Profit Guarantee. 7.1 For the purpose of assuring to the Purchaser the full benefit of the business and goodwill of the Sale Shares, and as part of the inducement to the Purchaser entering into this Agreement, the Vendors jointly and severally covenant with and undertake to the Purchaser that the Group PXX for the three consecutive financial years following the Completion Date shall be as follows:
Profit Guarantee. 2.1 Delete Article 6.1 of the Sale and Purchase Agreement (as amended by the Supplementary Agreement) and replace it with the following new Article 6.1:
Profit Guarantee. The Vendor and the Company have agreed to amend the Guaranteed Period as set out in the paragraph headed “Profit guarantee” under the section headed “(I) SALE AND PURCHASE AGREEMENT” in the announcement dated 18 October 2017 with amendments such that the Vendor shall warrant to the Company that the Guaranteed Profits for the respective Guaranteed Period shall not be less than:
Profit Guarantee. The Vendor has irrevocably warranted and undertaken that the after-tax net profit of the Target Company for the year ending 31 December 2018 (the “2018 Actual Profits”) shall be not less than RMB10,000,000 (equivalent to approximately HK$11,875,000) (the “2018 Profit Guarantee”) and the after-tax net profit of the Target Company for the year ending 31 December 2019 (the “2019 Actual Profits”) shall be not less than RMB12,000,000 (equivalent to approximately HK$14,250,000) (the “2019 Profit Guarantee”, together with the 2018 Profit Guarantee, the “Profit Guarantee”). As security for the performance of the obligations of the Vendor under the Profit Guarantee, the Vendor shall deposit in aggregate RMB12,000,000 (equivalent to approximately HK$14,250,000) to the Purchaser on the Completion Date, comprising:
Profit Guarantee. 9.1 For the purpose of this Clause 9,
Profit Guarantee. (a) Each of the Warrantors hereof jointly and severally undertakes and guarantees to achieve at least one of the following goals, (i) the E-Dictionary Business Profit Guarantee shall reach the amount of Renminbi 80 million, or (ii) the net operating profit after tax of the Company’s Main Business in year 2004 (“Main Business Profit Guarantee”) shall reach the amount of Renminbi 90 million. This Clause 6.11 shall be deemed to be fulfilled and completed if the Company achieves the goal setting out in either (i) or (ii) hereof.
Profit Guarantee. The Vendors have provided a profit guarantee that Index Group will achieve a Net Profit Before Tax (the “NPBT“) of at least S$1,500,000 for financial period from 1 July 2011 to 30 June 2012 (“FP2012”) as ascertained from the FP2012 Audited Accounts. In the event that Index Group does not achieve an NPBT of at least S$1,500,000 for FP2012 due to whatsoever reason, the Vendors will refund to the Company a sum equivalent to the shortfall from the profit warranty calculated as follows: 60% x (S$1,500,000 less the actual NPBT achieved for FP2012)
Profit Guarantee. The Vendors undertake to the Company that the net profits of the current operations of the Target Company and its existing subsidiaries that operate in natural gas related projects (“Guaranteed Profit”) as shown in their audited accounts, under Hong Kong/International Financial Reporting Standards, for each of the six years ending 31 December 2016 (together the “Guaranteed Period”) shall not be less than:
Profit Guarantee. 8.1 In consideration of the Purchaser’s agreement to enter into this Agreement, each of the Vendors and the Guarantors hereby irrevocably and unconditionally guarantees jointly and severally to the Purchaser that the Net Profit for the Guarantee Period as shown in the audited consolidated financial statements of the Group ending such date shall not be less than the Guaranteed Net Profit. If the Net Profit is less than the Guaranteed Net Profit, then the Vendors and the Guarantors shall jointly and severally pay to the Purchaser in cash within fourteen (14) calendar days after the delivery of the audited consolidated financial statements of the Group aforesaid an amount calculated as follows: Amount payable to the Purchaser = (Guaranteed Net Profit – Net Profit) x 40% PROVIDED THAT the aforesaid amount shall be rounded up to the nearest whole dollar.
Profit Guarantee. (i) GLN undertakes to procure that the actual net profit before tax as reflected in the accounts of Marquis, excluding non-recurring, one-off or other extraordinary items and any gain arising from the sale of Duchess by the Company, and adding back the depreciation for all fixed assets of Marquis (other than the depreciation of the Property) for the financial periods from 1 December 2015 to 30 November 2016 and from 1 December 2016 to 30 November 2017 (the “Actual NPBT”) shall not be less than the total sum of S$2,800,000 (the “Target NPBT”), as ascertained from the audited financial statements of Marquis for its financial periods from 1 December 2015 to 30 November 2016 and from 1 December 2016 to 30 November 2017 respectively (the “Audited Accounts”).
