【正文】 ital under this Contract, and shall take, or cause the taking of, such actions, matters and things as required to ensure the equity interests in the Registered Capital to be vested in the relevant party. To the extent required by the laws and regulations of China, any such Transfer shall be reported to the Authority for examination and approval. Upon receipt of the approval of the Authority, the Joint Venture shall register the change in ownership with the Industry and Commerce Administration. Upon the Transfer or assignment by a Party of all or a portion of its equity interests in the Registered Capital with the approval of the Authority, the transfering Party shall immediately return the certificate of capital contribution issued to it to the Joint Venture for cancellation, and the Joint Venture shall issue one or more (as the case may be) new certificates of capital contribution to replace it. In relation to Chapter 5, upon the Transfer or assignment by a Party of all or a portion of its equity interests in the Registered Capital with the approval of the Authority, the Parties shall agree on an equitable adjustment to the number of directors appointed by the Parties to the Board in order to reflect the new and approved ownership percentages of the Parties under this Contract. Notwithstanding the above provisions in Chapter 5, any Transfer or sale of equity interests to any independent third party shall be subject to a condition precedent that there is no breach by the Disposing Party of any provisions of this Contract at the time of the Transfer or sale of the Joint Venture Equity held by it or, if there is a breach, the Shareholders have agreed on the handling of such breach.CHAPTER 6 FINANCING OF THE JOINT VENTURESources of Financing The Joint Venture may borrow from sources of financing inside or outside China in accordance with the provisions of this Contract.Contingent Funding At any time during the term of the Joint Venture, if the Joint Venture cannot timely meet its financial obligations maturing at any time within six months, the Board shall promptly, and as a matter of emergency, convene to determine the measures to be taken to enable the Joint Venture to timely solve its financial difficulty. Upon a unanimous vote by the Board, the Joint Venture shall have the right to require Party B to provide additional funding (“Contingent Funding”) to the extent permitted under the laws of China.CHAPTER 7 RESPONSIBILITIES OF THE PARTIESResponsibilities of Party A In addition to its other obligations under this Contract, Party A shall have the following responsibilities: Together with Party B, to make its best efforts in procuring the approval by the Authority of this Contract, the Articles of Association of the Joint Venture and any other transaction documents requiring government approval。 To make its best efforts in obtaining the Business Licence for the Joint Venture。 To appoint the persons remended by Party A to the Board of the Joint Venture。 To cause its directors to perform their obligations to the Joint Venture, including abiding by the provisions of this Contract。 To assist the Joint Venture in registering with the relevant PRC tax authority and obtaining recognition and approval with respect to all applicable tax and duty reductions and exemptions, incentives and preferences available under the laws and regulations of China。 To assist the Joint Venture in opening foreign currency and RMB accounts with banks in China。 When necessary, to assist the Joint Venture in applying for and obtaining foreign exchange registration certificates and all relevant approvals of the government of China for the conversion of RMB into freely convertible foreign exchange in China。 and To assist the Joint Venture in obtaining entry visas or work permits from China for the foreign nationals who provide services to, or are employed by, or serve as directors of the Joint Venture and in handling customs clearance for their personal effects. Responsibilities of Party B In addition to its other obligations under this Contract, Party B shall have the following responsibilities: Together with Party A, to make its best efforts in procuring the approval by the Authority of this Contract, the Articles of Association of the Joint Venture and any other transaction documents requiring government approval。 To make its best efforts in obtaining the Business Licence for the Joint Venture。 To pay its contribution to the Registered Capital of the Joint Venture in accordance with Chapter 5。 To appoint the persons remended by Party B to the Board of the Joint Venture。 To cause its directors to perform their obligations to the Joint Venture, including abiding by the provisions of this Contract。 To assist the Joint Venture in registering with the relevant PRC tax authority and obtaining recognition and approval with respect to all applicable tax and duty reductions and exemptions, incentives and preferences available under the laws and regulations of China。 To assist the Joint Venture in opening foreign currency and RMB accounts with banks in China。 Together with Party A, to assist the Joint Venture in obtaining all import approval and pleting customs declaration formalities with respect to all equipment and materials imported by or for the Joint Venture。 To assist the Joint Venture in planning, developing and introducing new products, and to provide suggestions and guidance to the technical methods and the financial, operation and marketing policies of the Joint Venture。 and To provide such support to the management of the Joint Venture as required by the Joint Venture in its business development in China and overseas in respect of the existing management functions.CHAPTER 8: TRADEMARKSTrademarks The Joint Venture shall use and only use, and cause the subsidiaries under its control to use and only use, the registered trademarks and/or logos listed in Appe