NEW MASTER AGREEMENTS FOR CONTINUING CONNECTED TRANSACTIONS Sample Clauses

NEW MASTER AGREEMENTS FOR CONTINUING CONNECTED TRANSACTIONS. Reference is made to the announcement of the Company dated 30 August 2012 in relation to among others, the Existing Corn Starch Master Purchase Agreement and the Existing Utilities Master Supply Agreement, and the announcements of the Company dated 31 March 2014 and 31 March 2015, respectively, in relation to among others, the suspension and relocation of production operation of the Group at Luyuan District in Changchun. The Existing Corn Starch Master Purchase Agreement and the Existing Utilities Master Supply Agreement expired on 31 December 2015. As it is expected that members of the Group in Changchun will gradually resume the production of downstream products, the provision and supply of electricity, water, steam and wastewater treatment services and the supply of corn starch by the GBT Group for the production facilities of the Group in Changchun would be required. It is also expected that, after the relocation of the production facilities of the Group to the Xinglongshan Site, the Group continue to utilise the electricity, water, steam and wastewater treatment facilities of the production facilities of the GBT Group there (which are adjacent to that of the Group) and can continue to source corn starch from the GBT Group. In addition, members of the Group may also purchase corn starch (either in powder or slurry form) from the GBT Group as one of its principal production materials for the Group’s production. As such, the Company (for itself and as trustee for the benefit of other members of the Group) will enter into the New Corn Starch Master Purchase Agreement and the New Utilities Master Supply Agreement with GBT (for itself and as trustee for the benefit of other members of the GBT Group) on and with effect from the date of approval by the Independent Shareholders at the EGM to 31 December 2018. In addition, as the GBT Group has not set up any sales office in the Huadong Region while the Group has established an experienced sales team in the Huadong Region, it is commercially desirable for the GBT Group to market and sell its Lysine and Other Products in the Huadong Region utilizing the established sales team of the Group as the GBT Group would be able to benefit from higher efficiency and transparency in its sales operation. As such, GBT (for itself and as trustee for the benefit of other members of the GBT Group) will enter into the Master Sales Agreement with the Company (for itself and as trustee for the benefit of other members of the Group)...
Sample 1
AutoNDA by SimpleDocs
NEW MASTER AGREEMENTS FOR CONTINUING CONNECTED TRANSACTIONS. Reference is made to the announcement of the Company dated 20 April 2009 in relation to the Existing Master Agreements. Pursuant to the Existing Master Agreements, the Group has been supplying corn sweeteners to the GBT Group and the GBT Group has been supplying corn starch and utilities services to the Group. The Existing Master Agreements will expire on 31 December 2012. As it is expected that the Group will continue to supply corn sweeteners to the GBT Group after the expiry of the Existing Corn Sweeteners Master Sales Agreement on 31 December 2012, and members of the Group which have or will have their production facilities established in Changchun, the PRC will continue to require the provision and supply of electricity, water, steam and wastewater treatment services and the supply of corn starch by the GBT Group after the expiry of the Existing Utilities Master Supply Agreement and the Existing Corn Starch Master Purchase Agreement on 31 December 2012, the Group has entered into the New Master Agreements with the GBT Group with effect from 1 January 2013, details of which are set out below.
Sample 1
NEW MASTER AGREEMENTS FOR CONTINUING CONNECTED TRANSACTIONS. Reference is made to the prospectus of the Company dated 9 December 2016 in relation to, among others, the Prior Master Processing Agreement and the Prior Master Purchase Agreement. Steel beams, which may be produced through processing steel billets, are used by the Group as raw materials or semi-finished products for production of baffles, fish plates and iron plates, being three of the parts and components of the Group’s rail fastening system products. The Prior Master Processing Agreement and the Prior Master Purchase Agreement had expired on 31 July 2018. The Company intends to continue to procure steel billet processing services from Longji or, where the Company considers appropriate taking into account, among others, any unexpected increase in demand for steel beams, the procurement costs of steel billets and/ or the Group’s inventory of steel billets, the Company may purchase steel beams from Longji directly, so as to take advantage of the proximity of the relevant facilities of Longji with the Group’s premises and the lower quotations offered by Xxxxxx as compared to those offered by Independent Third Parties suppliers. As such, on 28 August 2018, Xxxxxx as supplier and the Company as customer entered into the New Master Processing Agreement in relation to the supply of processing services in respect of steel billets by Xxxxxx to the Company for the term from 1 August 2018 to 31 December 2020, and the New Master Purchase Agreement in relation to the supply of steel beams by Xxxxxx to the Company for the term from 1 August 2018 to 31 December 2020.
Sample 1

Related to NEW MASTER AGREEMENTS FOR CONTINUING CONNECTED TRANSACTIONS

  • CONTINUING CONNECTED TRANSACTIONS RENTAL AGREEMENTS On 11 January 2012, Xinhua Company, as the tenant, entered into the First Rental Agreement to lease from Hua Xin Weaving the First Properties. On the same date, Xinhua Company, as the tenant, entered into the Second Rental Agreement and the Third Rental Agreement to lease from Hua Xin Plastic the Second Properties and the Third Property respectively. On 11 January 2012, Xinhua Company, as the landlord, entered into the Supplemental Rental Agreement with Xxx Xxx Xxxxxxx to amend the 2011 Rental Agreement. Details of the 2011 Rental Agreement are set out in the announcement of the Company dated 16 March 2011. Since Xxx Xxx Xxxxxxx is ultimately wholly-owned by Chim Wai Kong and Xxxx Xxx Xxxxx Xxxxxxx, both being the executive Directors and the controlling shareholders of the Company, and Xxx Xxx Plastic is wholly-owned by Xxxx Xxx Xxxx, an executive Director and controlling shareholder of the Company, Xxx Xxx Xxxxxxx and Xxx Xxx Plastic are connected persons of the Company under Chapter 14A of the Listing Rules and therefore the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement constitute continuing connected transactions of the Company under the Listing Rules. Since the applicable percentages ratios (as defined in the Listing Rules) for the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement (in aggregate) on an annual basis are less than 5%, the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement are subject to the annual review, reporting and announcement requirements of the Listing Rules and are exempt from the independent shareholders’ approval requirements under the Listing Rules. Since Xxx Xxx Xxxxxxx is a connected person of the Company under Chapter 14A of the Listing Rules, the Supplemental Rental Agreement constitutes a continuing connected transaction of the Company. Since the applicable percentages ratios (as defined in the Listing Rules) for the 2011 Rental Agreement (as amended by the Supplemental Rental Agreement) on an annual basis are less than 5%, the 2011 Rental Agreement (as amended by the Supplemental Rental Agreement) is subject to the annual review, reporting and announcement requirements of the Listing Rules and is exempt from the independent shareholders’ approval requirements under the Listing Rules. RENTAL AGREEMENTS ENTERED INTO WITH CONNECTED PERSONS WHERE THE GROUP IS A TENANT Major terms of the rental agreements On 11 January 2012, Xinhua Company, as tenant, entered into the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement. Details of these rental agreements are set out as below: The rental agreement Date Landlord Tenant Properties Term Monthly rental Payment term Other terms The First Rental Agreement 11 January 2012 Xxx Xxx Xxxxxxx Xinhua Company The First Properties comprise three buildings with an aggregate floor area of approximately 7,059.41 sq.m. 36 months commencing from 1 January 2012 RMB70,594.10 (exclusive of water and electricity charges) The monthly rental is to be paid by Xinhua Company to Hua Xin Weaving in arrears on a monthly basis Any party may terminate the First Rental Agreement by two months’ notice in advance The Second Rental Agreement 11 January Hua Xin Plastic Xinhua Company The Second Properties comprise two buildings with an aggregate floor area of approximately 3,374.16 sq.m. 36 months commencing from 1 January 2012 RMB46,103.50 (exclusive of water and electricity charges) The monthly rental is to be paid by Xinhua Company to Hua Xin Plastic in arrears on a monthly basis Any party may terminate the Second Rental Agreement by two months’ notice in advance The Third Rental Agreement 11 January Hua Xin Plastic Xinhua Company The Third Property comprises one building with a floor area of approximately 7,700.58 sq.m. 3 years commencing from 1 January 2012 RMB70,000 The monthly rental is to be paid by Xinhua Company to Hua Xin Plastic in arrears on a monthly basis Any party may terminate the Third Rental Agreement by two months’ notice in advance The annual caps Based on the monthly rentals payable by Xinhua Company under the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement, the Directors expect the total annual rentals payable by Xinhua Company under each of the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement for the three years ending 31 December 2014 will not exceed the respective maximum annual caps as below: For each of the three years ending 31 December 2012, 2013 and 2014 Estimated maximum annual cap for the First Rental Agreement RMB847,129.20 (exclusive of water and electricity charges) Estimated maximum annual cap for the Second Rental Agreement RMB553,242.00 (exclusive of water and electricity charges) Estimated maximum annual cap for the Third Rental Agreement RMB840,000,00 The Listing Rules implications Xinhua Company is company established in the PRC and is a wholly-owned subsidiary of the Company. Xxx Xxx Xxxxxxx is ultimately owned as to approximately 99.75% by Chim Wai Kong and 0.25% by Xxxx Xxx Xxxxx Xxxxxxx, both being executive Directors and controlling shareholders of the Company. Xxx Xxx Plastic is ultimately wholly-owned by Xxxx Xxx Xxxx, an executive Director and controlling shareholder of the Company. Therefore, Xxx Xxx Xxxxxxx and Hua Xin Plastic are connected persons of the Company within the meaning of Rule 14A.11 of the Listing Rules. Accordingly, the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement constitute continuing connected transactions of the Company under the Listing Rules. Since the applicable percentages ratios (as defined in the Listing Rules) for the rentals of the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement (in aggregate) on an annual basis are less than 5%, pursuant to Rule 14A.34(1) of the Listing Rules, the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement are subject to the annual review, reporting and announcement requirements and are exempted from the independent shareholders’ approval requirements under the Listing Rules. Details of the First Rental Agreement, the Second Rental Agreement and the Third Rental Agreement will be included in the annual report and accounts of the Company in accordance with Rule 14A.46 of the Listing Rules. RENTAL AGREEMENT ENTERED INTO WITH CONNECTED PERSONS WHERE THE GROUP IS A LANDLORD Major terms of the rental agreement On 11 January 2012, Xinhua Company and Xxx Xxx Xxxxxxx entered into the Supplemental Rental Agreement to amend the terms of the 2011 Rental Agreement. Further details of the 2011 Rental Agreement are set out in the announcement of the Company dated 16 March 2011. Details of the Supplemental Rental Agreement are as follows: Date 11 January 2012 Parties Landlord: Xinhua Company Tenant: Xxx Xxx Xxxxxxx The 2011 Properties Xinhua Company agreed to reduce the rental area of the 2011 Properties leased to Xxx Xxx Xxxxxxx under the 2011 Rental Agreement from 20,290.68 sq.m. to 15,351.84 sq.m. with effect from 1 January 2012. The monthly rental The monthly rental payable by Xxx Xxx Xxxxxxx under the 2011 Rental Agreement will be reduced from RMB223,197.48 (exclusive of other outgoings) to RMB168,870.24 (exclusive of other outgoings) accordingly.

  • Contractor Certification regarding Business with Certain Countries and Organizations Pursuant to Subchapter F, Chapter 2252, Texas Government Code], Contractor certifies Contractor is not engaged in business with Iran, Sudan, or a foreign terrorist organization. Contractor acknowledges this Agreement may be terminated and payment withheld if this certification is inaccurate.

  • Indemnity for Underlying Sales and Supplemental Agreements Vendor shall be solely responsible for any customer claims or any disputes arising out of TIPS Sales or any Supplemental Agreement as if sold in the open-market. The Parties agree that TIPS shall not be liable for any claims arising out of Vendor’s TIPS Sales or Supplemental Agreements, including but not limited to: allegations of product defect or insufficiency, allegations of service defect or insufficiency, allegations regarding delivery defect or insufficiency, allegations of fraud or misrepresentation, allegations regarding pricing or amounts owed for TIPS sales, and/or allegations regarding payment, over-payment, under-payment, or non-payment for TIPS Sales. Payment/Drafting, overpayment/over-drafting, under- payment/under-drafting, or non-payment for TIPS Sales between customer and Vendor and inspections, rejections, or acceptance of such purchases shall be the exclusive respective obligations of Vendor/Customer, and disputes shall be handled in accordance with the terms of the underlying Supplemental Agreement(s) entered into between Vendor and Customer. Vendor acknowledges that TIPS is not a dealer, subcontractor, agent, or reseller of Vendor’s goods and services and shall not be responsible for any claims arising out of alleged insufficiencies or defects in Vendor’s goods and services, should any arise.

  • Certification Regarding Business with Certain Countries and Organizations Pursuant to Subchapter F, Chapter 2252, Texas Government Code, PROVIDER certifies it is not engaged in business with Iran, Sudan, or a foreign terrorist organization. PROVIDER acknowledges this Purchase Order may be terminated if this certification is or becomes inaccurate.

  • CERTIFICATION REGARDING CERTAIN FOREIGN-OWNED COMPANIES IN CONNECTION WITH CRITICAL INFRASTRUCTURE (Texas law as of September 1, 2021) By submitting a proposal to this Solicitation, you certify that you agree to the following required by Texas law as of September 1, 2021: Proposing Company is prohibited from entering into a contract or other agreement relating to critical infrastructure that would grant to the company direct or remote access to or control of critical infrastructure in this state, excluding access specifically allowed by the Proposing Company for product warranty and support purposes. Company, certifies that neither it nor its parent company nor any affiliate of company or its parent company, is (1) owned by or the majority of stock or other ownership interest of the company is held or controlled by individuals who are citizens of China, Iran, North Korea, Russia, or a designated country; (2) a company or other entity, including governmental entity, that is owned or controlled by citizens of or is directly controlled by the government of China, Iran, North Korea, Russia, or a designated country; or (3) headquartered in China, Iran, North Korea, Russia, or a designated country. For purposes of this contract, “critical infrastructure” means “a communication infrastructure system, cybersecurity system, electric grid, hazardous waste treatment system, or water treatment facility.” See Tex. Gov’t Code § 2274.0101(2) of SB 1226 (87th leg.). The company verifies and certifies that company will not grant direct or remote access to or control of critical infrastructure, except for product warranty and support purposes, to prohibited individuals, companies, or entities, including governmental entities, owned, controlled, or headquartered in China, Iran, North Korea, Russia, or a designated country, as determined by the Governor.

  • Certification for Federal-Aid Contracts Lobbying Activities A. The CONSULTANT certifies, by signing and submitting this Contract, to the best of its knowledge and belief after diligent inquiry, and other than as disclosed in writing to the LPA prior to or contemporaneously with the execution and delivery of this Contract by the CONSULTANT, the CONSULTANT has complied with Section 1352, Title 31, U.S. Code, and specifically, that:

  • Rules of Competition Concerning Undertakings 1. The following are incompatible with the proper functioning of this Agreement in so far as they may affect trade between the Parties:

  • Liability for all card transactions Subject to clause 9.3, you are liable for all card transactions effected by the use of the card at an ATM whether with or without your knowledge or authority, save in the case of our or our employees’ fraud, gross negligence or wilful default.

  • Our Liability for Failure to Complete Transactions If we do not properly complete a transaction from your Card on time or in the correct amount according to our Agreement with you, we will be liable for your losses or damages. However, there are some exceptions. We will not be liable, for instance:

  • Service Jointly Provisioned with an Independent Company or Competitive Local Exchange Company Areas 4.5.1 BellSouth will in some instances provision resold services in accordance with the General Subscriber Services Tariff and Private Line Tariffs jointly with an Independent Company or other Competitive Local Exchange Carrier.

Time is Money Join Law Insider Premium to draft better contracts faster.