浦发银行个人抵押贷款合同--英文.doc

浦发银行个人抵押贷款--英文.doc No.: SPD Bank Personal Guarantee Loan Contract Contract version No.:SPDB201203 SPD Bank Personal Guarantee Loan Contract Personal Guarantee Loan Contract The borrower: ID certificate type and No.: The lender (the Mortgagee / the pledgee): Shanghai Pudong Development Bank Co., Ltd. The mortgager (name / designation of natural person or legal person): ID certificate type and No.: The pledger (name / designation of natural person or legal person): ID certificate type and No.: The guarantor (name / designation of natural person or legal person): ID certificate type and No.: Whereas: The borrower applies to the lender for RMB personal loan, in accordance with the relevant laws, rules and regulations of the People’s Republic of China, upon consensus through consultation among the parties, the present contract is hereby entered into for mutual observance. Meanwhile, the borrower, the guarantor and the lender hereby confirm that (check with a ? mark and uncheck with a × mark according to the conditions): ? The present contract serves as an ancillary business document of the Personal Comprehensive Credit Granting Contract under the number of signed by the borrower and the lender. ? The present contract is an independent business document signed by the borrower, the guarantor and the lender. Part 1 Contract Terms and Conditions Article 1 Loan Amount and Purpose personal business loan / personal credit loan / others: the loan amount is RMB The lender has the right to monitor the use of loans. Article 2 Loan Term, Interest Rate and Method for Interest Calculation 2.1 The loan term (and the debt performance period) under the present contract is (“year(s) and month(s)”), and its start date is expected from the date (from receipt. 2.2 The value date of the loan under the present contract is the date of loan release. The method for interest calculation is as follows: the loan interest will be calculated on a daily, monthly and yearly basis. The calculation methods of full-year, full-month nd full-day shall be adopted for loan interest. If full-year, full-month and full-day a cannot be reached, the last day at the end of end is the full-day. If the loan period comes to the completion of year, the interest shall be calculated as per annual interest rate; if the loan period comes to the completion of month, the interest shall be calculated as per monthly interest rate; if the loan period covers full year (month) and remnant days, the interest of the part of full year (month) shall be calculated as per yearly (monthly) interest rate, and the interest of the remnant days shall be calculated according to the actual number of days. The formula of computation is as follows: For the full year and full month: Interest = principal × period (the number of year(s) or month(s)) × yearly or monthly interest rate; For the full year (month) and remnant day(s): Interest = principal × [period (the number of year(s) or month(s)) × yearly or monthly interest rate + the number of remnant day(s) × daily interest rate] 2.3 Except otherwise specified by the both parties, the date of settlement of the loan interest under the present contract is the repayment date for each period agreed in the present contract. 2.4 The loan interest rate under the present contract can adopt the floating interest rate, fixed ? Floating interest rate It shall be executed according to the benchmark loan interest rate and floating range published by the People’s Bank of China in the corresponding period. The loan interest rate under the present (“? above ? below %”) on the basis of the benchmark loan interest rate published by the People’s Bank of China in the corresponding period. If the People’s Bank of China adjusts the benchmark loan interest rate within the loan period, then, since the time that the contract loan interest agreed in the present contract is adjusted, the new contract loan interest rate will be executed after the floating according to the above said floating proportion on the basis of the new loan benchmark interest rate. The benchmark loan interest rate of the People’s Bank of China in the corresponding period while signing the present contract is: (“(annual interest rate)”). The executed interest rate is determined according to the benchmark loan interest rate on the actual date of loan release regulated by the People’s Bank of China in the corresponding period as well as the floating proportion under the present contract. Monthly interest rate = annual interest rate / 12, daily interest rate = annual interest rate / 360, and the interest rate per period = annual interest rate × the number of the month(s) of each period / 12. If the benchmark loan interest rate regulated by the People’s Bank of China is adjusted within the method: ? Adjustment by year, and interest accrual by stage. That is, the new interest rate will be executed according to the benchmark loan interest rate regulated by the People’s Bank of China as well as the floating proportion stipulated under the present contract as of the first calendar day of the next calendar year after the interest rate adjustment. ? No interest rate adjustment, and no interest accrual by stage. ? ? Fixed interest rate It shall be executed according to the fixed loan interest rate and floating range stipulated by Shanghai Pudong Development Bank in the corresponding period. The loan interest rate under the (“? above ? below %”) on the basis of the fixed loan interest rate published by Shanghai Pudong Development Bank in the corresponding period. If the People’s Bank of China adjusts the benchmark loan interest rate or Shanghai Pudong Development Bank adjusts the fixed interest rate applicable to this business within the loan period, then the interest rate executed in the present contract will not be adjusted. The fixed interest rate of the (“rate)”). The executed interest rate is determined according to the fixed loan interest rate on the actual date of loan release published by the People’s Bank of China in the corresponding period as well as the floating proportion under the present contract. Monthly interest rate = annual interest rate / 12, daily interest rate = annual interest rate / 360, and the interest rate per period = annual interest rate × the number of the month(s) of each period / 12. ? Quasi-fixed interest rate (“ from the date of loan release. That is, it will be executed according to the fixed loan interest rate and floating range stipulated by Shanghai Pudong Development Bank in the corresponding period (the loan period is from the date of loan release till the date of expiry of the contract). The loan (“? above ? below %”) on the basis of the fixed loan interest rate published by Shanghai Pudong Development Bank in the corresponding period. If the People’s Bank of China adjusts the benchmark loan interest rate or Shanghai Pudong Development Bank adjusts the fixed interest rate applicable to this business within the loan period, then the interest rate executed in the present contract will not be adjusted. (“% (annual interest rate)”). The executed interest rate is determined according to the fixed loan interest rate on the actual date of loan release published by the People’s Bank of China in the corresponding period as well as the floating proportion under the present contract. Monthly interest rate = annual interest rate / 12, daily interest rate = annual interest rate / 360, and the interest rate per period = annual interest rate × the number of the month(s) of each period / 12. a floating interest rate will be executed. That is, it shall be executed according to the benchmark loan interest rate and floating range stipulated by the People’s Bank of China in the corresponding period (the loan period is calculated from the date of the loan release). The loan interest rate under (“? above ? below %”) on the basis of the benchmark loan interest rate published by the People’s Bank of China in the corresponding period. If the People’s Bank of China adjusts the benchmark loan interest rate during the period, then, since the time that the contract loan interest agreed in the present contract is adjusted, the new contract loan interest rate will be executed after the floating according to the above said floating proportion on the basis of the new loan benchmark interest rate. Therein, monthly interest rate = annual interest rate / 12, daily interest rate = annual interest rate / 360, and the interest rate per period = annual interest rate × the number of the month(s) of each period / 12. If the borrower needs to continue adopting the fixed interest rate to calculate the interest, then the borrower shall propose a separate application to the bank. If the benchmark loan interest rate regulated by the People’s Bank of China is adjusted during the period of executing the floating interest rate, then the contract interest rate shall be adjusted ? Adjustment by year, and interest accrual by stage. That is, the new interest rate will be executed according to the benchmark loan interest rate regulated by the People’s Bank of China as well as the floating proportion stipulated under the present contract as of the first calendar day of the next calendar year after the interest rate adjustment. ? No interest rate adjustment, and no interest accrual by stage. ? 2.5 If the borrower fails to repay the loan principal and interest of the current period in full on schedule as required, it will be regarded as overdue, and the lender will have the right to charge penalty interest in accordance with the relevant provisions of the People’s Bank of China (see also the relevant contents of Article 12 of the present contract). Article 3 Conditions on the borrower’s Money Withdrawal 3.1 Unless agreed by the lender, the lender will have no obligation to release the loan under the contract to the borrower until the following conditions are fully met and satisfactory to the lender in terms of form and content: 3.1.1 The borrower has submitted all the documents and data as required by the lender and obtained the approval of the lender. 3.1.2 The present contract and its relevant annexes have been legally signed and entered into force. 3.1.3 The guarantee rights or similar priority rights have been legally established and entered into force (if any): for the loan guaranteed by means of mortgage, its insurance and mortgage registration procedures have been completed, and the collateral registration voucher, ownership voucher, mortgage right voucher / other right voucher, and insurance policy original copy have been delivered to the lender for possession; for the loan guaranteed by means of pledge, the pledge object has been delivered to the lender for possession; for the pledge act requiring handling with registration procedures according to the law, the registration has been completed. 3.1.4 A compulsory notarization has been processed by the notarization office approved by the lender for the present contract and the guarantee documents related with the present contract as well as other files (if the lender requires). 3.1.5 The borrower has opened a bank account for money withdrawal, interest payment, expense payment, repayment and etc. as required by the lender. 3.1.6 Other conditions proposed by the lender. 3.2 Notwithstanding the provisions of the preceding paragraph, the establishment of the above conditions for money withdrawal does not represent that the lender necessarily has the obligation to release the loan when the above conditions are meet. The lender may suspend, and reduce or cancel the release of the loan and notice the borrower under the circumstances that the lender needs to adjust and increase the conditions for the loan release according to its own limits due to the changes of law, rules and regulations as well as policies or the restrictions of the government’s macro currency policies or financial regulatory policies or that other major incident change occurs; and moreover, if the lender release the loan when the above said conditions are not fully met, it will not constitute a defect of the lender’s performance of contract. Article 4 Loan Release and Payment 4.1 The borrower agrees the lender to pay the loan money according to the payment method of ? 4.1.1 Method of payment by the lender upon authorization It means that the lender pays the loan money to the borrower’s transaction objects which are compliant with the purpose agreed in the present contract according to the borrower’s application for money withdrawal request and payment authorization. The specific loan payment provision is ? The borrower has opened a special account for loan. The borrower authorizes the lender to transfer the loan money to the special account for loan opened by the borrower at the place of the lender when the conditions for loan release are met. The account No. of the special account is The borrower can only transfer the loan money under the present contract in the special account for loan, to the account of its transaction object that the borrower applies for to the lender under the present contract and supplementary change agreement and the lender approves and agrees to bind with the special account for loan payment. If the borrower has not yet determined the information on the binding paid transaction object when entering into the present contract, or needs to change the information on the binding paid transaction object after entering into the present contract, the borrower shall specify it by signing a supplemental agreement or alteration agreement with the lender. The amount that the borrower transfers to any binding paid transaction object shall conform to the agreement between the both parties, and the entire total amount that the borrower transfers to all the binding paid transaction objects shall not exceed the total loan amount of the present contract. The borrower agrees that, according to the provisions and requirement of the lender, the borrower shall use the loan money which will not be used any more in the special account for loan to make early repayment of the loan under the contract. When the present contract is entered into, the information on the transaction object which is bound with the special account for loan payment is as follows: (4) ? The borrower has not opened a special account for loan. The borrower authorizes the lender to transfer the loan money to the accounts of the following transaction objects which confirm to the purpose agreed in the present contract when the conditions for loan release are met. The payment condition is that the borrower offers transaction contracts or other related transaction materials and certificates and the lender examines and approves them. The act that the borrower authorizes the lender to pay the loan money to the accounts of the following transaction objects means the borrower’s payment authorization. The above said payment act of the lender is the money withdrawal of the borrower: (4) . If the borrower is not yet able to determine the specific transactions object information when signing the present contract, then the borrower shall file an Application Form for Payment by the Lender upon Authorization (see the annex for its format) to the lender 3 working days prior to the payment date after the conclusion of the present contract, and the lender will pay the loan money to the borrower’s transaction objects according to the amount applied for payment after the examination and approval of the lender. The payment condition is that the borrower offers transaction contracts or other related transaction materials and certificates and the lender examines and approves them. The act that the borrower authorizes the lender to pay the loan money to the accounts of the following transaction objects means the borrower’s payment authorization. The above said act of the lender’s payment to the borrower’s transaction objects according to the borrower’s application for payment is the money withdrawal of the borrower. ? 4.1.2 Method of payment by the borrower himself It means that the lender directly releases the loan money to the borrower’s account according to the borrower’s application for money withdrawal and then the money will be paid by the borrower himself to the borrower’s transaction objects which meet the purpose agreed in the present contract. That is, the borrower authorizes the lender to transfer the loan money to the account No. / passbook No. / card No. account opened by the borrower at the place of the lender when the conditions for loan release are met, and then, the money will be paid by the borrower himself to the borrower’s transaction objects which meet the purpose agreed in the loan contract. The above said transfer act of the lender is the money withdrawal of the borrower. The borrower promises that, the borrower will regularly report to the lender or inform the lender of the information on the payment of the borrower’s loan money. 4.2 If the lender still cannot release the loan under the present contract upon expiry of 90 days after the signature of this contract due to the reasons of the borrower, the lender will have the right to unilaterally terminate this loan contract. 4.3 Any disputes with others, arising out of the borrower’s using the loan money after the release of the loan, will have nothing to do with the lender, and this loan contract shall be normally executed. Article 5 Repayment For the loan period is less than one year (inclusive of one year), one of the following repayment methods can be selected (please select it by ticking the appropriate box): ? Repayment of the principal and interest in a lump sum upon its expiry, with the interest to be paid off together the principal (see Article 2 of the present contract for the method for interest calculation). ? Repayment of interest by installment, and repayment of the principal in a lump sum upon its expiry (interest per period = the remaining loan principal at the beginning of the period × interest rate per period). ? is made on schedule on the basis of taking every 2 months as a period, then here shall be filled in with “2”, and the number filled in shall not be more than 12 months); the repayment date of each For the loan period is more than one year (exclusive of one year), one of the following repayment methods can be selected (please select it by ticking the appropriate box): ? Adopt the method of matching the repayment of principal and interest. The amount of repayment of principal and interest for each period = loan principal × interest rate per period + loan principal × interest rate per period ? [(1+ interest rate per period) total repayment periods – 1] ? Adopt the method of matching the principal repayment The amount of repayment of principal and interest for each period = loan principal ? total repayment periods + (loan principal – the accumulative repaid principal amount) × interest rate per period ? Other repayment method: is made on schedule on the basis of taking every 2 months as a period, then here shall be filled in with “2”, and the number filled in shall not be more than 12 months); the repayment date of each 5.2 The borrower who repays the loan by installment shall start repayment from the agreed repayment date of the next month (the Gregorian calendar) after the actual release of the loan. The specific calculation method for the initial loan repayment interest of the next month after the actual release of the loan is as follows: if the days of actual occupation of the loan during the period from the date of actual release of the loan to the agreed repayment date of the next month are less than one period, then the initial loan repayment interest will be determined by the days of actual occupation of the loan according to the method for interest calculation in Article 2.2 of the present contract; if the days of actual occupation of the loan during the period from the date of actual release of the loan to the agreed repayment date of the next month are more than one period, then the initial loan repayment interest will be calculated respectively according to the interest repayable for one period and the interest repayable for the part of those which are more than on period; therein: the interest repayable for one period shall be calculated in accordance with the agreed repayment method, and the interest repayable for the part of those which are more than on period shall be determined by the days of actual occupation of the loan according to the method for interest calculation in Article 2.2 of the present contract; if the days of actual occupation of the loan during the period from the date of actual release of the loan to the agreed repayment date of the next month are equal to one period, then the initial loan repayment interest will be determined by the interest repayable for the current period calculated according to the agreed repayment method. 5.3 The borrower shall, before the zero clock of each date of repayment of principal and interest agreed in the present contract, deposit the loan principal and interest in full into the loan repayment account (settlement account) opened by the borrower at the place of the lender. The bank card No. or all-in-one current account No. of the loan repayment account is The borrower hereby irrevocably authorizes the lender to withhold the due loan principal and interest repayable from the said deposit account on its own initiative. 5.4 If requiring to change the loan repayment account during the loan period, the borrower must file an application to the lender in advance and sign a new agreement on authorization for withholding after the consent of the lender and specify the start date of the new loan repayment account before its implementation. 5.5 If the deposit account which the borrower authorizes the lender to withhold from is an overdraft account, then the borrower hereby irrevocably further authorizes that, when the deposit balance in the said account is insufficient to pay back the loan principal and interest of the current period, the lender may withhold the loan principal and interest of the current period by means of overdraft within the range of the allowable overdraft amount, and the borrower shall bear the overdraft principal, interest and the related costs arising therefrom. 5.6 The borrower shall repay the loan principal and interest on schedule. If the borrower fails to repay the due loan principal and interest in full on schedule as required, the lender will have the right to withhold the outstanding and due principal, interest, default interest and the related costs (including attorney fee, litigation fee, auction fee, and other fees for realization of the creditor’s rights) from part or all of the accounts that the borrower opened at the place of the lender and the other business offices of the lender’s head office system. 5.7 If the loan repayment is overdue, then overdue default interest of the outstanding loan principal and interest shall be paid together with the repayment of the overdue loan principal and interest, and the lender will have the right to charge a compound interest for the interest unpaid by the borrower. 5.8 Except the circumstance of adopting a fixed interest rate, if the lender adjusts the amount of repayment of the principal and interest for each period due to by the interest rate adjustment factor of the People’s Bank of China, the borrower shall unconditionally execute it. 5.9 If repaying the loan in advance, the borrower shall obtain prior written consent of the lender. Without written consent of the lender, the borrower shall still repay the loan principal and interest in accordance with the period specified in the contract. 5.10 If the borrower repays part of the loan principal and interest in advance, the loan interest will be still charged for the part of early repayment amount on and before the date of early repayment according to repayment according to the relevant regulations of the present contract, and the charged loan interest will not be calculated and refunded. If the borrower repays all the outstanding loan principal and interest in a lump sum in advance, the lender will have the right to charge the loan interest on and before the date of early repayment according to repayment according to the relevant regulations of the present contract, will not calculate and refund the charged loan interest, and also will not calculate and charge the loan interest after the date of early repayment. 5.11 If the borrower repays the loan principal in advance, a default fine will be charged in accordance with the following stipulations: The borrower shall pay a default fine as per (“of the early repayment year(s) of normal repayment, the default fine can be waived. ? ) 6.1 In order to safeguard the realization of the creditor’s rights of the lender (hereinafter referred to as the Mortgagee), mortgage guarantee shall be provided to the lender for the loan principal, interest and relevant cost under the present contract by the mortgager with the property that the mortgager has the right to dispose. 6.2.1 Mortgage object (3) Number of the mortgage object (filled in the housing building area and land area at the time of (8) Purchase contract number (fill in the purchase contract number at the time of mortgage of the (9) Property ownership certificate number (fill in the house property ownership certificate number ? For more information about other mortgage objects, please see the annex to the present contract. 6.3 The main creditor’s right guaranteed by the mortgage object is the loan principal in the sum of RMB the present contract. If the overdraft account of the borrower is overdrawn due to the lender’s withholding the due loan principal and interest from the borrower’s overdraft account according to the regulations of the present contract, then such part of overdraft amount shall also be included into the main creditor’s right as the conversion form of the borrower’s outstanding debts, and the mortgager shall also assume the guarantee liability for the overdraft amount of the said account with the mortgage object. The ranges of the mortgage guarantee under the present contract are as follows: all the outstanding and due principal and interest (including overdue and misappropriated default interest as well as compound interest), default fine, damage awards, the overdraft principal and interest of the above overdraft account caused due to the repayment, the expenses for safeguarding the guarantee property and realizing the mortgage rights (including but not limited to the litigation fee, attorney fee, auction fee, and sales fee, and the fees for notifying the borrower and other reasonable costs that may probably occur). The “expiry or expiration” referred to in the present contract includes, but is not limited to: (1) the normal expiry stipulated in the present contract; (2) the expiry of the repayment date of each period stipulated in the present contract; and (3) the circumstances that early expiry is announced by the lender. The expiry of the date of repayment of the loan principal and interest stipulated in the present contract as well as the announced early expiry of the loan are both regarded as the expiry of debt performance period under the present contract. The valid voucher for the debts owed by the borrower is subject to the accounting vouchers issued and recorded by the lender according to its own business operation regulations. 6.4 The effect of the mortgage rights under the present contract covers the mortgage object itself, and also extends to its ancillary components, accessory rights, subrogation of mortgage rights, attachments and fructus. 6.5 If the mortgager is dead or terminated during the existence of the mortgage, the mortgage rights in the mortgage object under the present contract will remain in force, and the heir of the mortgager will have no right to defense for this. 6.6 Guarantee properties The mortgagee has the first priority right for claims on the mortgage object. The mortgagee can directly exercise the mortgage rights under the present contract rather than exercise the other guarantee rights (if any) against the debtor. The Mortgage agrees that, under any circumstances, the Mortgagee’s failure to exercise or delay in exercising any rights under the other loan documents between the Mortgagee and the debtor, including but not limited to creditor’s rights, security interests and default relief rights, shall not be considered as the Mortgagee’s omission or waiver of the exercise of the right, nor will affect its full exercise of the rights under the present contract. 6.7 Registration of the mortgage 6.7.1 If the mortgager mortgages the mortgage object that shall go through the procedures for registration of the mortgage object as required by the law, then the mortgage parties shall handle the registration of the mortgage object with to the relevant registration authority according to the law, and the mortgager shall submit the original copy of the mortgage certificate to the Mortgagee for custody after acquisition of the mortgage certificate. 6.7.2 If the mortgager mortgages the mortgage object that is not mandatory by law to go through the procedures for registration of the mortgage object, then the mortgager shall apply for a registration of the mortgage at the request of the Mortgagee. 6.7.3 The mortgagee has the right to require the mortgager to apply to the notary office approved by the Mortgagee for notarization with compulsory execution effect, and the mortgager shall voluntarily accept the said compulsory execution. 6.7.4 If the law stipulates that the mortgage registration is a key element for the mortgage to enter into force, then the mortgage rights will be established upon completion of the registration; if the law does not stipulate mortgage registration as a key element for the mortgage to enter into force, then the mortgage rights will be established when the present contract becomes effective. 6.8 After the borrower repays the full principal and interest of the loan and obtains the lender’s approval, the lender shall, according to the mortgager’s requirements, return the above certificates and relevant right vouchers to the mortgager, and the mortgager itself shall handle the deregistration with the original registration authority after the lender issues a description letter on agreement of cancelling the guarantee. 6.9 Insurance 6.9.1 If the mortgager has effected insurance for the mortgage object, the mortgager shall, within five (5) days as of the effective date of the present contract, handle the procedures for the insurance interest transfer with the lender as the first beneficiary; if the insurance has not yet been effected or the original insurance does not meet the requirements of the Mortgagee, then the mortgager shall, within five (5) days as of the signature of date the present contract, arrive to the insurance company recognized by both the Mortgagee and the mortgager, to handle the procedures for insurance against the specific insurance types, period and amount with the lender as the first beneficiary. 6.9.2 The mortgager shall pay all premiums in a timely manner, and promptly submit all the originals of insurance documents and vouchers to the lender for custody. 6.9.3 Without the written consent of the lender, the mortgager shall not modify or change any terms or conditions of the insurance policy, nor terminate or cancel such insurance, nor leave and allow such insurance to be withdrawn, cancelled, terminated or expired. 6.9.4 If the mortgager fails to effect insurance for the mortgage object in a timely manner or does not actively maintain such insurance, the lender will have the right to effect insurance for the mortgage object and/or maintain such insurance, and the costs arising therefrom shall be borne by the mortgager. Notwithstanding the provisions of this paragraph, the lender has no obligation to effect and maintain insurance on behalf of the mortgager. 6.9.5 If an insurance accident occurs to the insured mortgage object, the lender will have the priority right to recover the principal and interest of the mortgage loan from the insurance compensation in advance. 6.10 The mortgager shall ensure that all the co-owners (if any) of the mortgage object fully agree such mortgage and shall sign for confirmation on the signature page attached to the present contract. The Mortgage shall ensure all the co-owners agree that, when the borrower and the mortgager are in breach of the contract, the Mortgagee will have the right to dispose the mortgage object according the provisions of the present contract, and shall ensure that the co-owners agree to repay the loan principal and interest with the proceeds from disposition of the mortgage object and are willing to accept the compulsory enforcement measures of judicial authorities. 6.11 The agreed items The mortgager and the lender hereby further agree as follows: 6.11.1 The mortgage object is in the possession and custody of the mortgager. During the period of the possession and custody, the mortgager shall maintain the mortgage object in a safe and good condition, and shall fully perform its various obligations related with the mortgage object. 6.11.2 The mortgagee is entitled to supervise and inspect the operation conditions of the mortgager as well as the use and custody of the mortgage object during the mortgage period, and the mortgager shall provide active cooperate on it. 6.11.3 Without the prior written consent of the Mortgagee, the mortgager shall not dispose the mortgage object by means of sale, exchange, gift, lease, transfer, re-mortgage, satisfaction of a debt, or other methods, and also shall not change the nature of the mortgage object by means of rebuilding and removing of the mortgage object or other methods. 6.11.4 If the act of the mortgager is enough to enable a decrease in the value of the mortgage object, then the Mortgagee will have the right to require the mortgager to stop its actions, recover the value of the mortgage object, or provide a guarantee which is equal to the reduced value and recognized by the Mortgagee. 6.11.5 If the mortgage object is lost, damaged or decreased in value not due to the faults of the mortgager, or is included into the demolition range due to nation-building requirement according to the law, the mortgager shall immediately notify the Mortgagee, and take effective measures to prevent the expansion of the loss; and the Mortgagee will enjoy the subrogation rights for the damages, compensation money and other proceeds obtained therefrom. If the mortgage housing is demolition, for the compensation in the form of property right conversion, the mortgager and the borrower shall negotiate with the lender on the debt liquidation, or reset the mortgage and sign a new mortgage agreement, and a guarantee shall be provided by a competent guarantee party after the original guarantee house property is lost and before the new mortgage registration is completed; for the demolished house property which is compensated by means of compensation money, the lender will be entitled to require the mortgager to have the demolition compensation money continuing to be as the guarantee property through opening a special account for security deposit or a certificate of deposit, and other forms. 6.11.6 If the Mortgagee considers it necessary, the Mortgagee may require the mortgager to authorize the assessment agencies approved by the Mortgagee to assess the mortgage object. 6.11.7 In case of any disputes on the mortgage object occurring between the mortgager and a third person or occurrence of any circumstances that have possible impact on the guarantee liability capacity of the mortgager, the mortgager shall guarantee, within 5 working days from the date of occurrence of such circumstance, notify the Mortgagee in a written form. 6.11.8 The mortgager shall bear the relevant costs and taxes occurring for the mortgage guarantee under the present contract according to laws, rules and regulations as well as the provisions of the present contract. 6.12 Realization of mortgage rights 6.12.1 When the Mortgagee is not paid off upon the expiry (including early expiry) of the debt performance period under the this loan contract, the Mortgagee can negotiate with the mortgager to be firstly paid off with the proceeds by means of converting the mortgage object into money or auctioning or selling off the mortgage object; if the negotiation fails, the Mortgagee can request the people’s court to auction and sell off the mortgage property; if this contract has notarized the creditor’s right documents with the compulsory execution effect, then the parties to the contract agree that the lender can directly apply to court for compulsory execution. 6.12.2 After the mortgage object is converted into money, auctioned or sell off, the part whose amount is more than that of the guaranteed creditor’s rights will be owned by the mortgager. 6.12.3 During the mortgage period, the mortgager’s proceeds from transfer and disposition of the mortgage object upon approval by the lender in writing must be paid off to the Mortgagee in advance for the creditor’s rights guaranteed by means of mortgage. 6.12.4 During the process of realizing the creditor’s rights, the Mortgagee the right to appoint consignees, auctioneers, appraisers, attorneys, or other agents to exercise all or part of its rights, and the mortgager shall not have any objection to it. 6.12.5 The mortgagee has the right to directly withhold the costs occurring for realization of the mortgage rights from the amount which is obtained by the Mortgagee by means of disposition of the mortgage object. 6.12.6 After the Mortgagee exercises the mortgage rights according to provisions of the present contract, if the mortgage object is insufficient to satisfy the secured debts and the mortgager is a third person other than the borrower, then the mortgager hereby promises to undertake unconditional joint and several liabilities for the outstanding debts together with the borrower. 6.12.7 When the Mortgagee disposes the mortgage object, the Mortgagee shall provide active cooperation for it. If the mortgager and his dependent families reside in the house property which is mortgaged in accordance with the law, then the mortgager shall be initiative to vacate the house property within a reasonable time limit after the people’s court orders it to auction, sell off or pay debts. If the Mortgagee agrees to provide the mortgager with temporary housing, the mortgager shall also pay the rent to the Mortgagee; the occurred rent shall be firstly deducted from the auction amount or sale price of the house property. 6.13 If the mortgage registration authority requires filling in the guarantee period at the time of handling the mortgage registration, for the purpose of registration only, the mortgager and the Mortgagee hereby agree that, the duration of the mortgage under the present contract will be valid till two years after the expiry of the loan period specified in the present contract, i.e., the due date of the guarantee period is But the stipulation here on registration of guarantee period does not in any way jeopardize or compromise the Mortgagee to enjoy the priority right for the mortgage object according to the relevant laws and the special conventions (if any) specified in the other articles of the present contract. ? 7.1 In order to safeguard the realization of the creditor’s rights of the lender (hereinafter referred to as the pledgee), the pledger will provide a guarantee with the following pledge object as a pledge, and empowers the lender the first priority right to be repaid. 7.2.1 The pledge object ? For more information about other pledge objects, please see the annex to the present contract. 7.3 The main creditor’s right guaranteed by the pledge object is the loan principal in the sum of RMB the present contract. If the overdraft account of the borrower is overdrawn due to the lender’s withholding the due loan principal and interest from the borrower’s overdraft account according to the regulations of the present contract, then such part of overdraft amount shall also be included into the main creditor’s right as the conversion form of the borrower’s outstanding debts, and the pledger shall also assume the guarantee liability for the overdraft amount of the said account with the pledge object. The ranges of the pledge guarantee under the present contract are as follows: all the outstanding and due principal and interest (including overdue and misappropriated default interest as well as compound interest), default fine, damage awards, the overdraft principal and interest of the above overdraft account caused due to the repayment, the expenses for safeguarding the guarantee property and realizing the pledge rights (including but not limited to the litigation fee, attorney fee, auction fee, and sales fee, and the fees for notifying the pledger and other reasonable costs that may probably occur). The “expiry or expiration” referred to in the present contract includes, but is not limited to: (1) the normal expiry stipulated in the present contract; (2) the expiry of the repayment date of each period stipulated in the present contract; and (3) the circumstances that early expiry is announced by the lender. The expiry of the date of repayment of the loan principal and interest stipulated in the present contract as well as the announced early expiry of the loan are both regarded as the expiry of debt performance period under the present contract. The pledgee may, at any time during the pledge period, require the pledger to undertake the guarantee liabilities, and the pledger shall undertake the guarantee liabilities. The valid voucher for the debts owed by the borrower is subject to the accounting vouchers issued and recorded by the lender according to its own business operation regulations. 7.4 The effect of the pledge under the present contract covers the above said pledge object, and also extends to its ancillary components, accessory rights, subrogation of mortgage rights, attachments and fructus. 7.5 For the personal pledger, if the pledger is dead, the pledger will still enjoy the pledge rights for the pledge object before all the loans are fully paid off, and the heir of the pledger will have no right to defense for this; for the corporate pledger, if the pledger enters into bankruptcy proceedings, the pledge object under the present contract will not be included in the bankruptcy assets of the enterprise. 7.6 Guarantee properties The pledgee has the first priority right for claims on the mortgage object. The pledgee can directly exercise the mortgage rights under the present contract rather than exercise the other guarantee rights (if any) against the debtor. The pledgee agrees that, under any circumstances, the pledgee’s failure to exercise or delay in exercising any rights under the other loan documents between the pledgee and the debtor, including but not limited to creditor’s rights, security interests and default relief rights, shall not be considered as the pledgee’s omission or waiver of the exercise of the right, nor will affect its full exercise of the rights under the present contract. 7.7 The pledger shall ensure that all the co-owners (if any) of the pledge object fully agree such pledge and shall sign for confirmation on the signature page attached to the present contract. The pledger shall ensure all the co-owners agree that, when the borrower and the pledger are in breach of the contract, the pledgee will have the right to dispose the pledge object according the provisions of the present contract, and shall ensure that the co-owners agree to repay the loan principal and interest with the proceeds from disposition of the pledge object and are willing to accept the compulsory enforcement measures of judicial authorities. 7.8 The agreed items The pledger and the pledgee hereby further agree as follows: 7.8.1 If the law stipulates that the pledge registration is a key element for the pledge to enter into force, then the pledge rights will be established upon completion of the registration; if the law does not stipulate pledge registration as a key element for the pledge to enter into force, then the pledge rights will be established when the present contract becomes effective and the delivery of the pledge object is completed. 7.8.2 If the procedures for registration of pledge or specific recording are required to be processed for the pledge act described in this article in accordance with the relevant legal provisions, the pledger confirms to make timely and full cooperate with the pledgee to handle with such procedures. The preceding cooperation obligations include, but are not limited to, signing the relevant pledge registration agreement in a timely manner as required by the pledgee at the time of pledging the accounts receivable, and stipulating in the pledge registration agreement that the pledgee shall handle the pledge registration, or recording the pledge matters in the register of shareholders in a timely manner at the time of pledging equities, or other pledge registration requirements as stipulated by the laws, rules and regulations. 7.8.3 For the pledge registration of the accounts receivable, the pledge period is uniformly registered as five years for each time; if the pledged main creditor’s right is still not fully paid off 90 days before the expiration of the pledge period, the pledgee will have the right to apply for extending the pledge registration period, and extension times are not limited. 7.8.4 The pledge object is in the possession and custody of the pledgee. During the period of the possession and custody, the pledgee shall undertake careful custody obligations. Unless otherwise specified, the pledger may not withdraw, use, dispose or request to withdraw, use, dispose or escrow the pledge object for any reason before the loan principal and interest under the present contract are fully paid off. 7.8.5 Without the prior written consent of the pledgee, the pledger shall not dispose the pledge object; under the circumstance that the written consent of the pledgee has been obtained, the pledger shall legally and reasonably dispose the pledge object according to the method and price approved by the pledgee. The pledger’s proceeds from disposition of the pledge object shall be used to pay off the guaranteed creditor’s right in advance. 7.8.6 If the act of the pledger is enough to enable a decrease in the value of the mortgage object, then the pledgee will have the right to require the pledger to stop its actions, recover the value of the mortgage object, or provide a guarantee which is equal to the reduced value and is recognized by the pledgee. 7.8.7 If the act of the non-pledger leads to probable decrease or significant decrease in the value of the pledge object and is enough to damage the pledgee’s rights, then the pledgee will have the right to, provide the pledgee has the right to require the pledger to provide a guarantee which is equal to the reduced value and recognized by the pledgee or other remedial measures. 7.8.8 The pledger shall bear the related fees and taxes occurring for the pledge guarantee under the present contract according to laws, rules and regulations and the provisions of the present contract, and Pledgee has the right to direct withhold it from its proceeds from disposition of the pledge object; if the expected benefit of the pledge object is damaged due to the disposition of the pledge object, then such damage shall be borne by the pledger. 7.8.9 After the pledgee exercises the pledge rights according to provisions of the present contract, if the pledge object is insufficient to satisfy the secured debts and the pledger is a third person other than the borrower, then the pledger hereby promises to undertake unconditional joint and several liabilities for the outstanding debts together with the borrower. 7.8.10 The pledgee and the pledger unanimously agree that, if the specified cashing date / due date (if any) of the pledge object is earlier than the expiry date of the debts under the present contract, the pledgee will have the right to continue the custody of the pledge object upon expiry of the pledge object and continue to take it as a pledge guarantee for the debts under the present contract, or to cash the pledge object upon its expiry, and the cashed amount shall be used to pay off the main creditor’s right or shall be used as a cash deposit to deposit into the cash deposit account designated by the pledgee so as to continue to guarantee the creditor’s right; if the last circumstance occurs, the both parties will not further sign a cash deposit pledge contract, and the pledgee will have the right to be firstly paid off for the said cash deposit when the pledgee is not paid off upon expiry of the debt performance period under the present contract. If the expiry date of the debts under the present contract is earlier than the expiry of the specified cashing date of the pledge object and the pledgee is not paid off, then the pledgee will have the right to continues the custody of the pledge object, and cash it on the due date of the pledge object to realize the pledge right, or may also cash the said pledge object in advance to pay off the main creditor’s right. The interest loss due to the early cashing will be borne by the pledger of its own will. 7.9 When the pledgee fails to realize or fails to realize the full creditor’s rights upon the expiry (including early expiry) of the debt performance period under the this loan contract, the pledgee can negotiate with the pledger to be firstly paid off with the proceeds by means of converting the pledge object into money or auctioning or selling off the pledge object, or taking the goods under the pledge object. The part whose amount is more than that of the guaranteed creditor’s rights will be owned by the pledger, and the insufficient part shall be paid off by the debtors (including the main debtor and the guarantee debtor). 7.10 If the pledge registration authority requires filling in the guarantee period at the time of handling the pledge registration, for the purpose of registration only, the pledger and the pledgee hereby agree that, the duration of the pledge under the present contract will be valid till two years after the expiry of the loan period specified in the present contract, i.e., the due date of the . (But the registration period / guarantee period of the pledge of the accounts receivable shall still be subject to the provisions of Article 7.8.3 of the present contract, and the stipulation here on registration of guarantee period does not in any way jeopardize or compromise the pledgee to enjoy the priority right for the mortgage object according to the relevant laws and the special conventions (if any) specified in the other articles of the present contract.) ) 8.1 In order to safeguard the realization of the creditor’s rights of the lender (hereinafter referred to as the creditor), the guarantor agrees to provide a joint and several liability warranty guarantee for the lender for the loan principal, interest and relevant costs under the present contract. 8.2 The main creditor’s right guaranteed by the warranty is the loan principal in the sum of RMB Yuan (amount in words) provided by the lender to the borrower according to the present contract. If the overdraft account of the borrower is overdrawn due to the lender’s withholding the due loan principal and interest from the borrower’s overdraft account according to the regulations of the present contract, then such part of overdraft amount shall also be included into the main creditor’s right as the conversion form of the borrower’s outstanding debts, and the guarantor shall also assume the guarantee liability for the overdraft amount of the said account with the pledge object. The ranges of the guarantor’s guarantee under the present contract are as follows: all the outstanding and due principal and interest (including overdue and misappropriated default interest as well as compound interest), default fine, damage awards, the overdraft principal and interest of the above overdraft account caused due to the repayment, the expenses for safeguarding the guarantee property and realizing the guarantee rights (including but not limited to the litigation fee, attorney fee, auction fee, and sales fee, and the fees for notifying the guarantor and other reasonable costs that may probably occur). The “expiry or expiration” referred to in the present contract includes, but is not limited to: (1) the normal expiry stipulated in the present contract; (2) the expiry of the repayment date of each period stipulated in the present contract; and (3) the circumstances that early expiry is announced by the lender. The expiry of the date of repayment of the loan principal and interest stipulated in the present contract as well as the announced early expiry of the loan are both regarded as the expiry of debt performance period under the present contract. The lender may, at any time during the guarantee period, require the guarantor to undertake the guarantee liabilities, and the guarantor shall undertake the guarantee liabilities. The valid voucher for the debts owed by the borrower is subject to the accounting vouchers issued and recorded by the lender according to its own business operation regulations. 8.3 The guarantor will bear joint and several guarantee liabilities within the guarantee scope according to the debts owed by the borrower to the lender under the present contract. For all the outstanding and due debts payable of the borrower, the guarantor shall be unconditionally as the first debtor to directly pay to the lender according to the requirement of the lender; meanwhile, the guarantor hereby authorizes the lender to have the right to directly withhold from the deposits / settlement account that the guarantor opens at the various business offices of Shanghai Pudong Development Bank, or withhold the relevant amount in accordance with the law from the relevant account that the guarantor opens at other financial institutions, and the guarantor hereby waives all defense rights for this. The guarantor hereby acknowledges that, regardless of whether the lender has the other guarantee rights (including, but not limited to, warranty, mortgage, pledge and other guarantee methods) for the creditor’s rights under the present contract or not, the lender will have the priority right to require the guarantor to undertake the guarantee liabilities within the guarantee scope agreed in the present contract, and needs not to firstly require the other guarantors to perform the guarantee liabilities. The guarantor hereby expressly waives the defense right to request to first perform the property guarantee provided by the debtor. ? Full process joint and several liability guaranty: Namely, the guaranty period is from the signature date of the present contract till two years upon the expiry of the borrower’s debt performance period. The guarantor agrees that, for the loan which is approved by the lender to for extension and restructuring, the guarantor’s guaranty period will be two years upon the expiry of the new debt performance period. ? Phased joint and several liability guaranty: Namely, the guaranty period is from the signature date of the present contract till two years upon the expiry of the borrower’s debt performance period. The guarantor agrees that, for the loan which is approved by the lender to for extension and restructuring, the guarantor’s guaranty period will be two years upon the expiry of the new debt performance period. Nevertheless, if the borrower has completed the mortgage registration procedures for the ready house guaranteed by mortgage under Article 6 of the present contract and the lender has received the original copy of the ready house’s other rights certificate with the lender as the mortgagee in the first order, then the guaranty liabilities of the guarantor will be cancelled as of the date of receipt of the original copy of the said other rights certificate; but, for the borrower’s debts which have expired before the said cancellation date and the liabilities under the present contract which were caused due to the breach of the contract by the guarantor or / and the borrower before the date, the guarantor shall still bear the guaranty liabilities and the corresponding default liabilities. If the borrower fails to perform the debts according to the regulations of this loan contract, then the lender may require the guarantor to undertake the guaranty liabilities within the above said guaranty period. 8.5 The lender can in accordance with the law transfer the main creditor’s rights to a third party without the consent of the guarantor, and the guarantor shall continue to bear the guaranty liabilities within the guaranty period and scopes. Within the guarantee period, without the written consent of the lender and the guarantor, the borrower shall not transfer the debts. Article 9 Guarantee by Other Creditor’s Rights 9.1 In addition to the foregoing guarantees, a guarantee can be also provided to the lender by the 9.1.4 Others: Article 10 Warranties and Representations 10.1 The borrower, and the mortgager, the pledger and the guarantor under the present contract (the latter three hereinafter may be collectively referred to as "the warrantor") hereby respectively represent and guarantee to the lender as follows: 10.1.1 Both the borrower and the warrantor are independent legal entities, having all the necessary capacity for rights, and able to perform the obligations under the present contract in its own name and bear civil liabilities independently. The signature of the present contract is the representation of the true intention of the borrower and the warrantor, and is legally binding on the parties. 10.1.2 For the warranty guarantee, if the guarantor is a natural person, the guarantor shall have a permanent job and a stable economic income and meet the other conditions that shall be possessed as a guarantor as stipulated by laws, rules and regulations. The natural person guarantor hereby promises that, if the guarantor is missing, among the missing, loses the capacity for civil conduct, and etc., then its guardian and property supervisor (custodian) will undertake the warranty liabilities to the creditor under the present contract to the extent of the properties of the guarantor; if the guarantor dies or is declared dead, then the guarantee liabilities to the creditor under the present contract shall be undertaken with its heritage. 10.1.3 Both the borrower and the warrantor hereby guarantee that, they abide by the principles of honesty and trustworthiness during the process of signing and performing the present contract, and that all the documents, information and materials, which are issued by them for payment of the loan to the external and involve the borrower, the warrantor and the present contract, are true, valid, complete, accurate, and free of any concealment. 10.1.4 Both the borrower and the warrantor hereby guarantee that, their act of signature and performance of the present contract is neither in violation of the laws, rules, regulations, judgments, adjudication and orders that they shall abide by, nor conflict with their respective articles of association (if any) or any contract or agreement signed by them respectively or any other obligations that they shall bear respectively. 10.1.5 Both the borrower and the warrantor hereby confirm that, at the time of signature of the present contract, they did not hide any litigation cases, and arbitration cases, and administrative procedures, and property preservation measures, compulsory execution procedures or other events with major adverse effects (including such events occurring to the borrower or the warrantor itself, as well as the warrantor shareholders, directors and senior executives) that occurred or will occur and effects or may effect of signature and performance of the present contract, or may have major adverse effect on their business and finance situation; and, the borrower and the warrantor will, during the contract period, continue to undertake the obligations of timely disclosure of the above information to the lender. Upon occurrence of the aforementioned events, both the borrower and the warrantor shall notify the lender within 5 working days after the occurrence date of the relevant event or the date when they are informed. 10.1.6 If the work, domicile (or contact address), contact phone and other information of the borrower or the warrantor (natural person) is changed, or if the domicile, contact method, or its legal representative, directors, supervisors or senior executives and other major information of the warrantor (legal person) is changed, then the changed party shall notify the lender within 5 working days after the change. 10.1.7 Both the borrower and the warrantor guarantee that all the necessary formalities for signature and performance of the present contract have been completed by them and effective; the property warrantor warrants that it enjoys legal ownership for the mortgage / pledge properties. 10.1.8 Both the borrower and the warrantor guarantee that, if the loan under the present contract involves the presale or mortgage of real estate, they will, in accordance with the requirements of the developer or the instructions of the lender, complete the relevant house property ownership registration procedures and mortgage registration procedures in a timely manner. 10.1.9 The borrower guarantees to repay the loan principal and interest on schedule according to the repayment plan specified in the present contract or required by the borrower. 10.1.10 The borrower guarantees to provide, increase or change guarantee measures to satisfy the lender according to the requirements put forward by the lender from time to time during the loan period. 10.1.11 The borrower confirms that, the lender has published the present contract on the personal online bank of the lender or at the business offices of the lender. 10.1.12 The mortgager and the borrower promise to perform the notification obligations to the lender in a timely manner upon being informed of the information that the mortgaged house will be demolished. 10.1.13 The warrantor confirms that, if the warrantor has undertaken relevant guarantee liabilities pursuant to the present contract, then the warrantor will temporarily not exercise the right of recourse against the borrower due to the borrower’s performance of its guarantee obligations before all the creditor’s rights of the lender under the present contract are fully paid off. 10.1.14 The warrantor confirms that, if the act of the borrower’s liquidation or early liquidation of the loan to the lender is cancelled due to any reasons in accordance with the law, the guarantee obligations of the warrantor under the present contract will be automatically recovered; if the original guarantees are released at this time, the warrantor shall, within 5 working days after the automatic recovery of the guarantee obligations, cooperate with the warrantee to handle the procedures for registration or delivery once again in accordance with the requirements of the present contract, or provide other guarantees which are satisfactory to the warrantee. 10.1.14 Both the borrower and the warrantor hereby confirm that the method of printing or filling in is acceptable for Part 2 Summary Sheet of Elements of the Contract Terms and Conditions of the present contract, and that the contract elements necessary to be filled in Part 1 Contract Terms and Conditions is subject to the contents of Part 2 Summary Sheet of Elements of the Contract Terms and Conditions, and that the Part 2 Summary Sheet of Elements of the Contract Terms and Conditions and the Part 1 Contract Terms and Conditions are an integral whole and together constitute the full articles of the present contract. Article 11 Events of Default 11.1 Any of the following events constitutes a default of the borrower under the present contract: 11.1.1 The borrower fails to use the loan according to the loan purpose specified in the present contract; 11.1.2 The borrower fails to repay the loan principal and interest and relevant costs in full on schedule as agreed in the contract; 11.1.3 The borrower provides false information to the lender or conceals important facts; 11.1.4 The borrower refuses or hinders the lender to supervise and inspect the conditions on the use of the loan, the guarantor’s credit status or the conditions of the guarantee object; 11.1.5 The borrower is criminally punished due to violations of the laws, rules and regulations of his country; 11.1.6 The warrantor /guarantee object provided by the borrower has already had or will no longer have the appropriate guarantee capacity provided for the loan, or violates the guarantee documents signed by them, or the warrantor loses its guarantee capacity due to its other acts, for example, the warrantor’s going abroad is not approved by the lender, or the warrantor’s guarantee capacity decreases significantly and no new corresponding guarantee is approved by the lender; 11.1.7 Without the consent of the lender, the borrower, or the mortgager or the pledger relocates, sells, transfers, gifts or remortgages the properties or interests which are mortgaged or pledged; 11.1.8 The borrower or the warrantor signs contracts or agreements, which are prejudicial to the rights and interests of the lender, with other legal persons or economic organizations; 11.1.9 The borrower breaches the regulations of any other contract and agreement signed with the lender; 11.1.10 The borrower or the warrantor (or its legal representative, directors, supervisors or senior executives) involves proceedings, or property supervision and freezing by the court and other competent authority, or being declared bankrupt; 11.1.11 The borrower has no heir, legatee, property supervisor (custodian) or guardian after he is dead, missing or loss of the capacity for civil conduct during the repayment period, or his heir, legatee, property supervisor (custodian) or guardian refuses to perform the present contract; 11.1.12 The borrower fails to pay the loan money according to the loan payment method agreed in the present contract; 11.1.13 The borrower is in contravention of the representations and warranties made in Article 10 of the present contract; 11.1.14 The borrower has other acts contrary to the terms and conditions of the present contract; 11.1.15 The warrantor of the loan under the present contract is in violation of the relevant guarantee provisions of the present contracts, or in breach of the guarantee document signed separately. 11.2 Any of the following events constitutes a respective default of the warrantor under the present contract: 11.2.1 The warrantor provides false information to the lender or conceals important facts;; 11.2.2 The warrantor breaches the provisions on guarantee that the warrantor shall respectively undertake in Article 6, Article 7 and Article 8 of the present contract; 11.2.3 The warrantor is in contravention of the representations and warranties made in Article 10 of the present contract; 11.2.4 The warrantor (natural person) has no heir, legatee, property supervisor (custodian) or guardian after he is dead, missing or loss of the capacity for civil conduct during the repayment period, or his heir, legatee, property supervisor (custodian) or guardian refuses to perform the present contract; the warrantor (legal person) enters into or may enter into the process of stopping production, liquidation, dissolution, being cancelled, bankruptcy, reduction of capital, merger, restructuring, division or major litigation, arbitration, administrative procedure, which is enough to affect its guarantee capacity; 11.2.5 All or part of the guarantee object is lost, damaged, confiscated, requisitioned, legally seized, sealed up, compulsorily acquired or executed, or decreased in value and not remedied in time, which is enough to affect its guarantee capacity; 11.2.6 The warrantor is in violation of the other articles under the present contract, or in violation of the obligations under other guarantee documents signed for the purpose of the loan under the present contract. 11.2.7 The borrower constitutes a default under the present contract. Article 12 Settlement of Default 12.1 When one or more events of default listed in Article 11 of the present contract breach occur, the lender may, as appropriate, take one or several of the following measures to settle them: 12.1.1 Charge default interest according to the relevant regulations of the People’s Bank of China. Therein, the default interest rate for the overdue loan (the loan that the borrower fails to repay (“”) above the interest rate which is executed on the date when the default interest is charged; the default interest rate for the borrower’s failure to use the loan according to the purpose agreed in (“%”) above the interest rate which is executed on the date when the default interest is charged. The default interest will be charged from the date of occurrence of the above acts as per the default interest rate, till the liquidation of all the loan principal and interest. For the interest which is not paid on schedule, a compound interest will be charged as per the default interest rate; 12.1.2 Has the right to adjust the interest rate which is executed for the loan under the present (“%”) above the interest rate which is executed on the adjustment date and immediately execute it; 12.1.3 Has the right to unilaterally adjust the borrower’s repayment method (applicable to occurrence of the borrower’s event of defaults as stipulated in Article 11.1.2); 12.1.4 Has the right to unilaterally adjust the borrower’s loan payment method (applicable to occurrence of the borrower’s event of defaults as stipulated in Article 11.1.2); 12.1.5 Declare that all or part of the principal and interest of the loan which has been withdrawn by the borrower is early expiry, and cancel the part which has not been withdrawn; and has the right to withhold and transfer money from any account (including overdraft account) that the borrower opens at various business offices of Shanghai Pudong Development Bank to pay off the debts, and recourse against the borrower and the warrantor through various forms; if the currency which is to be withheld and transferred is not consistent with the loan currency, the lender will have the right to withhold and transfer after conversion on its own according to the exchange rate published on the current date, and all the related risks and losses shall be borne by the borrower; 12.1.6 Require the borrower to provide separate guarantee, mortgage, pledge or other guarantee approved by the lender; 12.1.7 Dispose the mortgage object or the pledge object according to the provisions of the guarantee contract or guarantee articles, to pay off the loan principal and interest, or recourse the joint and several liabilities against the guarantor according to the law; 12.1.8 Take the other necessary measures permitted by laws, rules and regulations. Under the above said circumstances, the borrower and all the warrantors agree to unconditionally waive the right of defense, and bear all the losses caused to the lender / the warrantee due to its breach of contract. Article 13 Costs 13.1 The borrower shall in accordance with laws, rules and regulations as well as the provisions of the present contract undertake the related costs and taxes under the present contract. 13.2 If the lender decides to take remedy or recourse measures through other ways because the borrower fails to perform the repayment of the principal and interest and other relevant obligations according to the provisions of the present contract during the term of the present contract, then all the costs arising therefrom, including but not limited to, litigation fee and attorney fee, shall be borne by the borrower. Article 14 Other Terms & Conditions 14.1 The "loan principal and interest" referred to in the present contract contains the loan principal, interest, compound interest, and the overdue and misappropriated default interest as well as any outstanding fees related with this loan or the loan guarantee. The valid voucher for the debts owed by the borrower is subject to the accounting vouchers issued and recorded by the lender according to its own business operation regulations. 14.2 If the relevant laws, rules and regulations or policies change and the relevant terms and conditions of the present contract must be changed in accordance with such laws, rules and regulations or policies, the lender will have the right to change the relevant terms and conditions of the present contract. If the content of the "mortgage guarantee, pledge guarantee and warranty guarantee" article in the present contract is as partially or fully invalid, it will not affect the validity of the other terms and conditions of the present contract. 14.3 The guarantee liabilities of the warrantors under the present contract are independent of each other, irrevocable and persistent, not subject to the effect of other provisions in the present contract. The guarantee liabilities of the mortgager, the pledgor and the guarantor under the present contract will not be changed due to the borrower’s loss of full capacity for civil conduct, being declared missing or dead, or any other cause, and they will not be changed due to the agreement between the lender and the borrower to change this loan contract, the consent of the lender to extend the loan period and restructure it, as well as occurrence of any change to the mortgager, the pledgor or the guarantor. 14.4 The borrower agrees and authorizes as follows: the lender has the right to enter the information about all the contracts / agreements / commitments (hereinafter collectively referred to as "the contract") signed between the borrower and the lender, and the information related with the performance of the above contracts / agreements / commitments and the relevant conditions of the loan and overdraft, as well as the personal credit information and other information provided by the borrower into the basic personal credit information database of the People’s Bank of China and the inter-bank credit advisory system and credit information system as well as other legally established information bases for the query and use by the organizations / individuals with appropriate qualifications under the preconditions of not violation of the prohibitive provisions of laws and administrative rules and regulations; meanwhile, the lender also has the right to inquire and use all the information on the borrower which has been entered into the basic personal credit information database of the People’s Bank of China and the inter-bank credit advisory system and credit information system as well as other legally established information bases. 14.5 The borrower agrees as follows: when the borrower is in default under the present contract, the lender will have the right to publish the default information of the borrower according to its default conditions at its own discretion, and provide the relevant loan information to collection agencies for the purpose of collection of the amount owed by the borrower. 14.6 The "personal credit information" referred to in the foregoing two paragraphs includes the borrower’s name, gender, certificate number, occupation, work unit, education, marital status, income and property status, and other personal information that can reflect the borrower’s credit status. The "relevant loan information" refers to the loan amount, loan period, the date of loan release, loan guarantee information, loan purpose, loan repayment, and etc. 14.7 This contract is governed by the laws of the People’s Republic of China (for the purposes of the present contract, excluding the laws of Hong Kong SAR and Macau SAR and Taiwan). Any disputes relating to this contract are subject to the jurisdiction of the people’s court of the place where the lender / the warrantee is located. 14.8 The address, which is filled in the signature page by the parties to the present contract parties, is the correspondence or service addresses agreed by the parties. As long as any written notification is made to the said address, it will be regarded as to have been served; if the said address is changed, then the changed party shall notify all the contracting parties within 5 working days from the date of occurrence of the change, otherwise it will not be valid for the other parties (but if the lender’s address is changed, the lender only needs to publish it at it business places or through other ways). 14.9 The present contract shall enter into force when the following conditions are met, and will terminate when the loan principal and interest under the present contract, the overdraft amount that occurs to the overdraft account for the purpose of repaying the loan principal and interest under the present contract, and the related costs are fully paid off. 14.9.1 The borrower (or his authorized agent) signs for confirmation; 14.9.2 The lender’s person-in-charge (or its authorized agent) signs (or seals) and affixes its official seal or its special seal for contract; and 14.9.3 The warrantor (if any) (of their authorized agent) including the mortgager, the pledgor and the guarantor signs off (natural person needs to sign, and legal person also needs to affix its official seal). 14.1 The contract annex is an integral part of the contract. each holding one copy, and all having the same legal effect. (“file name / No.”): File name No. 1 _____________________ _____________________ 2 _____________________ _____________________ 3 _____________________ _____________________ Notes: The notary authority (if any) of the present contract is: Notarial document number (if any): (End of Part 1) SPD Bank Personal Guarantee Loan Contract Summary Sheet of Elements of the Contract Terms and Conditions (End of Part 2 of the Personal Guarantee Loan Contract, no text below) SPD Bank Personal Guarantee Loan Contract (This page is a signature page, without text below) The contract is signed by the following parties. All the parties hereby confirm that, at the time of signing the present contract, all the parties have explained and discussed all the terms and conditions in detail, had no objection to all the terms and conditions (including Part 1 and Part 2) of the main body of the contract, confirmed that the contract elements which need to be filled in Part 1 Contract Terms and Conditions are subject to the contents of Part 2 Summary Sheet of Elements of the Contract Terms and Conditions, and acknowledge that all the contents of Part 2 Summary Sheet of Elements of the Contract Terms and Conditions correspond one-to-one with the specific codes of the items to be filled out in Part 1 Contract Terms and Conditions, and constitutes an integral part with Part 1 Contract Terms and Conditions, and had a correct understanding of the legal implications for the relevant rights and obligations as well as limitation of liability of the parties or disclaimer clause. The borrower The principal or authorized agent (signature) Domicile and contact phone: Signing date: The lender (the mortgagee / the pledgee) (Official seal or special seal for contract) Special Seal (2) for Contract of Shanghai Pudong Development Bank Co., Ltd. (seal) The person-in-charge or authorized agent (signature or seal): Domicile: Signing date: SPD Bank Personal Guarantee Loan Contract Confirmation by the mortgager (signed by natural person, sealed and affixed with official seal by legal person) Legal representative / the principal (or authorized agent) (signature): Signing date: Domicile and contact phone: Confirmation by the co-owners of the mortgage object (if applicable, signed by natural person, sealed and affixed with official seal by legal person) Legal representative / the principal (or authorized agent) (signature): ID certificate type and No. (filled in by natural person): Signing date: Domicile and contact phone: SPD Bank Personal Guarantee Loan Contract Confirmation by the pledger (signed by natural person, sealed and affixed with official seal by legal person) Legal representative / the principal (or authorized agent) (signature): Signing date: Domicile and contact phone: Confirmation by the co-owners of the pledge object (if applicable, signed by natural person, sealed and affixed with official seal by legal person) Legal representative / the principal (or authorized agent) (signature): ID certificate type and No. (filled in by natural person): Signing date: Domicile and contact phone: Confirmation by the guarantor (signed by natural person, sealed and affixed with official seal by legal person) Legal representative / the principal (or authorized agent) (signature): Signing date: Oct. 11, 2012 Domicile and contact phone: SPD Bank Personal Guarantee Loan Contract Confirmation by the property co-owners of the guarantor (if applicable, signed by natural person, sealed and affixed with official seal by legal person) Legal representative / the principal (or authorized agent) (signature): ID certificate type and No. (filled in by natural person): Signing date: Domicile and contact phone: Confirmation by the co-repayers (signed by natural person, sealed and affixed with official seal by legal person) Legal representative / the principal (or authorized agent) (signature): Liu Tao (fingerprint & signature) ID certificate type and No. (filled in by natural person): Signing date: Oct. 11, 2012 Domicile and contact phone: SPD Bank Personal Guarantee Loan Contract Annex: Application Form for Payment by the Lender upon Authorization No.: To Shanghai Pudong Development Bank Co., Ltd. Whereas I signed the No. [ ] Personal Guarantee Loan Contract (hereinafter referred to as “the Loan Contract”) signed with your bank in which the loan relevant provisions on the loan money in the Loan Contract, I hereby apply to your bank for payment of the loan money to the external in a method of payment by the lender upon authorization, and I have submitted the following relevant materials which are in line with the provisions of the Loan Contract: ? The written contracts, agreements or other legal documents which are related with the project ? and truly reflect the payment obligations of the borrower; ? The corresponding invoices or receipts; if they are unavailable at the time of payment, the borrower shall submit the corresponding invoices or receipts in a timely manner after the payment is completed; ? Legal and valid payment vouchers; ? Others Upon verification and approval, your bank is requested to pay, on the loan to the following account of the transaction object, and I agree the date of actual entry into the account is subject to the system processing of the lender, UnionPay and other relevant cooperation units: (1) The name of the transaction object: ; account account bank: (2) The name of the transaction object: bank: ; payment amount: (3) The name of the transaction object: bank: ; payment amount: (4) Please kindly approve it. Applicant (signature): Application date: