Onshore Group definition
Examples of Onshore Group in a sentence
WFOE Account (subsidiary Cash Management): to the extent legally possible and commercially reasonable, each Obligor shall (and the Borrower shall procure that each other Group Member which is not a VIE Group Member will) ensure that any cash to which an Onshore Group Member (other than a VIE Group Member) is beneficially entitled is promptly paid or credited into a First Tier WFOE Account.
Notwithstanding any other provision of any Finance Document, no Onshore Group Member shall be required to make or grant, and no Obligor or Group Member shall be required to procure any Onshore Group Member to make or grant, any loan or advance to any Offshore Group Member or Obligor in order to effect or facilitate the effecting of any prepayment of the Utilisation(s) or any part thereof.
Each Credit Party shall (and the Borrower shall ensure that each other Group Member will) keep proper books of record and accounts in which full, true and correct entries in conformity in all material respects with GAAP (or IFRS, if applicable with respect to the Onshore Group Members) shall be made of all material dealings and transactions in relation to its business and activities.
No later than the fifth Business Day following the date of receipt by the Borrower or any other Offshore Group Member of any Dividends (other than Dividends declared pursuant to Section 5.28) from any Onshore Group Member (the “Onshore Distributions”), the Borrower shall use such cash proceeds to, inter alia, prepay the Term Loans to the extent set forth in Section 2.11(b)(ii).
Each Obligor shall ensure that each Onshore Group Member shall pay all of the Licence and Consultancy Fees owed or payable by it to the applicable Group Member (that is not a VIE Group Member) in accordance with the terms of the VIE Contracts promptly and in any event on or prior to the last day of the fiscal quarter occurring after the calendar year in which such Licence and Consultancy Fees have accrued, are incurred or are payable.
The registered capital of each Onshore Group Company has been fully paid up pursuant to its articles of association.
In addition, as the companies constituting the Dalian Group are the subsidiaries of SOL for the purposes of the Listing Rules, and Max Clear and Yida are connected persons of SOL by virtue of being the substantial shareholders of Richcoast, the engagement by the Dalian Onshore Group of the Management Services from Max Clear and Yida under the Original Agreement as supplemented by the Renewed Management Services Agreement also constitutes continuing connected transactions of SOL.
The exact changes due to the merger result from the group works agreement (Konzernbetriebsvereinbarung – reconciliation of interests and social plan) between Commerzbank and its group works council regarding implementation of results of the project "Onshore" of October 10, 2011, plus annexes – hereinafter called Onshore Group Works Agreement.
The fees paid or payable to Shanghai SOD, Max Clear and Yida by certain companies of the Dalian Onshore Group in respect of the Management Services under the Original Agreement for the financial year ended 31 December 2009 were RMB8.2 million, RMB12.3 million and RMB8.2 million respectively.
Accordingly, the Dalian Group is a connected person of SOL pursuant to Rules 14A.11(5) and 14A.11(6) of the Listing Rules and the provision of the Management Services by Shanghai SOD to the Dalian Onshore Group under the Original Agreement as supplemented by the Renewed Management Services Agreement constitutes continuing connected transactions of SOL.