Loan Agreement for Small Business Entity by TODA INTERNATIONAL HOLDINGS INC.
Company: TODA INTERNATIONAL HOLDINGS INC.
SEC CIK: 1381792
SEC Type: EX-10.34
SIC Code: 6770
SIC Industry: BLANK CHECKS
Date Filed: 2012-04-20
Loan Agreement for Small Business Entity
Ref: 2011 Xin Jie06007300-173
The Agreement is entered on basis of good faith and equality of parties hereto, reflecting their truthful willingness. For the purpose of safeguarding Client's legitimate rights and interest, Factoring Bank reminds Client to give full care to each and every term and provision regarding rights and obligations hereto, particularly content in bold letters.
Lender: Dalian Ganjingzi Branch of ICBC
Representative: Li Bingrong Contact: Gong Chengjie
Address: 17 Ganjingzi Rd, Ganjingzi district, Dalian; Postcode:
Tel.: 86796618 Fax: Email:
Borrower: Dalian Tongda Equipment Co.,Ltd
Legal representative: Wang Yukai contact person:
Address: Youjia village, Xinzaizi Rd, Ganjingzi District, Dalian Postcode:
Tel.: 66881719 Fax: Email:
After fair negotiation between borrower and lender, both parties reached agreement of borrowing and loaning, and made this contract.
Part one: Borrowing Conditions
Section one: Use of loan
Use of the loan is purchasing raw materials, without written permission from lender, borrower can not appropriate and lender has rights of supervising the use of loan.
Section two: Amount of the loan and time limit
2.1 The currency of the loan is RMB, and amount is 180000 RMB.
2.2 Time limit: half year. It is counted down from the date that borrower obtain the money (if borrower take the loan by several times, the date is assumed the first time of taking out the loan). And the actual withdraw date is based on the receipt.
Section three: interest rate, interest and fees
3.1 approach of setting the interest rate:
(1) Fixed interest rate: annual rate is 8.528%, and in the term, this rate can not be changed.
3.3 The interest is charged from the actual withdraw date, and the bear interest is based on months. When loan comes to the due day, borrower should pay the principle and interest at the mean time and the day rate is equal annual rate/360.
3.4 This contract's over due day punishment is equal interest rate plus 30% of it; and appropriate punishment is equal interest rate plus 50% of it.
Section four: loan withdraw
Borrower should, according to real capital needs, withdraw money. And the first withdraw date must be before November 10th 2011; or lender has right to cancel part or the entire loan.
Section five: loan repayment
Borrower should do the loan repayment on the due day and pay the entire amount, including principle and interests.
Section six: guaranty
This contract requires the loan is secured loan, and the secured way is pledge.
Section eight: dispute resolution
Under this contract, dispute resolution is bringing this dispute to the local court which is located in the same place with the lender.
Section nine: others
9.1 This contract has a duplicate copy. And borrower and lender hold each copy and both copies have equal legal effect.
9.2 Attachments as follows and other attachments which are common confirmation are indivisible parts of this contract and they have the equal legal effect with this contract.
Attachment one: Advice of drawing (standardized)
Attachment two: Commission payment protocol
Part two: loan term for small business entities
Section one: interest and interest rate
1.1 Transaction of foreign currency loan, LIBOR is the same with financial telecommunication terminal of REUTRES' LIBO which supplies interbank offered rate of RMB. And the date is the withdraw day or two banking operating days before adjustment day. HIBOR is the same with financial telecommunication terminal of REUTRES' HIBO which supplies interbank offered rate of Hong Kong dollars, and the date is the withdraw day or two banking operating days before adjustment day.
1.2 under this contract, loan interest is floating interest rate and when the loan is over due; interest rate is adjusted according to the original mode.
1.3 monthly loan repayment days are the every 20th of every month; quarterly loan repayment days are the ending month's 20th of every quarter; half-year loan repayment days are 20th June and 20th December.
1.4 the first loan repayment period is from the actual withdrawing day to the next repayment day; the last loan repayment period is from the day after the one before last loan repayment day to the last repayment day; other repayment periods are just between the repayment days.
1.5 if encountering loan interest adjustment by People's Bank, lender will not notify borrowers and follows the adjustment measure.
Section two Loan disbursement and payment
2.1 borrowers must meet all the prerequisites as follows, or lender has no obligations to lend money to borrowers, only except the agreed advance loans:
(1) Except fiduciary loan, borrowers have already supplied pledge required by lender; relevant pledge procedures have been completed and no negative change happened to lender.
(2) When one withdraws happens, borrower should ensure all the statements and guarantees under this contract are accurate, completed and no negative changes happened to both this contract and other agreement between borrower and lender.
(3) The certified document of use of loan should follow the agreements.
2.2 borrowers, using the loan to do fixed asset investment, should meet both 2.1 requirements and other requirements as follows:
(1) Loan program has already been approved, examined or filed by country authorities(if required);
(2) The capital of loan program has already been employed, according to the timing and proportion.
(3) No cost overrun happened or the overrun part has been solved by self-financing;
(4) Borrower has already completed project's progress, according to the plan, and the actual project progress has matched the loan amount.
2.3when borrower want to withdraw money, it should notify lender five banking operating days prior by written documents. Once the written documents have been handed to lender, borrower can not cancel the documents without lender's written agreement.
2.4 when borrower meet withdrawing prerequisites or lender approved advanced loan, and lender has transferred the money to the account appointed by borrower; this is regards as lender has issued the loan to borrower.
2.5 According to regulations and lender's management requirements, this contract should employ lender-entrusted payment method to withdraw and use the loan; lender, according to borrower's loan application and entrusted payment, lender will lend the loan to the subject who meets the requirements under this contract. Therefore, lender and borrower should sign the agreement of entrusted payment and regard this agreement as one attachment of this contract and borrower should open or appoint another account to deal with entrusted payment with lender.
Section three: repayment
3.1 borrowers should, according to the contract, repay full amount of the principle, interests and other account payable. On repayment day and the banking working day before every interest repayment day, borrower should deposit adequate amount in the appointed account and lender has right to transfer the money on repayment day the interest repayment day, or require borrower to do some transfer progress for lender. If the deposit is not enough for the due account payable, lender has right to decide the Liquidation sequence.
3.2 when borrower applies to repay all or part of the loan in before due day, borrower should send written application to lender to acquire lender's permit in advance of 10 banking working days, and according to contract's agreed standard to pay the compensation.
3.3 If lender agrees to accept early repayment, borrower should according to this contract, pay all agreed principle, interests and other payables on early repayment day and borrower should repay the part of loan which is unpaid before early repayment day.
3.4 lenders has right to, according to borrower's actual cash flows, claim back loan in advance.
3.5 if early repayment happens or lender, according to contract's agreement claim back loan in advance, which will shorten loan period, there will be no adjustment of the interest rate and it will still follow ordinary loan interest rate.
Section four guaranty
4.1 Except credit loan, borrower should take the obligation, under this contract, to supply legal and effective loan guaranty. And guaranty contract should be signed additionally.
4.2 If the pledge encounters damage, depreciation, property disputes, sealed up or seized, being processed without agreement, negative changes of financial situation happened to guarantor or other negative changes happened to loan debtor; borrower should notify lender timely and supply other approved pledge instead.
4.3 when approved by lender, account receivables, which is regarded as pledge for this contract, encounter any situation, as follows, during the loan period; lender has right to announce that the loan is over and require borrower to repay part of all of the principle and interests immediately or ask borrower to supply other approved, legal, effective, and abundant pledge.
(1) The account receivables' bad debt ratio increases in two sequence month;
(2) Unclaimed account receivables took up the due account receivables more than 5%;
(3) If warrantor has trading or debt disputes with