LOAN AGREEMENT
This Loan Agreement (the “Agreement”) is entered into as of , 2009 by the following parties.
Party A: AAA(“Party A”),
Party B: 王**
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WHEREAS,
1.Party A is a wholly foreign-owned enterpri incorporated in the People’s Republic of China (the “PRC”);
2.
3.Party B is the citizens of the PRC who intends to hold or has held fifty percent (50%) of the equity interests of CCC(“Company”);
4.
5.Party A agrees to provide an interest-free loan RMB150,000 to Party B (the “Borrower”), solely for the Borrower to 50% share equity of Company.
6.
NOW THEREFORE, All parties agree as follows:
1.Principal of the Loan. Party A agrees to provide a 水杯卡通图片loan to the Borrower with the principal as RMB150,000 in accordance with the terms and conditions t forth in this Agreement. 时间英语Borrower shall only u their loans solely to purcha 50% share equity of Company. Party B hereby acknowledges and confirms that the full amount of the principal of the loan had already been provided by Party A to the Borrower.
2.
3.Undertakings of the Borrower. Borrower shall u the total amount of the Loan solely purcha 50% share equity of Company.
4.
5.Term. The 迪拜图片term of such loan starts from the date that Borrower received the loan until twenty种菜赚钱吗 (20) years after signing this Agreement and could be extended upon the written agreement of the parties through negotiations. During the term or extended term of such a loan, Party A may accelerate the loan repayment, if any of the following events occurs:
6.
(a)Any of the Borrower quits or is dismisd by Party A or its affiliates;
(b)
(c)Any of the Borrower dies or becomes a person without capacity or with limited capacity
for civil acts;
(d)
(e)Any of the Borrower commits a crime or is involved in a crime;
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(f)
(g)Party A has given a written notice to the Borrower and exercid its right of purcha in accordance with the terms under the Exclusive Equity Purcha Option Agreement speculated in Article 4 of this agreement.
(h)
Without Party A’s prior written connt, the Borrower shall not prepay all or any part of the Loan.
7.Method of Repayment. The repayment of the Loan under this Agreement are payable in cash or in other form or manner as agreed in writing by Party A and as permitted under
the laws of the PRC including but not limited to by way of transfer to Party A or a third party designated by Party A at its sole discretion all or part of the Equity Interest in Company held by the Borrower (“Equity Interest” as defined in the Exclusive Equity Purcha Option Agreement (the “Exclusive Equity Purcha Option Agreement”) to be executed and delivered by the Borrower on the even date herewith) at a purcha price in accordance with the Exclusive Equity Purcha Agreement.
8.
9.Interest-free.
10.
5.1The parties agree and confirm that this loan is an interest-free loan except for in cas as provided in Article 5.2 of this大学生创业案例 Agreement.
5.2
5.3If Party A exercis its Purcha Right (as defined in the Exclusive Equity Purcha Option Agreement ) in accordance with the Exclusive Equity Purcha Option Agreement, on condition that the amount of the purcha price for the Equity Interests which Party A or its designee has to pay to the Borrower shall exceed the principal of the Loan due to the legal requirement or other reasons, to the extent permitted by PRC laws, the Borrower shall pay all proceeds they received from the transfer of the equity back to Party A or any person appointed by Party A to pay off the loan under this agreement, and any amount in excess of the principal of the Loan shall be regarded as an interests of the loan or the capital u cost.
5.4
11.Security. Repayment of the Loan shall be cured by a pledge of any and all equity interest in Company as from time to time held by the Borrower as t out in an equity pledge agreement (the “Equity Pledge Agreement”) executed and delivered by the Borrower on the even date herewith. The Borrower shall execute and deliver such further
documents and instruments and shall take such other further actions as may be required or appropriate to carry out the intent and purpos of this Article 6. The Borrower shall not dispo any of their equity interests in Company as t out in the Equity Pledge Agreement in any manner without the prior connt of Party A, notwithstanding any contradicting provisions in any other agreements between the Borrower and Party A.如何调理身体
12.
13.Event of Default and Remedies. Any one of the following occurrences shall constitute an “Event of Default” under this Agreement:
14.
(a)The Borrower fails to repay the Loan hereunder when due in accordance with this Agreement;
(b)
(c)The Borrower becomes insolvent or bankrupt, commits any act of bankruptcy, generally fails to pay its debts as it become due, becomes the subject of any proceedings or actions of any regulatory agency or any court, or makes an assignment for the benefit of its creditors, or enters into any agreement for the composition, extension, or readjustment of all or substantially all of her obligations;
(d)
(e)The Borrower fails to comply with any covenant contained in this Agreement and does not cure such failure within fifteen (15) days after receiving written notice thereof; or
(f)
(g)an event of default occurs under the Equity Pledge Agreement.