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" Permitted Indebtedness " is : ( a ) Borrower ' s Indebtedness to Lenders under this Agreement and the other Loan Documents ; ( b ) Indebtedness existing on the Effective Date and shown on the Perfection Certificate ; ( c ) Subordinated Debt ; ( d ) unsecured Indebtedness to trade creditors and with respect to surety bonds and similar obligations incurred in the ordinary course of business ; ( e ) Indebtedness incurred as a result of endorsing negotiable instruments received in the ordinary course of business ; ( f ) Indebtedness secured by Permitted Liens ; ( g ) Inter - company Indebtedness that otherwise constitutes an Investment allowed under clause ( a ) and ( f ) of Permitted Investments ; ( h ) other Indebtedness in an aggregate amount not to exceed Fifty Thousand Dollars ($ 50 , 000 ) in the aggregate in any fiscal year ; and ( i ) extensions , refinancings , modifications , amendments and restatements of any items of Permitted Indebtedness ( a ) through ( h ) above , provided that the principal amount thereof is not increased or the terms thereof are not modified to impose more burdensome terms upon Borrower or its Subsidiary , as the case may be . | Borrower is a person, Borrower is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
" Permitted Investments " are : ( a ) Investments shown on the Perfection Certificate and existing on the Effective Date ( b ) Cash Equivalents and ( ii ) any Investments permitted by Borrower ' s investment policy , as amended from time to time , provided that such investment policy ( and any such amendment thereto ) has been approved by Agent ; ( c ) Investments consisting of the endorsement of negotiable instruments for deposit or collection or similar transactions in the ordinary course of Borrower ; | Borrower is a person, Borrower is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
- 19 - ( d ) Investments consisting of Borrower ' s deposit accounts in which Agent has a first perfected security interest and Investments consisting of Subsidiaries ' deposit accounts ; ( e ) Investments accepted in connection with Transfers permitted by Section 7 . 1 ; ( f ) Investments of Subsidiaries in or to other Subsidiaries or Borrower and Investments by Borrower in Subsidiaries not to exceed Two Hundred Fifty Thousand Dollars ($ 250 , 000 ) in the aggregate in any fiscal year ; ( g ) Investments consisting of ( i ) travel advances and employee relocation loans and other employee loans and advances in the ordinary course of business , and ( ii ) loans to employees , officers or directors relating to the purchase of equity securities of Borrower or its Subsidiaries pursuant to employee stock purchase plans or agreements approved by Borrower ' s Board ; ( h ) Investments ( including debt obligations ) received in connection with the bankruptcy or reorganization of customers or suppliers and in settlement of delinquent obligations of , and other disputes with , customers or suppliers arising in the ordinary course of business ; ( i ) Investments consisting of notes receivable of , or prepaid royalties and other credit extensions , to customers and suppliers who are not Affiliates , in the ordinary course of business ; provided that this paragraph ( i ) shall not apply to Investments of Borrower in any Subsidiary ; ( j ) joint ventures or strategic alliances in the ordinary course of Borrower ' s business consisting of the non - exclusive licensing of technology , the development of technology or the providing of technical support , provided that any cash investments by Borrower do not exceed Two Hundred Fifty Thousand Dollars ($ 250 , 000 ) in the aggregate in any fiscal year ; and ( k ) other Investments in an aggregate amount no to exceed Fifty Thousand Dollars ($ 50 , 000 ) in the aggregate in any fiscal year . | Borrower is a person, Borrower is a person, Borrower is a person, Borrower is a person, Borrower is a person, Borrower is a person, Borrower is a person, Borrower is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
" Permitted Liens " are : ( a ) Liens existing on the Effective Date and shown on the Perfection Certificate or arising under this Agreement and the other Loan Documents ; ( b ) Liens for taxes , fees , assessments or other government charges or levies , either not delinquent or being contested in good faith and for which Borrower maintains adequate reserves on its Books , if they have no priority over any of Lenders ; Liens ; ( c ) purchase money Liens ( i ) on Equipment acquired or held by Borrower incurred for financing the acquisition or lease of Equipment securing no more than Two Hundred Fifty Thousand Dollars ($ 250 , 000 . 00 ) in the aggregate amount outstanding , or ( ii ) existing on Equipment when acquired , if the Lien is confined to the property and improvements and the proceeds of the Equipment ; ( d ) statutory Liens securing claims or demands of materialmen , mechanics , carriers , warehousemen , landlords and other Persons imposed without action of such parties , provided , they have no priority over any of Lenders ' Lien and the aggregate amount of such Liens does not at any time exceed Fifty Thousand Dollars ($ 50 , 000 ); ( e ) Liens to secure payment of workers ' compensation , employment insurance , old - age pensions , social security and other like obligations incurred in the ordinary course of business , provided , they have no priority over any of Lenders ' Liens and the aggregate amount of the Indebtedness secured by such Liens does not at any time exceed Fifty Thousand Dollars ($ 50 , 000 ); ( f ) Liens incurred in the extension , renewal or refinancing of the indebtedness secured by Liens described in ( a ) through ( e ), but any extension , renewal or replacement Lien must be limited to the property encumbered by the existing Lien and the principal amount of the indebtedness may not increase ; ( g ) leases or subleases of real property granted in the ordinary course of business , and leases , subleases , non - exclusive licenses or sublicenses of property ( other than real property or intellectual property ) granted in the ordinary course of Borrower ' s business , if the leases , subleases , licenses and sublicenses do not prohibit granting Lenders a security interest ; | Borrower is a person, Borrower is a person, Borrower is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
- 20 - ( h ) non - exclusive license of intellectual property granted to third parties in the ordinary course of business ; ( i ) Liens arising from judgments , decrees or attachments in circumstances not constituting an Event of Default under Section 8 . 4 or 8 . 7 ; ( j ) Liens in favor of other financial institutions arising in connection with Borrower ' s deposit and / or securities accounts held at such institutions , provided that Lenders have a perfected security interest in the amounts held in such deposit and / or securities accounts ; and ( k ) Liens in favor of other financial institutions arising in connection with Borrower ' s Subsidiaries ' deposit and / or securities accounts held at such institutions . | Borrower is a person, Borrower is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
" Registered Organization " is any " registered organization " as defined in the Code with such additions to such term as may hereafter be made " Responsible Officer " is any of the Chief Executive Officer , President , Chief Financial Officer , and Controller of Borrower . | Borrower is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
" Subordinated Debt " is indebtedness incurred by Borrower subordinated to all of Borrower ' s now or hereafter indebtedness to Agent and Lenders ( pursuant to a subordination , intercreditor , or other similar agreement in form and substance satisfactory to Agent and Lenders entered into among Agent , Lenders and the other creditor ), on terms acceptable to Agent and Lenders . | Borrower is a person, Borrower is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
" Warrant " is , collectively , ( a ) that certain Warrant to Purchase Stock dated as of the Effective Date executed by Borrower in favor of SVB , and ( b ) that certain Warrant to Purchase Stock dated as of the Effective Date executed by Borrower in favor of Gold Hill . | Borrower is a person, Borrower is a person, Gold Hill is a location. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
- 22 - IN WITNESS WHEREOF , the parties hereto have caused this Agreement to be executed as a sealed instrument under the laws of the Commonwealth of Massachusetts as of the Effective Date . | Commonwealth of Massachusetts is a location. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
BORROWER : | BORROWER is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
VRINGO , INC . By : / s / Jonathan Medved Name : Jonathan Medved Title : CEO LENDERS : SILICON VALLEY BANK , as Agent and as a LENDER By : / s / Michael Morreti Name : Michael Morreti Title : SVP GOLD HILL VENTURE LENDING 03 , L . P ., as LENDER | VRINGO is an organization, Jonathan Medved is a person, Jonathan Medved is a person, SILICON VALLEY BANK is an organization, LENDER is a person, Michael Morreti is a person, Michael Morreti is a person, SVP GOLD HILL VENTURE LENDING 03 is a location. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
Lender | . | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
Commitment Commitment Percentage Silicon Valley Bank $ 1 , 500 , 000 . 00 30 . 00 % Gold Hill Venture Lending 03 , L . P . $ 3 , 500 , 000 . 00 70 . 00 % TOTAL $ 5 , 000 , 000 . 00 100 . 00 % | Silicon Valley Bank is an organization, Gold Hill Venture Lending 03 is a location. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
1 EXHIBIT A The Collateral consists of all of Borrower ' s right , title and interest in and to the following personal property : All goods , Accounts ( including health - care receivables ), Equipment , Inventory , contract rights or rights to payment of money , leases , license agreements , franchise agreements , General Intangibles ( except as provided below ), commercial tort claims , documents , instruments ( including any promissory notes ), chattel paper ( whether tangible or electronic ), cash , deposit accounts , certificates of deposit , fixtures , letters of credit rights ( whether or not the letter of credit is evidenced by a writing ), securities , and all other investment property , supporting obligations , and financial assets , whether now owned or hereafter acquired , wherever located ; and All Borrower ' s Books relating to the foregoing , and any and all claims , rights and interests in any of the above and all substitutions for , additions , attachments , accessories , accessions and improvements to and replacements , products , proceeds and insurance proceeds of any or all of the foregoing . | Borrower is a person, Borrower is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
Notwithstanding the foregoing , the Collateral does not include any of the following , whether now owned or hereafter acquired : ( a ) more than 65 % of the presently existing and hereafter arising issued and outstanding shares of capital stock owned by Borrower of any Foreign Subsidiary which shares entitle the holder thereof to vote for directors or any other matter , ( b ) property subject to a lien described in clause ( c ) of the definition of Permitted Lien , and ( c ) any copyright rights , copyright applications , copyright registrations and like protections in each work of authorship and derivative work , whether published or unpublished , any patents , patent applications and like protections , including improvements , divisions , continuations , renewals , reissues , extensions , and continuations - in - part of the same , trademarks , service marks and , to the extent permitted under applicable law , any applications therefor , whether registered or not , and the goodwill of the business of Borrower connected with and symbolized thereby , know - how , operating manuals , trade secret rights , rights to unpatented inventions , and any claims for damage by way of any past , present , or future infringement of any of the foregoing ; provided , however , the Collateral shall include all Accounts , license and royalty fees and other revenues , proceeds , or income arising out of or relating to any of the foregoing . | Borrower is a person, Borrower is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
Pursuant to the terms of a certain negative pledge arrangement with Lenders , Borrower has agreed not to encumber any of its copyright rights , copyright applications , copyright registrations and like protections in each work of authorship and derivative work , whether published or unpublished , any patents , patent applications and like protections , including improvements , divisions , continuations , renewals , reissues , extensions , and continuations - in - part of the same , trademarks , service marks and , to the extent permitted under applicable law , any applications therefor , whether registered or not , and the goodwill of the business of Borrower connected with and symbolized thereby , know - how , operating manuals , trade secret rights , rights to unpatented inventions , and any claims for damage by way of any past , present , or future infringement of any of the foregoing , without Agent ' s prior written consent . | Borrower is a person, Borrower is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
Date : LOAN PAYMENT : Vringo , Inc . | Vringo is an organization. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
From Account # To Account # ( Loan Account #) ( Deposit Account #) Amount of Term Loan Advance $ All Borrower ' s representation and warranties in the Term Loan and Security Agreement are true , in all material respects on the date of the telephone transfer request for an advance , but those representations and warranties expressly referring to another date shall be true , correct and complete in all material respects as of such date : | Borrower is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
Beneficiary Name : Amount of Wire : $ Beneficiary Bank : Account Number : City and Sate : Beneficiary Bank Transit ( ABA ) #: _________________ Beneficiary Bank Code ( Swift , Sort , Chip , etc . | Bank is an organization, Bank is an organization, Bank is an organization. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
): ( For International Wire Only ) Intermediary Bank : Transit ( ABA ) #: For Further Credit to : Special Instruction : By signing below , I ( we ) acknowledge and agree that my ( our ) funds transfer request shall be processed in accordance with and subject to the terms and conditions set forth in the agreements ( s ) covering funds transfer service ( s ), which agreements ( s ) were previously received and executed by me ( us ). | Bank is an organization. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
This Loan Agreement ( this “ Agreement ”) is made and entered into by and between the parties listed below as of the 19th day of October , 2004 in Beijing : | Beijing is a location. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
( 1 ) Lenovo - AsiaInfo Technologies , Inc . (“ Lender ”), a limited company duly organized and existing under the laws of the People ’ s Republic of China (“ PRC ” or “ China ”) with its address at 3 / F Zhongdian Information Tower , No . 6 Zhongguancun South Street , Haidian District , Beijing 100086 , P . R . | Lenovo - AsiaInfo Technologies is an organization, Lender is a person, China is a location, China is a location, 3 / F Zhongdian Information Tower is a location, 6 Zhongguancun South Street is a location, Haidian District is a location, Beijing is a location. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
China ; | China is a location. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
( 2 ) Bing Yu (“ Borrower ”), a citizen of China with Chinese identification No . | Bing Yu is a person, Borrower is a person, China is a location. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
: 110108650831235 , and an address at 1 - 4 - 48 , No . 1 Jinjia Village , Fengtai District , Beijing , P . R . China . | Jinjia Village is a location, Fengtai District is a location, Beijing is a location, China is a location. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
Each of Lender and Borrower shall be hereinafter referred to as a “ Party ” respectively , and collectively , the “ Parties ”. | Lender is a person, Borrower is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
Whereas , Lender intends to provide Borrower with a loan to be used under this Agreement . | Lender is a person, Borrower is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
To further clarify the rights and obligations of both Lender and Borrower , after friendly consultation , the Parties agree as follows : | Lender is a person, Borrower is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
1 . 1 In accordance with the terms and conditions of this Agreement , Lender agrees to provide a loan in the amount of RMB6 , 000 , 000 . 00 ( the “ Loan ”) to Borrower . | Lender is a person, Borrower is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
During the term of the Loan or the extended term of the Loan , Borrower shall immediately repay the full amount of the Loan in the event any one or more of the following circumstances occur : | Borrower is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
1 . 1 . 1 30 days elapse after the Borrower receives written notice from the Lender requesting repayment of the Loan ; | Borrower is a person, Lender is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
1 . 1 . 2 Borrower ’ s death , lack or limitation of civil capacity ; | Borrower is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
1 . 1 . 3 Borrower ceases ( for any reason ) to be an employee of Lender , Borrower Company ( as defined below ) or its affiliated entity ; | Borrower is a person, Lender is a person, Borrower is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
1 . 1 . 4 Borrower engages in criminal conduct or is involved in criminal activities ; | Borrower is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
1 1 . 1 . 5 Any third party filed a claim against Borrower that exceeds RMB1 , 000 , 000 ; or | Borrower is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
1 . 1 . 6 According to the applicable laws of China , foreign investors are permitted to invest in security service business in China with a controlling stake or in the form of wholly - foreign - owned enterprises , the relevant competent authorities of China begin to approve such investments , and Lender decides to exercise the exclusive option under the Exclusive Option Agreement ( the “ Exclusive Option Agreement ”) described in Sections 4 . 1 . 1 and 4 . 2 . 5 of this Agreement . | China is a location, China is a location, China is a location, Lender is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
1 . 2 Lender agrees to remit the total amount under the Loan to the account designated by Borrower within 10 working days after receiving a written notification from the Borrower regarding the same , provided that all the conditions precedent in Section 2 are fulfilled . | Lender is a person, Borrower is a person, Borrower is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
Borrower shall provide Lender with a written receipt for the Loan upon receiving the Loan . | Borrower is a person, Lender is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
The Loan provided by Lender under this Agreement shall inure to Borrower ’ s benefit only and not to Borrower ’ s successors or assigns . | Lender is a person, Borrower is a person, Borrower is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
1 . 3 Borrower agrees to accept the aforementioned Loan provided by Lender , and hereby agrees and warrants that the Loan shall be used solely to fund its contribution to the registered capital of [ Lenovo Security Technology Ltd . ( hereinafter the “ Borrower Company ”, a domestic - funded limited liability company in China with registered capital of Renminbi Twenty Four Million ( RMB24 , 000 , 000 . 00 )). | Borrower is a person, Lender is a person, Lenovo Security Technology Ltd is an organization, Borrower is a person, China is a location. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
Upon such contribution , Borrower shall own 25 % of the equity interests in Borrower Company ( the “ Borrower Equity Interest ”). | Borrower is a person, Borrower is a person, Borrower is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
Borrower agrees to secure registration of the Borrower Company within 10 working days after receiving the Loan , and provide Lender with copies of the registration documents at the government department for industry and commerce , business licenses , and articles of association . | Borrower is a person, Borrower is a person, Lender is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
Without Lender ’ s prior written consent , Borrower shall not use the Loan for any purpose other than as set forth herein . | Lender is a person, Borrower is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
1 . 4 Lender and Borrower hereby agree and acknowledge that Borrower ’ s method of repayment may at Lender ’ s option take the form of Borrower ’ s transferring the Borrower Equity Interest to Lender or Lender ’ s designated person ( legal or natural person ) pursuant to the Lender ’ s exercise of its right to acquire the Borrower Equity Interest under the Exclusive Option Agreement . | Lender is a person, Borrower is a person, Borrower is a person, Lender is a person, Borrower is a person, Borrower is a person, Lender is a person, Lender is a person, Lender is a person, Borrower is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
1 . 5 Lender and Borrower hereby agree and acknowledge that any proceeds from the transfer of the Borrower Equity Interest ( to the extent permissible ) shall be used to repay the Loan to Lender , in accordance with this Agreement in the manner designated by Lender . | Lender is a person, Borrower is a person, Borrower is a person, Lender is a person, Lender is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
2 1 . 6 Lender and Borrower hereby agree and acknowledge that to the extent permitted by applicable laws , Lender shall have the right but not the obligation to purchase or designate other persons ( legal or natural persons ) to purchase Borrower Equity Interest in part or in whole at any time , at the price stipulated in the Exclusive Option Agreement . | Lender is a person, Borrower is a person, Lender is a person, Borrower is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
1 . 7 Borrower also undertakes to execute an irrevocable Power of Attorney ( the “ Power of Attorney ”, referred to in Section 4 . 2 . 4 ), which authorizes a legal or natural person designated by Lender to exercise all of Borrower ’ s rights as a shareholder of Borrower Company . | Borrower is a person, Lender is a person, Borrower is a person, Borrower is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
1 . 8 When Borrower transfers Borrower Equity Interest to Lender or Lender ’ s designated person , in the event that the transfer price of such equity interest equals or is lower than the principal of the Loan under this Agreement , the Loan under this Agreement shall be deemed an interest - free loan . | Borrower is a person, Borrower is a person, Lender is a person, Lender is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
In the event that the transfer price of such equity interest exceeds the principal of the Loan under this Agreement , the excess over the principal shall be deemed the interest of the Loan under this Agreement payable by Borrower to Lender . | Borrower is a person, Lender is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
The obligation of Lender to provide the Loan to Borrower contemplated in Section 1 . 1 shall be subject to the satisfaction of the following conditions , unless waived in writing by Lender . | Lender is a person, Borrower is a person, Lender is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
2 . 1 Lender receives the written notification for drawdown under the Loan sent by Borrower according to Section 1 . 2 . | Lender is a person, Borrower is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
2 . 2 All the representations and warranties by Borrower in Section 3 . 2 are true , complete , correct and not misleading . | Borrower is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
2 . 3 Borrower has not violated the covenants in Section 4 of this Agreement , and no event which may affect Borrower ’ s performance of its obligations under this Agreement has occurred or is expected to occur . | Borrower is a person, Borrower is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
3 . 1 Between the date of this Agreement and the date of termination of this Agreement , Lender hereby makes the following representations and warranties to Borrower : | Lender is a person, Borrower is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
3 . 1 . 1 Lender is a company duly organized and legally existing in accordance with the laws of China ; | Lender is a person, China is a location. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
3 3 . 1 . 2 Lender has the legal capacity to execute and perform this Agreement . | Lender is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
The execution and performance by Lender of this Agreement is consistent with Lender ’ s scope of business and the provisions of Lender ’ s corporate bylaws and other organizational documents , and Lender has obtained all necessary and proper approvals and authorizations for the execution and performance of this Agreement ; and | Lender is a person, Lender is a person, Lender is a person, Lender is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
3 . 1 . 3 This Agreement constitutes Lender ’ s legal , valid and binding obligations , enforceable in accordance with its terms . | Lender is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
3 . 2 Between the date of this Agreement and the date of termination of this Agreement , Borrower hereby makes the following representations and warranties : | Borrower is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
3 . 2 . 1 Borrower has the legal capacity to execute and perform this Agreement . | Borrower is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
Borrower has obtained all necessary and proper approvals and authorizations for the execution and performance of this Agreement ; | Borrower is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
3 . 2 . 2 This Agreement constitutes Borrower ’ s legal , valid and binding obligations enforceable in accordance with its terms ; and | Borrower is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
3 . 2 . 3 There are no disputes , litigation , arbitrations , administrative proceedings or any other legal proceedings relating to Borrower , nor are there any potential disputes , litigations , arbitrations , administrative proceedings or any other legal proceedings relating to Borrower . | Borrower is a person, Borrower is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
4 Borrower ’ s Covenants | Borrower is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
4 . 1 As a shareholder of Borrower Company , Borrower covenants that during the term of this Agreement , Borrower shall cause Borrower Company : | Borrower is a person, Borrower is a person, Borrower is a person, Borrower is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
4 . 1 . 1 to execute the Exclusive Option Agreement with Borrower and Lender , under which Borrower shall irrevocably grant Lender an exclusive option to purchase all of the Borrower Equity Interest ; to execute an Exclusive Business Cooperation Agreement (“ Exclusive Business Cooperation Agreement ”) with Lender ( or a party designated by Lender ), under which Lender ( or a party designated by Lender ), as an exclusive service provider , will provide Borrower Company with technical service and business consulting service ; to enter into the Exclusive Option Agreement and the Exclusive Business Cooperation Agreement on the date of issuance of the business license to Borrower Company , and to complete all the related governmental approvals , registrations or fillings ( as applicable ); | Borrower is a person, Lender is a person, Borrower is a person, Lender is a person, Borrower is a person, Lender is a person, Lender is a person, Lender is a person, Lender is a person, Borrower is a person, Borrower is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
4 . 1 . 3 at the request of Lender ( or a party designated by Lender ), to execute contracts or agreements on business cooperation with Lender ( or a party designated by Lender ), and to strictly abide by such contracts or agreements ; | Lender is a person, Lender is a person, Lender is a person, Lender is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
4 . 1 . 4 without Lender ’ s prior written consent , not to supplement , change or amend its articles of association in any manner , increase or decrease its registered capital or change its share capital structure in any manner ; | Lender is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
4 . 1 . 6 without Lender ’ s prior written consent , not to sell , transfer , mortgage or dispose of in any other manner its legal or beneficial interest in any of its assets , business or revenue at any time from the date of this Agreement , or permit the encumbrance of any other security interest thereon ; | Lender is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
4 . 1 . 7 without Lender ’ s prior written consent , not to incur , inherit , guarantee or otherwise allow for the existence of any debt , except for ( i ) debt incurred in the ordinary course of business other than through loans ; and ( ii ) debt already disclosed to Lender for which Lender ’ s written consent has been obtained ; | Lender is a person, Lender is a person, Lender is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
4 . 1 . 9 without the prior written consent of Lender , not to execute any major contract , except for contracts in the ordinary course of business ( for purpose of this subsection , a contract with a value exceeding RMB100 , 000 shall be deemed a major contract ); | Lender is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
4 . 1 . 10 without the prior written consent of Lender , not to provide any person with any loan or credit ; | Lender is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
4 . 1 . 11 without the prior written consent of Lender , not to merge , consolidate with , acquire , or invest in any person ; | Lender is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
5 4 . 1 . 13 without the prior written consent of Lender or unless requested by Lender , not to distribute dividends to shareholders ; | Lender is a person, Lender is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
4 . 1 . 14 to provide Lender with all of the information on Borrower Company ’ s business operations and financial condition at Lender ’ s request ; | Lender is a person, Borrower is a person, Lender is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
4 . 1 . 15 to immediately notify Lender of the occurrence or possible occurrence of any litigation , arbitration or administrative proceedings relating to Borrower Company ’ s assets , business or income ; | Lender is a person, Borrower is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
4 . 1 . 16 at the request of Lender , to appoint any persons designated by Lender as directors of Borrower Company . | Lender is a person, Lender is a person, Borrower is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
4 . 2 Borrower covenants that during the term of this Agreement , he shall : | Borrower is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
4 . 2 . 1 ensure that Borrower Company shall be set up within 20 working days after receiving the Loan , according to the laws of China , and take all steps necessary to ensure that Borrower Company maintains its legal existence according to the laws of China ; Borrower Company shall be a limited liability company without foreign investment , and its registered capital shall be Renminbi Twenty Four Million ( RMB24 , 000 , 000 . 00 ) and Borrower shall own 25 % of the equity interest of Borrower Company . | Borrower is a person, China is a location, Borrower is a person, China is a location, Borrower is a person, Borrower is a person, Borrower is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
4 . 2 . 2 pay its contribution of 25 % of the registered capital of Borrower Company in full in accordance with the laws of China , and provide Lender with the business license and a capital contribution verification report regarding paid - in capital contributions from a qualified accounting firm ; | Borrower is a person, China is a location, Lender is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
4 . 2 . 3 cause Borrower Company to engage in the security service business , and complete all the government approvals , authorizations , licensing , registration and filing required for engaging in the security service business pursuant to the laws of China ; Borrower shall provide Lender with all the said governmental approvals for verification ; | Borrower is a person, China is a location, Borrower is a person, Lender is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
4 . 2 . 4 execute an irrevocable Power of Attorney , which authorizes a legal or natural person designated by Lender to exercise all of Borrower ’ s rights as a shareholder in Borrower Company , and refrain from exercising any such shareholder rights except to the extent required under this Agreement or the Share Pledge Agreement or as requested by Lender ; | Lender is a person, Borrower is a person, Borrower is a person, Lender is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
4 . 2 . 5 execute the Exclusive Option Agreement with Lender and Borrower Company , under which Borrower shall irrevocably grant to Lender an exclusive option to purchase all of the Borrower Equity Interest ; | Lender is a person, Borrower is a person, Borrower is a person, Lender is a person, Borrower is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
6 4 . 2 . 6 execute a Share Pledge Agreement ( the “ Share Pledge Agreement ”) with Lender , under which Borrower shall pledge the Borrower Equity Interest to Lender ; | Lender is a person, Borrower is a person, Borrower is a person, Lender is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
4 . 2 . 7 enter into the aforementioned Power of Attorney , Exclusive Option Agreement and Share Pledge Agreement on the date of the issuance of the business license to Borrower Company , and complete all the related governmental approvals , registrations or fillings ( as applicable ); | Borrower is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
4 . 2 . 9 not sell , transfer , mortgage or dispose of in any other manner its legal or beneficial interest in Borrower Equity Interest , or allow the encumbrance thereon of any security interest , except in accordance with the Share Pledge Agreement ; | Borrower is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
4 . 2 . 10 cause any shareholders ’ meeting and / or board of directors meeting of Borrower Company not to approve the sale , transfer , mortgage or disposition in any other manner of any legal or beneficial interest in equity interest held by Borrower , or allow the encumbrance thereon of any security interest , except to Lender or Lender ’ s designated person ; | Borrower is a person, Borrower is a person, Lender is a person, Lender is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
4 . 2 . 11 cause any shareholders ’ meeting and / or board of directors of the Borrower Company not to approve the merger or consolidation of Borrower Company with any person , or its acquisition of or investment in any person , without the prior written consent of Lender ; | Borrower is a person, Borrower is a person, Lender is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
4 . 2 . 12 immediately notify Lender of the occurrence or possible occurrence of any litigation , arbitration or administrative proceedings relating to Borrower Equity Interest ; | Lender is a person, Borrower is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
4 . 2 . 13 to the extent necessary to maintain his ownership of the Borrower Equity Interest , execute all necessary or appropriate documents , take all necessary or appropriate actions and file all necessary or appropriate complaints or raise necessary and appropriate defense against all claims ; | Borrower is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
4 . 2 . 14 without the prior written consent of Lender , refrain from any action / omission that may have a material impact on the assets , business and liabilities of Borrower Company ; | Lender is a person, Borrower is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
7 4 . 2 . 15 appoint any designee of Lender as director of Borrower Company , at the request of Lender ; | Lender is a person, Borrower is a person, Lender is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
4 . 2 . 16 to the extent permitted by the laws of China , at the request of Lender at any time , promptly and unconditionally transfer all of Borrower Equity Interest to Lender or Lender ’ s designated representative at any time , and cause the other shareholders of Borrower Company to waive their right of first refusal with respect to the share transfer described in this section ; | China is a location, Lender is a person, Borrower is a person, Lender is a person, Lender is a person, Borrower is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
4 . 2 . 17 to the extent permitted by the laws of China , at the request of Lender at any time , cause the other shareholders of Borrower Company to promptly and unconditionally transfer all of their equity interest to Lender or Lender ’ s designated representative at any time , and Borrower hereby waives his right of first refusal ( if any ) with respect to the share transfer described in this section ; | China is a location, Lender is a person, Borrower is a person, Lender is a person, Lender is a person, Borrower is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
4 . 2 . 18 in the event that Lender purchases Borrower Equity Interest from Borrower in accordance with the provisions of the Exclusive Option Agreement , use such purchase price obtained thereby to repay the Loan to Lender ; and | Lender is a person, Borrower is a person, Borrower is a person, Lender is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
4 . 2 . 19 without the prior written consent of Lender , not to cause Borrower Company to supplement , change , or amend its articles of association in any manner , increase or decreases its registered capital or change its share capital structure in any manner . | Lender is a person, Borrower is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
5 . 2 in the event that Borrower fails to perform the repayment obligations set forth in this Agreement , Borrower shall pay overdue interest of 0 . 01 % per day for the outstanding payment , until the day Borrower repays the full principal of the Loan , overdue interests and other payable amounts . | Borrower is a person, Borrower is a person, Borrower is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
Lender : 3 / F Zhongdian Information Tower , No . 6 Zhongguancun South Street , Haidian District , Beijing 100086 , P . R . | Lender is a person, 3 / F Zhongdian Information Tower is a location, Zhongguancun South Street is a location, Haidian District is a location, Beijing 100086 is a location. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
China Attn : Legal Department Phone : + 86 - 10 - 6250 1658 Facsimile : + 86 - 10 - 6250 1665 | China is a location, Legal Department is an organization. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |
Borrower : 1 - 4 - 48 , No . | Borrower is a person. | Please extract entities and their types from the input sentence, entity types should be chosen from {person/organization/location}. |