Common use of Before Party Clause in Contracts

Before Party. A (or its designated third parties) exercises the option and acquires 100% equity interest or assets of Beijing Technology, each of Party B undertakes to: (a) immediately notify Party A in writing of any action, arbitration or administrative proceedings in respect of the equity owned by Party A that has occurred or may occur, or any circumstance that may have any adverse effect on such equity interest; (b) cause the shareholders meeting of Beijing Technology to approve any transfer of equity interests purchased under this Agreement, cause Beijing Technology to modify its Articles of Association to reflect the transfer of equity from Party B to Party A and/or its designated third parties, as well as other changes as set out herein, and immediately apply to competent authority of China for approval (as may be required by the law) and registration of changes, and cause Beijing Technology to approve the appointment of any persons assigned by Party A and/or its designated third parties as new directors and new legal representative via shareholders meetings; (c) execute all necessary or appropriate documents, take all necessary or appropriate actions and bring all necessary charges or and provide necessary and appropriate defense against all claims for the purpose of maintaining its legitimate and valid ownership in respect of its equity interest; (d) as required by Party A from time to time, unconditionally and immediately transfer its equity interest to any third party as designated by Party A, and waive its right of first refusal in relation to said equity transfer by another existing shareholder; and (e) comply with this Agreement and any other contracts as executed by and between Party A and Party B individually or jointly in all respects, effectively perform all obligations under such contracts, and refrain from any acts/omissions suffice to affect the validity and enforceability of this Agreement.

Before Party. A (or its any third party designated third partiesby Party A) exercises the option and acquires 100% equity interest or assets of Beijing TechnologyParty C by exercising the option, each of Party B undertakes to: (a) immediately notify Party A in writing of any actionlitigation, arbitration or administrative proceedings in respect of the equity interest owned by Party A that has occurred or may occur, or any circumstance that which may have any adverse effect on such equity interest; (b) cause the shareholders meeting procure approval of Beijing Technology to approve any transfer of equity interests interest purchased under this AgreementAgreement at a shareholders meeting of Party C, cause Beijing Technology procure Party C to modify its Articles articles of Association to reflect the association reflecting transfer of equity interest from Party B to Party A and/or its any third party designated third parties, as well as by Party A and any other changes as change set out herein, and immediately apply to competent authority of China for approval (as may be if required by the law) and re-registration of changeswith competent PRC authority, and cause Beijing Technology to approve the appointment procure approval by Party C of any persons assigned person nominated by Party A and/or any third party designated by Party A as its designated third parties as new directors director and new legal representative via at its shareholders meetingsmeeting; (c) execute all necessary or appropriate documents, take all necessary or appropriate actions and bring all necessary charges or and provide necessary and appropriate defense against all claims claims, for the purpose of maintaining to maintain its legitimate and valid ownership in respect of its equity interest; (d) as required by at request from Party A from time to time, unconditionally and immediately transfer its equity interest to any third party as designated by Party A, and waive its right of first refusal in relation to said equity transfer by another existing shareholder; and (e) comply with this Agreement and any other contracts agreements as executed by and between Party A and each of Party B individually or jointly in all respectsB, effectively perform all obligations under such contractsagreements, and refrain from not take any acts/omissions suffice which is sufficient to affect the validity and enforceability of this Agreement.

Before Party. A (or its designated third parties) exercises the option and acquires 100% equity interest or assets of Beijing TechnologyFL MOBILE, each of Party B undertakes to: (a) immediately notify Party A in writing of any action, arbitration or administrative proceedings in respect of the equity owned by Party A that has occurred or may occur, or any circumstance that may have any adverse effect on such equity interest; (b) cause the shareholders meeting of Beijing Technology FL MOBILE to approve any transfer of equity interests purchased under this Agreement, cause Beijing Technology FL MOBILE to modify its Articles of Association to reflect the transfer of equity stock from Party B to Party A and/or its designated third parties, as well as other changes as set out herein, and immediately apply to competent authority of China for approval (as may be required by the law) and registration of changes, and cause Beijing Technology A to approve the appointment of any persons assigned by Party A and/or its designated third parties as new directors and new legal representative via shareholders meetings; (c) execute all necessary or appropriate documents, take all necessary or appropriate actions and bring all necessary charges and or and provide necessary and appropriate defense against all claims for the purpose of maintaining its legitimate and valid ownership in respect of its equity interest; (d) as required by Party A from time to time, unconditionally and immediately transfer its equity interest to any third party as designated by Party A, and waive its right of first refusal in relation to said equity transfer Stock Transfer by another existing shareholder; and (e) comply with this Agreement and any other contracts as executed by and between Party A and Party B individually or jointly in all respects, effectively perform all obligations under such contracts, and refrain from any acts/omissions suffice to affect the validity and enforceability of this Agreement.

Before Party. A (or its a third party designated third partiesby Party A) exercises the option its Option and acquires 100% equity interest or assets of Beijing Technology, each obtains all of Party B undertakes toD’s Equity or assets, the Grantors undertake to Party A as follows: (a) immediately To forthwith notify Party A in writing of any actionsuits, arbitration arbitrations or administrative proceedings in respect of the equity owned by Party A that has occurred have arisen or may occurarise in relation to the Equity, or of any circumstance circumstances that may have any adverse effect on such equity interestEquity; (b) To cause the shareholders shareholders’ meeting of Beijing Technology Party D to examine and approve any transfer the assignment of equity interests the purchased under Equity specified in this Agreement, to cause Beijing Technology Party D to modify amend its Articles articles of Association to reflect association for reflecting the transfer assignment of equity from Party B the Equity to Party A and/or its a third party designated third partiesby Party A from the Grantors and reflecting other amendments specified in this Agreement, as well as other to apply to relevant competent authorities of the PRC for approving and completing the registration changes as set out herein(if required by law), and immediately apply to competent authority cause the shareholders’ meeting of China for approval (as may be required by the law) and registration of changes, and cause Beijing Technology Party D to approve the appointment of any and appoint such persons assigned as designated by Party A and/or its a third party designated third parties by Party A as the new directors and new legal representative via shareholders meetingsrepresentative; (c) execute In order to keep their lawful and effective ownership over the Equity, to enter into all necessary or appropriate documentsdocuments as necessary, to take all necessary or appropriate actions and bring actions, to institute all necessary charges or appropriate actions, and provide necessary and to defend any claims in an appropriate defense against all claims for the purpose of maintaining its legitimate and valid ownership in respect of its equity interestmanner; (d) as required by Party A from time to time, To forthwith and unconditionally and immediately transfer its equity interest assign the Equity to any third party as designated by Party A, and waive its right A at the request of first refusal in relation to said equity transfer by another existing shareholderParty A at any time; andor (e) comply with To strictly abide by this Agreement and any other contracts as executed collectively or individually entered into by and between among Party A B, Party C and Party B individually or jointly in all respectsA, effectively to duly perform all their obligations under this Agreement and such contracts, and refrain from not to take any acts/omissions suffice to action or omission that may materially affect the validity and enforceability of this AgreementAgreement and such contracts.