Proclamation and Commitment Sample Clauses

Proclamation and Commitment. 3.1 Each party hereby represents and warrants as follows: (a) The party is a legally established and existing company or an individual with full capacity for civil conduct, and has complete power and ability to sign and perform this Agreement and other documents related to this agreement required to achieve the purpose of this Agreement; (b) Such party has taken or will take all necessary actions to properly and effectively authorize the signing, delivery and performance of this Agreement and all other documents related to the transactions under this agreement, and such signing, delivery and performance does not violate any relevant laws, regulations and government regulations, and does not infringe the legitimate rights and interests of any third party 3.2 Party B and Party C jointly and separately declare and guarantee to Party A as follows: (a) Party B currently legally and effectively holds 100% of the equity of Party C. Party B’s acquisition and holding of the equity does not violate any laws and regulations or government decisions, nor does it violate the interests and rights of any third party; (b) Party C is a limited liability company duly established and validly existing in accordance with the laws of China, which has complete rights and behavioral capabilities, has the right to own, dispose and operate its assets and business, and to carry out its business which is currently in progress or planned. Party C has obtained all the licenses, qualification certificates or other governmental departments’ approval, approval, filing or registration procedures for all the business described in its business license; (c) Party C has not violated any relevant laws and regulations or government regulations since its establishment; (d) There is no security interest or any other third party rights in the equity of Party C held by Party B, unless otherwise agreed by both parties (e) This party has not omitted to provide Party A with any documents or information about Party C or its business that may affect its decision to enter into this Agreement; (f) Prior to the completion of the equity transfer, such party will not authorize or cause to be issued or promised to issue new equity in addition to the equity already issued on the date of signing this agreement by any act or omission, and will not change the registered capital or shareholder structure of Party C in any form