英文合同用语

buyer

（

s

）

in

the

abo

ve

mentioned

territory.

Direct

enquiries,

if

any,

will

be

referred

to

Party

B.

However,

sho

uld

any

other

buyers

wish

to

deal

with

Party

A

directly,

Party

A

may

do

so.

But

party

A

shall

send

to

Party

B

a

copy

of

Sales

Confirmation

and

give

Party

B……%

commissio

n

on

the

basis

of

the

net

invoice

value

of

the

transaction

（

s

< br>）

concluded.

（

2

）

若乙方在

*

月内未能向甲方提供至少

**

订货，甲方不承担本协议的义务。

Should

Party

B

fail

to

pass

on

his

orders

to

Party

A

in

a

period

of

……

months

for

a

minimum

of

……,

Party

A

shall

not

bind

himself

to

this

Agreement.

（

3

）

对双方政府间的贸易，甲方有权按其政府的授权进行有关的直接贸易，而不受本

协议约束。乙方不得干涉此种直接贸易，也无权向甲方提出任何补偿或佣金要求。

For

any

business

transacted

between

governments

of

both

Parties,

Party

A

may

handl

e

such

direct

dealings

as

authorized

by

Party

A's

government

without

binding

himself

to

t

his

Agreement.

Party

B

shall

not

interfere

in

such

direct

dealings

nor

shall

Party

B

bring

forward

any

demand

for

compensation

therefrom.

（

4

）

本协议受签约双方所签订的销售确认条款的制约。

This

Agreement

shall

be

subject

to

the

terms

and

conditions

in

the

Sales

Confirmatio

n

signed

by

both

parties

hereto.

本协议于

**

年

*

月

*

日在

**

签订，正本两份，甲乙双方各 执一份。

This

Agreement

is

signed

on

……

at……

and

is

in

two

originals

；

each

Party

shall

h

ave

one

copy.

借贷合同英文范本

LOAN CONTRACT

Contract

Number:

BORROWER:

Address:

LENDER:

Address:

In

accordance

with

provisions

of

Contract

Law of

the

Peoples

Republic

of

China

and

Bank

of

China,

after reviewing

the

status and

the

request

of

the

Borrower,

the

Lender

agre

es

to

grant

the

Borrower

a

line

of

credit

on

.

The

Borrower,

Lender

and

Guarantor,

throu

gh

friendly

negotiation,

have

executed

this

Contract

as

follows:

ARTICLE

1

CURRENCY,

AMOUNT

AND

TERM

OF

THE

LOAN:

1. The

Currency

under

this

loan is

Reiminbi.

2. The

Line

of

the

loan is

yuan.

3. The

period

of

this

loan is

12

months

from

the

date

of

effectiveness

of

this

contrac

t.

ARTICLE

2

THE

PURPOSE

OF

THE

LOAN:

1.

The

purpose

of

this

loan

is

used

for

working

capital

turnover.

2. Without

written

approval of

the

Lender,

the

Borrower

could

not

use

the

loan

out

of

the

scope

of

the

purpose.

ARTICLE

3

INTEREST

RATE

AND

CALCULATION

OF

INTEREST:

1.

Interest

rate:

The

interest

rate

shall

be

[***]

During

the

loan

term,

if

the

countrys

related

authority

adjusted

the

interest

rate

or

the

manner

of

calculation

of

interest,

the

int

erest

of

this

contract

shall

be

adjusted

accordingly

after

one

year

from

the

date

of

executi

on

of

this

contract.

The

adjustment

shall

be

conducted

when

the

interest

rate

are

executed

one

is

not

obliged

to

inform

the

Borrower

when

the

adjustment

of

interest.

2.

The

interest

shall

be

calculated

from

the

date

of

first

drawdown

and

the

actual

da

ys

the

borrower

use.

One

year

shall

be

calculated

as

360

days.

3.

The

payment

of

interests:

The

Borrower

shall

pay

the

interests

per

quarter.

The

pa

yment

date

shall

be

,

and

If

the

payment

for

the

last

installment

is

not

on

the

payment

d

ate,the

interests

shall

deduct

the

interest

from

the

bank

account

of

the

Borrower.

In

the

event

that

the

Borrower

fails

to

pay

the

interests

on

time

and

the

balance

of

t

he

account

of

the

Borrower

is

not

enough

for

the

payment

of

interest,

the

Lender

shall

h

ave

rights

to

collect

a

penalty

being

[***]

of

the

outstanding

amount

per

day

for

the

Borr

owers

breach

of

contract.

ARTICLE

4

OVERDUE

INTERESTS

AND

MISUSING

INTERESTS

1.

If

the

Borrower

fails

to

repay

the

loan

and

can

not

reach

a

agreement

with

the

L

ender

regarding

the

extension,

the

Lender

shall

collect

an

overdue

penalty

for

[***]

of

the

overdue

amount

per

day.

2.

If

the

Borrower

fails

to

uses

the

loan

in

accordance

with

the

provisions

set

forth

i

n

this

contract,

the

Lender

shall

have

right

to

charge

a

interests

for

the

misusing

part

at

a

rate

of

[***]

per

day.

ARTICLE

5

ACCOUNT

The

Borrower

shall

open

Reiminbi

basic

account

and/or

foreign

currency

account

at

t

he

Lender

or

Lenders

branch

for

the

use

of

draw-down,

repayment,payment

of

interests

an

d

fees.

ARTICLE

6

DRAW-DOWN

1.

The

loan

under

this

contract

is

revolving,

the

balance

of

this

contract

shall

not

mo

re

than

the

line

of

credit.

2.

The

Borrower

shall

send

a

draw-down

application

as

the

form

herein

attached

in

t

his

contract

7

days

before

the

date

of

draw-down.

3.

The

Borrower

shall

not

draw

the

loan

less

than

1

million.

ARTICLE

7

CONDITIONS

FOR

DRAW-DOWN

The

following

conditions

shall

be

satisfied

in

advance

of

the

draw-down

date:

1.

The

Borrower

has

opened

foreign

account

and

Reiminbi

account

at

the

offic

e

of

th

e

Lender

or

the

branch

of

the

Lender;

2.

This

contract

and

the

appendices

have

been

effective;

3.

The

Borrower

has

provided

the

recognition

of

the

investment

or

certificate

of

the

i

nvestment

to

the

Lender;

4.

The

Borrower

has

provided

the

board

resolution

and

power

of

attorney

regarding

t

his

loan

contract;

5.

The

Borrower

has

provided

the

list

and

the

signature

sample

of

the

authorized

per

son

who

empower

to

sign

this

contract

and

documents;

6.

The

Guaranty

under

this

contract

has

been

effective;

7.

The

Borrower

has

been

satisfied

the

warrants

under

Article

11

of

this

contract;

8.

The

other

requirement

for

the

draw-down

have

been

satisfied.

ARTICLE

8

REPAYMENT

PLAN

AND

PREPAYMENT

1.

The

Borrower

shall

repay

the

loan

in

accordance

with

the

status

of

its

cash.

The

Borrower

shall

inform

the

Lender

the

payment

amount

and

date

[***]

prior

to

make

the

p

ayment.

The

Borrower

shall

be

obliged

to

repay

the

principal

and

related

interests

on

due

date

without

any

condition.

2.

The

payment

made

by

the

Borrower

and

the

deduction

from

the

account

of

the

B

orrower

shall

be

used

for

repaying

the

interest

at

first

and

then

for

repaying

the

principal.

3.

In

the

event

the

Borrower

fails

to

repay

the

loan,

the

Lender

shall

have

rights

to

deduct

the

debt

from

the

bank

account

of

the

Borrower

at

the

Lender

or

empower

the

bra

nches

of

the

Lender

to

deduct

the

debt

from

the

bank

account

of

the

Borrower

at

the

Le

nders

branches;

4.

The

installment

of

repayment

shall

not

less

than

1

million.

ARTICLE

9

DEBT

CERTIFICATE

The

Lender

shall

keep

record

in

the

Lenders

account

for

the

principal,interests

and

fe

es

and

other

fees

of

the

Borrower

under

this

contract;

The

above

mentioned

record

and

th

e

documentation

for

the

draw- down,

repayment

and

payment

of

interest

is

the

certificates

of

the

debts

between

the

Borrower

and

the

Lender.

ARTICLE

10

GUARANTY

1.

（

the

）

shall

be

the

guarantor

for

the

loan

under

this

contract

and

take

jointly

liabilities.

2.

During

the

term

of

this

contract,

if

the

guarantors

financial

status

become

deteriora

ted

or

the

liabilities

for

repayment

of

debts

become

weak,

the

Lender

shall

have

right

to

request

the

Borrower

changes

guarantor

or

provide

mortgage

and

pawn

secured

for

this

lo

an

under

this

contract.

ARTICLE

11

REPRESENTATIONS

AND

WARRANTIES

I.

The

Borrowers

represents

and

warrants

as

follows:

1.

The

Borrower

is

a

company

duly

organized

and

validly

existing

under

the

law

of

the

Peoples

Republic

of

China

and

has

the

power

and

authority

to

own

its

property

to

co

nsummate

the

transactions

contemplated

in

this

contract

and

join

the

litigation.

The

Borro

wer

has

the

power

to

handle

it

assets

used

in

operation.

2.

The

Borrower

is

at

its

option

to

sign

and

perform

this

is

the

Borrowers

true

meaning

and

has

the

power

to

sign

this

contract

and

it

is

not

breach

it

article

of

as

sociation

or

regulations

or

contracts.

The

procedure

for

signature

and

performance

of

this

contract

has

been

gone

through

and

fully

effectiveness.

3.

The

all

documents,

materials,

reports

and

certificates

provided

to

the

Lender

by

the

borrower

for

consummation

of

this

contract

is

true,

real,

compete

and

effective

4.

The

Borrower

shall

not

conceal

the

following

events

which

is

being

happened

or

h

ave

been

happened

which

will

cause

the

Lender

refuse

to

extend

the

loan:

（

1

）

The

Borrower

or

the

principal

executives

of

the

Borrower

involve

in

material

e

vents

which

breach

regulations,

laws

or

compensation

to

others;

（

2

）

Pending

actions

and

arbitration;

（

3

）

The

Borrowers

debts

or

proposed

debts

or

liens

and

other

encumbrances;

（

4

）

The

other

matters

will

impact

the

financial

status

or

abilities

of

repayment

for

t

he

debts;

（

5

）

The

Borrower

breached

contract

which

is

between

the

Borrower

and

other

credi

tors.

II.

The

Borrower

hereby

warrants

as

follows: