Further Commitment Clause Samples

Further Commitment. Following the date hereof, if Medarex provides to a third party a warranty or indemnity that the use of the Mice to make antigen-specific antibodies, or hybridoma cells producing such antigen-specific antibodies, will not (whether qualified by Medarex’s knowledge or not) infringe published PCT patent applications, then Medarex shall notify FibroGen and provide to FibroGen a further representation and warranty and/or indemnity comparable in scope to the warranty and/or indemnity provided to the third party, effective as of the date of such third party agreement.
Further Commitment. 7.1 Each party commits that it shall execute all the documents and take all the actions and measures required for a full implementation of this Agreement. 7.2 If this Agreement is terminated according to Article 4.3, all parties shall cooperate, and execute all the necessary documents and take all the necessary actions and measure to reinstate the equity to the status prior to execution of this Agreement.
Further Commitment. 6.1. All parties undertake to make every effort to implement or facilitate their affiliated shareholding entities to implement or cooperate with the group company in implementing matters related to this restructuring, including but not limited to: (i) handling and/or cooperating in handling domestic and foreign government procedures involved in this restructuring (including but not limited to Cui Jiaming’s capital increase in Huizhou Yipeng, WFOE’s acquisition of Huizhou Yipeng, foreign exchange registration for domestic residents’ return investment, foreign exchange registration for foreign direct investment in China, foreign investment information reporting, ODI procedures, etc.). L▇▇ ▇▇▇▇▇▇▇ and individual shareholders should complete the foreign exchange registration procedures for domestic residents’ overseas investment and financing and return investment through special purpose companies in accordance with the provisions of the “Notice of the State Administration of Foreign Exchange on Relevant Issues Concerning Foreign Exchange Management for Domestic Residents’ Overseas Investment and Financing through Special Purpose Companies” (“Document No. 37”); (ii) Sign documents related to this restructuring (including but not limited to stock warrants, share application letters signed by institutional shareholders or their affiliated shareholders to subscribe for shares of the Cayman Islands company, and the Cayman Islands company’s articles of association, etc.); (iii) vote in favor of and sign relevant resolution documents when voting on the matters related to this restructuring as stipulated in this agreement by the group company, and (iv) cooperate with regulatory authorities to provide and sign various documents as required. 6.2. All parties undertake to actively apply for and handle the procedures related to overseas investment and shareholding in this restructuring, and take all possible measures within a reasonable scope to avoid obstacles or delays in such domestic and foreign government procedures.
Further Commitment. During the Term, Mr. Forrest shall devote his full business time and best efforts to ▇▇▇ ▇▇▇▇▇▇ as Executive Chairman of Cosi.
Further Commitment. 9.1 Actual controllers, existing shareholders and/or the Company represent, warrant and agree that during the period from the date of signing of this Agreement to the Investor’s paying off for the Equity Transfer and Capital Increase , The Company will not take any of the following actions, unless otherwise specified by prior written consent from the Investor: (1) Amendment of the articles of association and other organizational documents, except the amendment of articles of association and other organization documents for the purpose of this transaction; (2) Major adjustment to the Company’s organization structure and management personnel ; Conclusion, termination or revision of contract for employment of directors or senior management personnel employment arrangements (except the renewal of existing agreements, or arrangements and / or promotion and salary raise during the period of employment; (3) Apart from main business, conclusion of any agreement or commitment which can involve the total price exceeding RMB 1 million yuan (or other currency of equivalent value), or that may result in any major change in the nature or scope of the Company's business; (4) Apart from main business, conclusion of any agreement, contract, arrangement or transaction which may have material adverse impact on the company. (5) Cancellation or waiver of third-party claims, including claim for compensation and creditor’s right; (6) Provide any loan to the third party, set any encumbrance based on all or part of the Company's shares, assets, income or equity, or allow any encumbrance by taking any third party as the beneficiary; (7) The Company’s borrowings from financial institution or other third party exceeding RMB 1 million yuan (or other currency of equivalent value), or other forms of financing; (8) Direct or indirect sale, lease, transfer or otherwise dispose of the Company's major assets and business through one or more or a series of transactions (no matter if they are connected transaction); (9) Render service to any customer in accordance with more preferential terms and conditions, or participate in any obviously unfair business practices or any transactions that may damage the interests of the Company; (10) Amendment of the Company's accounting methods, policies / principles, and financial accounting rules and regulations etc., (except the revision in accordance with China GAAP and applicable laws); (11) Mergers and acquisitions, investment in any company by shares...
Further Commitment. Each party shall further execute reasonably required documents and take reasonably required actions so as to ensure the effective completion of the equity transfer under the agreement.

Related to Further Commitment

  • Other Commitments (1) If provisions in the legislation of either Contracting Party or rules of international law entitle investments by investors of the other Contracting Party to treatment more favourable than is provided for by this Agreement, such provisions shall to the extent that they are more favourable prevail over this Agreement. (2) Each Contracting Party shall observe any obligation it has assumed with regard to investments in its territory by investors of the other Contracting Party.

  • The Commitment Subject to the terms and conditions of this Agreement, Lender agrees to make term loans to Borrower from time to time from the Closing Date and to, but not including, the Termination Date in an aggregate principal amount not exceeding the Commitment. The Commitment is not a revolving credit commitment, and Borrower does not have the right to repay and reborrow hereunder. Each Loan requested by Borrower to be made on a single Business Day shall be for a minimum principal amount set forth in the Supplement, except to the extent the remaining Commitment is a lesser amount.

  • The Commitments (a) Subject to and upon the terms and conditions set forth herein, each Lender severally agrees to make on and after the first Initial Borrowing Date and prior to the Commitment Termination Date and at the times specified in Section 2.02 term loans to the Borrower (each a “Loan” and collectively the “Loans”), which Loans (i) shall bear interest in accordance with Section 2.06, (ii) shall be denominated and repayable in Dollars, (iii) shall be disbursed on any Borrowing Date, (iv) disbursed on any Borrowing Date shall not exceed on such Borrowing Date for all Lenders the Dollar Equivalent of the maximum available amount for such Borrowing Date as set forth in Section 2.02, (v) disbursed on any Borrowing Date shall not exceed for any Lender the Dollar Equivalent of the Commitment of such Lender on such Borrowing Date, (vi) disbursed on any Borrowing Date shall not exceed the Dollar Availability on any such Borrowing Date and (vii) shall not in the aggregate exceed the Dollar Maximum Amount. (b) Loans disbursed to indirectly fund installments and delivery payments to the Yard in respect of (x) Vessel 1 together with 50% of the Loans disbursed to fund payments of the Hermes Premium hereunder shall be herein referred to as “Tranche A Loans” and (y) Vessel 2 together with 50% of the Loans disbursed to fund payments of the Hermes Premium hereunder shall be herein referred to as “Tranche B Loans”.

  • Commitment to Lend (a) Subject to the terms and conditions set forth in this Credit Agreement, each of the Lenders severally agrees to lend to the Borrower and the Borrower may borrow, repay, and reborrow from time to time from the Closing Date up to but not including the Revolving Credit Loan Maturity Date upon notice by the Borrower to the Administrative Agent given in accordance with Section 2.6, such sums as are requested by the Borrower up to a maximum aggregate amount outstanding (after giving effect to all amounts requested) at any one time equal to such Lender's Commitment minus such Lender's Commitment Percentage of the sum of the Maximum Drawing Amount and all Unpaid Reimbursement Obligations, provided that the sum of the outstanding amount of the Revolving Credit Loans (after giving effect to all amounts requested), including the Swing Line Loans, plus the Maximum Drawing Amount and all Unpaid Reimbursement Obligations shall not at any time exceed the Total Commitment at such time. The Revolving Credit Loans shall be made pro rata in accordance with each Lender's Commitment Percentage. Each request for a Revolving Credit Loan hereunder shall constitute a representation and warranty by the Borrower that the conditions set forth in Section 11 and Section 12, in the case of the initial Revolving Credit Loans to be made on the Closing Date, and Section 12, in the case of all other Revolving Credit Loans, have been satisfied on the date of such request.

  • Contracts and Other Commitments The Company does not have and is not bound by any contract, agreement, lease, commitment, or proposed transaction, judgment, order, writ or decree, written or oral, absolute or contingent, other than (i) contracts for the purchase of supplies and services that were entered into in the ordinary course of business and that do not involve more than $50,000, and do not extend for more than one (1) year beyond the date hereof, (ii) sales contracts entered into in the ordinary course of business, and (iii) contracts terminable at will by the Company on no more than thirty (30) days' notice without cost or liability to the Company and that do not involve any employment or consulting arrangement and are not material to the conduct of the Company's business. For the purpose of this paragraph, employment and consulting contracts and contracts with labor unions, and license agreements and any other agreements relating to the Company's acquisition or disposition of patent, copyright, trade secret or other proprietary rights or technology (other than standard end-user license agreements) shall not be considered to be contracts entered into in the ordinary course of business.