully pay off the payment regarding the equity transfer within the agreed timeframe; otherwise, it shall be deemed as a breach of the Agreement and Party B shall pay a penalty at the rate of 0.3 percent per day.
Liabilities for Breach. 8.1 In the process of project, either party breaching the Agreement or terminating the Agreement without good reasons shall assume the liability for breach. The breaching party shall indemnify the non-breaching party for direct economic losses, and the non-breaching party may also reserve the right to further claims regarding such breach.
8.2 Except for the breaches and liabilities for the breach otherwise agreed in other terms hereof, the party committing other breaches shall, upon receipt of written notice from the non-breaching party requiring the breaching party to rectify such breaches, immediately cease the breaches, and compensate the non-breaching party for all the losses incurred thereby (including direct losses, indirect losses and all the reasonable expenses arising from such indemnity) within three (3) days.
8.3 If the breaching party continues the breaches or fails to fulfill the foregoing obligations, the non-breaching party, besides obtaining the indemnity from the breaching party for all the relevant losses, also has the right to terminate this Agreement in advance after notifying the breaching party in writing.
8.4 In case Party B is in breach, the actions that Party A may take include but are not limited to: immediately terminating the contractual relationship, suspending the supply of goods to Party B, blocking the products sold to Party B, deducting all the sales rewards specified herein, directly supplying goods to the third-party distributors within the Authorized Territory, canceling the sales rewards for Party B, etc. Party B has no objection thereto, and Party A is also exempt from any responsibility.
8.5 The losses that the breaching party shall indemnify the non-breaching party due to its breach include the direct economic losses and any predictable indirect loss of the non-breaching party incurred by the breaches of breaching party as well as additional expenses, including but not limited to attorney fees, litigation and arbitration fees, investigation expenses, financial expenses and travel expenses, etc.
