Warranties of Party A Clause Samples

The 'Warranties of Party A' clause sets out specific assurances or guarantees that Party A makes to the other party in a contract. These warranties typically cover matters such as Party A's authority to enter into the agreement, the accuracy of information provided, and compliance with relevant laws or regulations. For example, Party A might warrant that it owns the intellectual property being licensed or that it is not subject to any legal restrictions that would prevent fulfillment of its obligations. The core function of this clause is to allocate risk by holding Party A accountable for certain representations, thereby protecting the other party from losses arising from false or misleading statements.
Warranties of Party A. (a) In case Party B invests and constructs the Project according to this Agreement, Party A agrees to reserve the land for the second phase construction of this Project (about 130 Mu) for Party B and to provide such land to Party B on the basis of the unit price of the land used for the first phase construction of the Project, i.e. RMB 48,000/Mu. After Party B starts the construction of the land used for the first phase of the Project, Party A shall apply for the use right of the land to be used for the second phase construction of the Project. The location and price of such land shall be reserved till December, 2008. In case Party B fails to requisition the land and construct it within the planned geographic scopes or within such time limit, the location and price of the land shall not be reserved according the aforesaid stipulation. However, considering such land is reserved according to the prices agreed under this Agreement, in case such land is to be arranged through price listing and government industrial development fund, Party A shall provide partial capital support. If Party A fails to provide such capital support, the period of reserving such land shall be extended till October, 2009; (b) Party A shall complete the relevant administrative procedures for Party B to station the Project into the Industrial Park within 20 working days after Party B has paid the land requisition fees in full amounts. Party A shall also coordinate to solve the relevant problems arising from the land requisition to ensure that Party B could start the construction as planned. Party B shall station into the Industrial Park to start the construction 20 working days after payment of the land requisition fees; (c) Party B is entitled to the favorable policies on the parts of value-added tax and income tax which are reserved by the local authorities (three-year tax holiday followed by two-year 50% reduction) according to Circular ▇▇▇▇ ▇▇ [2006] No.1; (d) Party A shall be liable for compensation and relocation of people who live on the land and assisting Party B in the preparation of the construction of the Project, including, but not limited to project proposal, state-owned land use right approval; (e) Party A warrants that it will provide access of water, electricity and sewer facilities to the Project in the Industrial Park, but establishment of those facilities within the boundary of the land used for the Project shall be borne by Party B; (f) Party A shall be responsible ...
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Warranties of Party A. Party A represents and warrants to Party B on the date of Transfer for each REC, that such REC complies with any Applicable Program for which the REC is specified as so complying, and on the date of Transfer for each REC that: (i) Party A has good and marketable title to such REC; (ii) Party A has not sold the REC or any Environmental Attribute of the REC to be transferred to Party B to any other person or entity; (iii) all right, title and interest in and to such REC are free and clear of any liens, taxes, claims, security interests or other encumbrances except for any right or interest by any entity claiming through Party B; (iv) the REC is separate from the electric energy generated by the renewable energy facility, unless otherwise specified by the Parties.
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Warranties of Party A. 8.2.1 Party A guarantees to periodically submit its financial statements to (including but not limited to annual, quarterly and monthly report) to Party B. 8.2.2 Party A guarantees to accept and actively cooperate with the Lender's check and supervision on its credit standing, production and operation and financial activities. 8.2.3 If Party A has signed any counter-guaranty agreement or similar agreements, the agreements shall not prejudice any rights of Party B under this Agreement. 8.2.4 Timely notice should be sent to Party B if Party A will experience the change of operational mode including but not limited to merger, division, jointly operation, cooperation with foreign investors, contracting, reconstruction, reorganization, IPO plan, decrease of registered capital, transfer of significant assets and stock, undertaking significant debt, setting up new debt on the security, or the security is subject to seizure, or Party A is dissolved, revoked, applying for or applied for bankruptcy, or Party A is involved in any material economic dispute, litigation or arbitration, or other events that may cause an adverse impact on Party A’s or the guarantor’s financial condition or ability to implement the Agreement. 8.2.5 Party A undertakes not to distribute any dividend or profit in any form during the term of the credit facility. 8.2.6 Any issue that is not covered by this Agreement shall be governed by the related stipulation and business practice of Party B.
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Warranties of Party A. 1. Party A is a PRC legal person duly incorporated under the laws of the People’s Republic of China, having the capacities for civil right and conduct necessary for its execution and performance of this Agreement and the ability to assume civil liabilities independently. 2. All documents, statements and representations relating to the loan provided by Party A are legal, true, accurate and complete.
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Warranties of Party A. 1. Party A undertakes to Party B that the equity interest in the Company transferred to Party B was genuinely funded by Party A. Party A is the legal and beneficial owner of the equity interest and has the right to dispose such equity interest at its sole discretion. The equity interest transferred by Party A is free from any charge, pledge, security or claims from any third party. Party A shall be liable for any obligation arising from any claims made in relation to the equity interest referred above; 2. After the transfer of the equity interest, the rights and obligations which Party A would have been entitled to and assumed shall be transferred to Party B upon the transfer of the equity; 3. Party B acknowledges the Company’s Memorandum and Articles of Association and undertakes to perform any obligation and liability as provided therein; 4. Any indebtedness and creditors’ rights of Xinjiang Daqo Tianfu Thermoelectric Co., Ltd. shall be assumed by Party A.
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Warranties of Party A. 1. Party A shall construct and hand over the Premises on time and ensure the quality of the construction. 2. Party A shall not interfere with Party B’s production and business activities within its business scope in the Premises. 3. Party A shall maintain the construction site when constructing the new Premises and ensure that the construction will not affect Party B’s production and business. Party A shall enter into an agreement for the maintenance of the construction site with the constructor, which shall make clear of the responsibilities of the constructor. 4. In the event of any damage of the Premises due to the quality problem or natural wastage (excluding the quality problem of Party B’s decoration), Party A shall repair it at its own cost. If Party A fails to repair it promptly, which affects Party B in the use of the Premises, Party B may repair it instead at the cost of Party A. In the event of the damage of the Premises or facilities due to the improper use of Party B, Party B shall immediately repair it at its own cost. 5. Party B has the use right of the Premises within the tenancy. During the tenancy, in the event hat the whole or any part of the ownership of the Premises is transferred, or on which encumbrances are set up, it shall not affect Party B’s normal use of the Premises.
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Warranties of Party A. 1. Party A is a BVI company wholly controlled by ▇▇▇ ▇▇▇ (a PRC citizen, ID: ), has the capacity for civil rights and civil conduct required for execution and performance of this agreement and is capable of assuming civil liabilities independently. 2. All documents, statements and representations provided by Party A in connection with the loan shall be legal, true, accurate and complete. 3. Party A hereby warrants that this Loan Agreement shall not become invalid as a result of any change of the legal representative or any shareholder of the company and that it has no fraudulent conduct. If, upon maturity of the loan, Party A fails to fulfill its commitments or maliciously dodges or deliberately delays the repayment, it agrees to be penalized as follows: Party B may directly institute proceedings on the strength of this Loan Agreement before the court to recover the amounts and Party A shall unconditionally waive any and all defenses and counterclaims. Party B may apply on the strength of this Loan Agreement to lawfully freeze Party A’s bank account; this Loan Agreement shall be converted into an IOU issued by Party A to Party B.; the due amounts will be recovered and a late payment fine of 1% per day will be imposed on such aggregate amount of the loan; and any and all costs incurred during the period of such recovery process shall be assumed by Party A.
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Related to Warranties of Party A

  • Representations and Warranties of Party A Party A hereby represents and warrants to Party B that 7.1 it is a limited liability company duly established and validly existing under the laws of China who has separate legal personality, has full and separate legal status and capacity to execute, deliver and perform this Agreement, and can ▇▇▇ and be sued independently. 7.2 it has full internal power and authority to execute, deliver and perform this Agreement and all other documents relating to the transaction contemplated hereunder and to be executed, and has full power and authority to complete the transaction contemplated hereunder. This Agreement is duly executed and delivered by it, constitutes its legal and binding obligations, and is enforceable against it according to the terms hereof. 7.3 it shall promptly notify Party B of any circumstance that has or may have material adverse effect on Party A’s Business and operation, and use its best effort to prevent the occurrence of such circumstance and/or expansion of loss. 7.4 it shall not dispose of any of its material assets in whatever form or change its existing shareholding structure, without the written consent of Party B. 7.5 it holds all the business licenses and certificates required for its operation when this Agreement becomes effective, and has full right and qualification to operate Party A’s Business currently conducted by it in China. 7.6 At the written request of Party B, it shall use all of its current accounts receivable and/or other assets it legally owns and may dispose of as the security for the payment of the Service Fee specified in Article 3 hereof. 7.7 it shall indemnify Party B and hold Party B harmless from all losses Party B suffers or may suffer from provision of the Services, including but not limited to any losses arising from any litigation, demand, arbitration, or claim by any third party, or any administrative investigation or penalty by any government authority, except for any loss caused by the intentional misconduct or gross negligence of Party B. 7.8 it shall not enter into any other agreement or arrangement that contradicts to this Agreement or may damage Party B’s interest hereunder, without the written consent of Party B.

  • Representations and Warranties of Party B Party B hereby represents and warrants on his own behalf to Party A that as of the date of this Agreement: 4.1.1 he has the power and right to sign, deliver, and perform his obligations under this Agreement, and that the said documents shall constitute his legal, valid, and binding obligations enforceable in accordance with their terms; 4.1.2 the execution and delivery of this Agreement or any other contracts, and the performance of his obligations thereunder, will not violate PRC law, breach or result in a default of any contract or instrument to which he is subject, or result in a breach, suspension, or revocation of any grant, license, or approval or result in the imposition of any additional conditions being imposed thereon; and 4.1.3 he is the lawful owner of the Equity Interest held by himself and has not created any Security Interest over such Equity Interest other than the Equity Pledge Agreement.

  • Representations and Warranties of Parties A. Redeveloper represents and warrants to City as follows:

  • Representations and Warranties of Licensor Licensor hereby represents and warrants to Licensee that (i) Licensor has the power and authority to enter into and perform the obligations according to the terms of this Agreement and to grant all rights contemplated by this Agreement; (ii) Licensor has no restrictions that would impair its ability to perform its obligations under the Agreement and has not and will not enter into any agreement that would prevent it from performing or would violate any of obligations hereunder; (iii) Licensor is the author and creator of the Licensed Product or has obtained and currently holds valid and sufficient rights, including the rights under all patents, trademarks, trade names, inventions, copyrights, know-how, trade secrets, and other third party proprietary rights, to license the rights granted to Licensee herein; (iv) the Licensed Product does not and shall not infringe upon, violate, or constitute misappropriation of any copyright, trademark, trade secret, right of publicity, right of privacy, moral rights, or any other proprietary rights of any third party, and no third party patent rights, trademark rights, or other intellectual property rights that would be infringed by any act contemplated by this Agreement; (v) no claims, allegations, or notifications from any third party, or any entity from which Licensor has obtained rights, have been made that the Licensed Product violates or infringes any copyright, trade secret, patent, trademark, or any other intellectual property right of any third party; (vi) the Licensed Product and the distribution thereof shall comply with all applicable federal, state, and local laws and regulations; (vii) the Licensed Software will perform in all material respects to the Licensed Product’s specifications, (viii) the Licensed Software does not contain any viruses or other computer programming routines or defects that are intended to damage, detrimentally interfere with or expropriate any system, data, or information; (ix) the Licensed Product shall be free and clear of all liens, encumbrances, and claims or demands of third parties and in all material respects, free from defects, errors, and malfunctions; and (x) the License Software and the delivery thereof will be free from any error(s) or defect(s) relating to date data (including leap year calculations), will not generate any invalid and/or incorrect date-related and will not impair the performance, output or accuracy of Licensee’s service or products, and (xi) Licensor has the facilities, experience and expertise necessary to perform all of the services provided for in this Agreement, and shall perform the services in accordance with the highest professional and industry standards and this Agreement, in timely manner using qualified personnel.

  • Representations and Warranties of Participant The Participant represents and warrants to the Company that: