Common use of Declaration and Commitment Clause in Contracts

Declaration and Commitment. 1. The borrower declares as follows: (1) The Borrower is legally registered and legally existing, and has the full capacity for civil rights and conduct required to sign and perform this contract; (2) The signing and performance of this contract is based on the Borrower’s true intention, has obtained legal and valid authorization in accordance with the requirements of its articles of association or other internal management documents, and will not violate any agreement or contract binding on the Borrower and other legal documents; the Borrower has obtained or will obtain all relevant approvals, licenses, filings or registrations required to sign and perform this contract; (3) All documents, financial statements, certificates and other materials provided by the Borrower to the Lender under this contract are true, complete, accurate and valid; (4) The transaction background of the borrower’s application to the lender to describe the business is true and legal, and does not involve illegal purposes such as money laundering, terrorist financing, proliferation financing of weapons of mass destruction, tax evasion, fraud, etc., and the transaction does not involve violations of the United Nations, China or other Sanctions that the Lender considers applicable; (5) The borrower has not concealed from the lender events that may affect its and the guarantor’s financial status and ability to perform; (6) The borrower and the loan project meet the national environmental protection standards and are not enterprises and projects with outstanding energy consumption and pollution problems announced and identified by the relevant state departments and are not at risk of energy consumption and pollution; (7) The / stated by the borrower. 2. The borrower undertakes as follows: (1) Submit its financial statements (including but not limited to annual reports, quarterly reports and monthly reports) and other relevant materials to the lender on a regular or timely basis in accordance with the requirements of the lender; the borrower ensures that it continues to meet the requirements of the following financial indicators: /; (2) If the Borrower has or will sign a counter-guarantee agreement or similar agreement with the guarantor of this contract on its guaranty obligations, such agreement will not prejudice any rights of the Lender under this contract; (3) Accept the lender’s credit inspection and supervision, and provide sufficient assistance and cooperation; the borrower should regularly summarize and report the payment and use of loan funds according to the lender’s requirements. The specific time for summary report is: /; (4) If the borrower undergoes merger, division, capital reduction, equity transfer, foreign investment, substantial increase in debt financing, transfer of major assets and creditor’s rights, and other matters that may have an adverse impact on the borrower’s solvency, the borrower shall obtain the prior written consent of the lender; In case of any of the following circumstances, the borrower shall promptly notify the lender: A. Changes in the articles of association, business scope, registered capital, and legal representative of the borrower or guarantor; B. To carry out any form of joint ventures, joint ventures with foreign companies, cooperation, contracted management, reorganization, restructuring, planned listing and other changes in business methods; C. Involved in major litigation or arbitration cases, or property or collateral is sealed up, seized or supervised, or a new guarantee is placed on the collateral; D. Suspension of business, dissolution, liquidation, suspension of business for rectification, cancellation, cancellation of business license, (being) filed for bankruptcy, etc.; ▇. ▇▇▇▇▇▇▇▇▇▇▇▇, directors and current senior executives involved in major cases or economic disputes; ▇. ▇▇▇▇▇▇▇▇ defaults under other contracts; G. Business difficulties and financial conditions have deteriorated; (5) The Borrower’s priority in repaying the Lender’s debts is higher than that of the Borrower’s shareholders, and no less than that of other creditors’ similar debts; (6) The borrower does not distribute dividends or bonuses to shareholders in any form when the net profit after tax for the relevant fiscal year is zero or negative, or when the profit after tax is not sufficient to cover accumulated losses in previous fiscal years, or when the profit before tax is not used to settle the principal, interest and expenses payable by the borrower in that fiscal year or when the profit before tax is not sufficient to settle the principal, interest and expenses in the next period; (7) The borrower does not dispose of its own assets in a way that reduces its solvency. And promise that the total amount of external guarantees is not higher than one time of its own net assets, and the total amount of external guarantees and the amount of individual guarantees do not exceed the limit stipulated in its company’s articles of association; (8) The borrower shall not transfer the loan funds under this contract to the account of the same name and the account of the related party, except for the purpose agreed in this contract or with the consent of the lender. For the transfer of the account of the same name of the borrower or the transfer of the account of a related party, the borrower shall provide corresponding supporting materials; (9) With regard to the loan under this contract, the guarantee conditions, loan interest rate pricing, debt repayment sequence and other loan conditions provided by the borrower to the lender shall not be lower than the conditions given to any other financial institutions now or in the future; (10) The lender has the right to withdraw the loan in advance according to the borrower’s withdrawal of funds; (11) Cooperate with lenders in conducting due diligence, cooperate in providing and updating information on customers and their beneficial owners, and provide background information on transactions; (12) Other matters promised by the borrower: /.

Appears in 1 contract

Sources: Working Capital Loan Agreement (Haoxin Holdings LTD)

Declaration and Commitment. 1. The borrower Borrower declares as follows: (1) The Borrower is legally registered and legally existingexists, and has the full capacity for of civil rights and capacity of conduct required to sign for signing and perform this contractperforming the Contract; (2) The signing execution and performance of this contract Contract is based on the true intention of the Borrower’s true intention, and has obtained legal and valid effective authorization in accordance with the requirements of its articles of association or other internal management documents, and will not violate any agreement or contract agreements, contracts and other legal documents binding on the Borrower and other legal documentsBorrower; the The Borrower has obtained or will obtain all relevant approvals, licensespermits, filings filing or registrations registration required to sign for signing and perform this contractperforming the Contract; (3) All documents, financial statements, certificates vouchers and other materials information provided by the Borrower to the Lender under this contract the Contract are true, complete, accurate and valideffective; (4) The transaction background of the borrower’s Borrower's application to the lender to describe Lender for the business is true and legal, and does not involve such illegal purposes such as money laundering, terrorist financing, financing for the proliferation financing of weapons of mass destruction, tax evasion, evasion and fraud, etc., and the transaction does not involve violations of violate the sanctions imposed by the United Nations, China or and other Sanctions that the Lender considers applicablenational and international organizations; (5) The borrower has Borrower does not concealed conceal from the lender events Lender any event that may affect its and the guarantor’s financial status and ability to performperformance capability of the Borrower and the Guarantor; (6) The borrower Borrowers and the loan project projects meet the national environmental protection standards standards, and are not enterprises and projects with outstanding prominent energy consumption and pollution problems and weak rectification announced and identified by relevant departments of the relevant state departments and are State do not at risk of have energy consumption and pollutionpollution risks; (7) The / Other matters stated by the borrower.Borrower:/. 2. The borrower undertakes Borrower promises as follows: follows (1) Submit According to the requirements of the Lender, regularly or timely submit its financial statements (including but not limited to annual reports, quarterly reports and monthly reportsstatements) and other relevant materials information to the lender on a regular or timely basis in accordance with the requirements of the lenderLender; the borrower ensures The Borrower shall ensure that it continues to meet the requirements of continuously meets the following financial indicatorsindex requirements: /; (2) If the asset-liability ratio of the Borrower has or will sign a counter-guarantee agreement or similar agreement with the guarantor of this contract on its guaranty obligations, such agreement will not prejudice any rights of the Lender under this contract; (3) Accept the lender’s credit inspection and supervision, and provide sufficient assistance and cooperation; the borrower should regularly summarize and report the payment and use of loan funds according to the lender’s requirements. The specific time for summary report is: /; (4) If the borrower undergoes merger, division, capital reduction, equity transfer, foreign investment, substantial increase in debt financing, transfer of major assets and creditor’s rights, and other matters that may have an adverse impact on the borrower’s solvency, the borrower shall obtain the prior written consent of the lender; In case of any of the following circumstances, the borrower shall promptly notify the lender: A. Changes in the articles of association, business scope, registered capital, and legal representative of the borrower or guarantor; B. To carry out any form of joint ventures, joint ventures with foreign companies, cooperation, contracted management, reorganization, restructuring, planned listing and other changes in business methods; C. Involved in major litigation or arbitration cases, or property or collateral is sealed up, seized or supervised, or a new guarantee is placed on the collateral; D. Suspension of business, dissolution, liquidation, suspension of business for rectification, cancellation, cancellation of business license, (being) filed for bankruptcy, etc.; ▇. ▇▇▇▇▇▇▇▇▇▇▇▇, directors and current senior executives involved in major cases or economic disputes; ▇. ▇▇▇▇▇▇▇▇ defaults under other contracts; G. Business difficulties and financial conditions have deteriorated; (5) The Borrower’s priority in repaying the Lender’s debts is higher than that of the Borrower’s shareholders, and no less than that of other creditors’ similar debts; (6) The borrower does not distribute dividends or bonuses to shareholders in any form when the net profit after tax for the relevant fiscal year is zero or negative, or when the profit after tax is not sufficient to cover accumulated losses in previous fiscal years, or when the profit before tax is not used to settle the principal, interest and expenses payable by the borrower in that fiscal year or when the profit before tax is not sufficient to settle the principal, interest and expenses in the next period; (7) The borrower does not dispose of its own assets in a way that reduces its solvency. And promise that the total amount of external guarantees is not higher than one time of its own net assets, and the total amount of external guarantees and the amount of individual guarantees do not exceed the limit stipulated in its company’s articles of association; (8) The borrower shall not transfer the loan funds under this contract to the account of the same name and the account of the related party, except for the purpose agreed in this contract or with the consent of the lender. For the transfer of the account of the same name of the borrower or the transfer of the account of a related party, the borrower shall provide corresponding supporting materials; (9) With regard to the loan under this contract, the guarantee conditions, loan interest rate pricing, debt repayment sequence and other loan conditions provided by the borrower to the lender shall not be lower higher than the conditions given to any other financial institutions now or in the future; (10) The lender has the right to withdraw the loan in advance according to the borrower’s withdrawal of funds; (11) Cooperate with lenders in conducting due diligence, cooperate in providing and updating information on customers and their beneficial owners, and provide background information on transactions; (12) Other matters promised by the borrower: /.70%.

Appears in 1 contract

Sources: Working Capital Loan Contract (Pop Culture Group Co., LTD)

Declaration and Commitment. 1. The borrower Borrower declares as follows: (1) The Borrower is legally registered and legally existingexists, and has the full capacity for of civil rights and capacity of conduct required to sign for signing and perform this contractperforming the Contract; (2) The signing execution and performance of this contract Contract is based on the true intention of the Borrower’s true intention, and has obtained legal and valid effective authorization in accordance with the requirements of its articles of association or other internal management documents, and will not violate any agreement or contract agreements, contracts and other legal documents binding on the Borrower and other legal documents; the Borrower;The Borrower has obtained or will obtain all relevant approvals, licensespermits, filings filing or registrations registration required to sign for signing and perform this contractperforming the Contract; (3) All documents, financial statements, certificates vouchers and other materials information provided by the Borrower to the Lender under this contract the Contract are true, complete, accurate and valideffective; (4) The transaction background of the borrower’s Borrower's application to the lender to describe Lender for the business is true and legal, and does not involve such illegal purposes such as money laundering, terrorist financing, financing for the proliferation financing of weapons of mass destruction, tax evasion, evasion and fraud, etc., and the transaction does not involve violations of violate the sanctions imposed by the United Nations, China or and other Sanctions that the Lender considers applicablenational and international organizations; (5) The borrower has Borrower does not concealed conceal from the lender events Lender any event that may affect its and the guarantor’s financial status and ability to performperformance capability of the Borrower and the Guarantor; (6) The borrower Borrowers and the loan project projects meet the national environmental protection standards standards, and are not enterprises and projects with outstanding prominent energy consumption and pollution problems and weak rectification announced and identified by relevant departments of the relevant state departments and are State do not at risk of have energy consumption and pollutionpollution risks; (7) The / Other matters stated by the borrower.Borrower: /. 2. The borrower undertakes Borrower promises as follows: (1) Submit According to the requirements of the Lender, regularly or timely submit its financial statements (including but not limited to annual reports, quarterly reports and monthly reportsstatements) and other relevant materials information to the lender on a regular or timely basis in accordance with the requirements of the lender; the borrower ensures Lender;The Borrower shall ensure that it continues to meet the requirements of continuously meets the following financial indicatorsindex requirements: /;the asset-liability ratio of the Borrower shall not be higher than 70%. (2) If the Borrower has entered into or will sign enter into a counter-guarantee agreement or similar agreement with the guarantor Guarantor of this contract the Contract on its guaranty guarantee obligations, such agreement will not prejudice impair any rights of the Lender under this contract;the Contract. (3) Accept the lender’s 's credit inspection and supervision, and provide sufficient adequate assistance and cooperation; cooperation;If the borrower should Borrower pays independently, the Borrower shall regularly summarize and report the payment and use of loan funds according to the lender’s requirements. The requirements of the Lender, and the specific summary and report time for summary report is: /;every month. (4) If the borrower undergoes In case of merger, division, capital reduction, equity transfer, foreign external investment, substantial increase in debt financing, transfer of major assets and creditor’s rights, 's rights and other matters that may have an no adverse impact on the borrower’s solvencydebt paying ability of the Borrower, the borrower shall obtain the prior written consent of the lender; Lender shall be obtained. In case of any of the following circumstances, the borrower Borrower shall promptly notify the lenderLender in time: A. Changes in the articles of association, business scope, registered capital, capital and legal representative of the borrower or guarantor; B. To carry out any Any form of joint venturesoperation, joint ventures venture, cooperation with foreign companiesinvestors, cooperation, contracted managementcontractual operation, reorganization, restructuring, planned listing and other changes in business methodsthe mode of operation; C. Involved in major litigation or arbitration cases, or property or collateral is sealed upseized, seized or supervisedconserved, or a new guarantee security is placed on the collateral; D. Suspension of business, dissolution, liquidation, suspension of business for rectification, cancellationrevocation, cancellation revocation of business license, (being) filed application for bankruptcy, etc.); ▇. ▇▇▇▇▇▇▇▇▇▇▇▇E. Shareholders, directors and current senior executives involved in managers are suspected of major cases or economic disputes; ▇. ▇▇▇▇▇▇▇▇ defaults F. The Borrower has any event of default under other contracts; G. Business There are difficulties in operation and deterioration of financial conditions have deteriorated;conditions. (5) The Borrower’s priority in repaying the Lender’s debts is higher than that repayment of the Borrower’s 's debts to the Lender shall be prior to the borrowing of the Borrower's shareholders, and no less than that the similar debts of other creditors’ similar debts;creditors;In addition, the Borrower shall not repay the Borrower's shareholder's loan from the effective date of the Contract to the date when the principal and interest of the loan and relevant expenses under the Contract are paid off. (6) The borrower does Borrower shall not distribute dividends or bonuses to shareholders in any form when from the net profit after tax for effective date of the relevant fiscal year is zero or negative, or when Contract to the profit after tax is not sufficient to cover accumulated losses in previous fiscal years, or when the profit before tax is not used to settle the principal, settlement of loan principal and interest and relevant expenses payable by under the borrower in that fiscal year or when the profit before tax is not sufficient to settle the principal, interest and expenses in the next period;Contract. (7) The borrower does not dispose of its own assets in a way that reduces by reducing its solvency. And promise undertake that the total amount of its external guarantees is guaranty shall not higher than one time exceed 100% of its own net assets, and the total amount of external guarantees guaranty and the amount of individual guarantees do single guaranty shall not exceed the limit stipulated limits prescribed in its company’s articles of association;. (8) The borrower Borrower shall not transfer the loan funds under this contract the Contract to the account of the same name and the account of the related party, associated party except for the purpose agreed in this contract the Contract or with the consent of the lenderLender. For the transfer of the borrower's account of with the same name of the borrower or the transfer of the account of a related party, the borrower shall provide corresponding supporting materials;. (9) With regard respect to the loan under this contractthe Contract, the loan conditions provided by the Borrower to the Lender, such as guarantee conditions, loan interest rate pricing, pricing and debt repayment sequence and other loan conditions provided by the borrower to the lender sequence, shall not be lower than the conditions given those provided to any other financial institutions institution now or in the future;. (10) The lender Lender has the right voucher to withdraw the loan in advance according to the return of the borrower’s withdrawal of 's funds;. (11) Cooperate with lenders in conducting to conduct due diligencediligence payroll, cooperate in providing and updating information on customers customer and their beneficial ownersowner information, and provide background information on transactions;. (12) Other matters promised by the borrowerBorrower: /.

Appears in 1 contract

Sources: Loan Agreement (Pop Culture Group Co., LTD)