Common use of Disbursement and Payment of Loan Clause in Contracts

Disbursement and Payment of Loan. 2.1 The Lender has no obligation to disburse any loan to the Borrower until all following conditions have been satisfied by the Borrower or waived by the Lender: (1) except for unsecured loans, the Borrower has provided security as required by the Lender and completed relevant formalities for provision of such security, and there is no change to such security which may have adverse impact on the Lender; (2) the representations and warranties made by the Borrower under this Contract remain true, accurate and complete at the time of each drawdown, and there is no default event occurring under this Contract or any other contract between the Borrower and the Lender; (3) the purpose of loan as stated in the supporting documents provided by the Borrower is consistent with the purpose as agreed hereunder; and (4) all other materials as requested by the Lender have been delivered to the Lender. 2.2 If the proceeds of the loan hereunder are to be used for investment in fixed assets, the Borrower shall, in addition to the conditions as set out in Article 2.1 above, satisfy the following conditions: (1) the project for which the proceeds of the loan are to be used has been approved, verified by or filed with the relevant government authorities (if necessary); (2) the capital or other ancillary funding of the project for which the proceeds of the loan are to be used has been funded according to the agreed schedule and percentage; (3) there is no cost overrun or any cost overrun has been covered by the Borrower through self-financing; and (4) the construction of the project has progressed according to the plan and the actual progress of the project is consistent with the amount that has been invested in such project. 2.3 When applying for drawdown, the Borrower shall submit a drawdown notice to the Lender at least 5 bank business days prior to the proposed drawdown date. Once submitted, a drawdown notice will be irrevocable unless otherwise agreed by the Lender in writing. The Borrower shall affix the receipt of loan with its company seal or financial seal which is consistent with the seal sample retained for the disbursement account as designated in the drawdown notice. The Borrower hereby confirms that if the retained seal samples include both the company seal and the financial seal, a receipt of loan affixed with either or both of such seals shall be a valid receipt of loan. 2.4 After all conditions precedent to drawdown have been satisfied by the Borrower or waived by the Lender, the Lender will remit the loan into a designated account of the Borrower. Such remittance shall be deemed as the disbursement of the loan by the Lender to the Borrower in accordance with this Contract. 2.5 If the entrustment payment arrangement shall be adopted for the drawdown and use of a loan in accordance with relevant regulatory requirement and management requirement of the Lender, the Lender will, upon and in accordance with drawdown request and payment entrustment issued by the Borrower, pay the proceeds of the loan to relevant payees for the purpose as agreed under this Contract. For this purpose, the Borrower shall enter into an entrusted payment agreement with the Lender, which shall be attached hereto as an appendix, and shall open or designate a dedicated account with the Lender for such entrusted payment.

Disbursement and Payment of Loan. 2.1 The Borrower shall satisfy all the conditions precedent to drawdown as stipulated in this Agreement upon drawdown of the funds, otherwise the Lender has no obligation to disburse any loan funds to the Borrower until all following conditions have been satisfied by the Borrower or waived Borrower, unless otherwise agreed by the Lender. 2.2 Conditions precedent to the first drawdown are as follows: (1) except The project as contemplated in this Agreement has obtained consents or approvals from the relevant state authorities, or been filed; (those which do not need to gain consents, approvals or filings prior to loan disbursement according to the relevant regulations are exceptions); (2) The project capital or other funds that need to be raised have been fully in place in accordance with the prescribed time and proportion; (3) Except for unsecured loans, the Borrower has provided security guarantee as required by the Lender and completed the relevant formalities for the provision of such securityguarantee; (4) A drawdown notice has been submitted to the Lender pursuant to the provisions of this Agreement; (5) Other information required by the Lender has been submitted. 2.3 In addition to fulfilling the conditions precedent to the first drawdown, the following conditions precedent to drawdown should also be satisfied before each drawdown: (1) If the project capital has to be in place in phases, the project capital pro rata with the proposed loan for that phase has been fully in place; (2) There are no cost overruns or the cost overruns have been covered by self-raised funds; (3) The project has been progressing according to plan and there the progress of the project is in proportion to the invested amount; (4) There is no change to such security which may have adverse impact on event of default occurring under this Agreement or any other agreements signed with the Lender; (25) the representations and warranties made by the Borrower under this Contract remain true, accurate and complete at the time of each drawdown, and there is no default event occurring under this Contract or any other contract between the Borrower and the Lender; (3) the The purpose of loan as stated in the supporting documents provided by the Borrower is consistent with the purpose as agreed hereunder; and. (4) all other materials as requested 2.4 All written documents provided by the Lender have been delivered Borrower to the Lender. 2.2 Lender for drawdown shall be originals. If the proceeds of the loan hereunder no originals are to be used for investment in fixed assetsavailable, the Borrower shallmay, in addition to the conditions as set out in Article 2.1 above, satisfy the following conditions: (1) the project for which the proceeds upon consent of the loan are to be used has been approvedLender, verified by or filed provide photocopies affixed with the relevant government authorities (if necessary); (2) the capital or other ancillary funding of the project for which the proceeds of the loan are to be used has been funded according to the agreed schedule and percentage; (3) there is no cost overrun or any cost overrun has been covered by the Borrower through self-financing; and (4) the construction of the project has progressed according to the plan and the actual progress of the project is consistent with the amount that has been invested in such projectBorrower’s company seal. 2.3 2.5 When applying for drawdownmaking a drawdown request, the he Borrower shall submit a drawdown notice to the Lender at least 5 bank business banking days prior to the proposed drawdown date. Once submitted, a the drawdown notice will shall be irrevocable unless otherwise agreed by the Lender in writing. The Borrower shall affix the receipt of loan with its company seal or financial seal which is consistent with the seal sample retained for the disbursement account as designated in the drawdown notice. The Borrower hereby confirms that if the retained seal samples include both the company seal and the financial seal, a receipt of loan affixed with either or both of such seals shall be a valid receipt of loan. 2.4 After all conditions precedent to drawdown have been satisfied by the Borrower or waived by 2.6 Upon the Lender’s approval of the Borrower’s drawdown request, the Lender will remit the shall advance loan proceeds into a designated account of the Borrower. Such remittance Borrower and this shall be deemed as the to be loan disbursement of the loan by the Lender to the Borrower in pursuant to this Agreement. 2.7 In accordance with this Contract. 2.5 If the entrustment payment arrangement shall be adopted for the drawdown and use of a loan in accordance with relevant regulatory requirement and the management requirement of the Lender, a loan exceeding certain value or meeting certain other conditions shall be subject to the entrusted payment arrangement, where the Lender will, upon and in accordance with the drawdown request and payment entrustment issued by the Borrower, pay the proceeds of disburse the loan proceeds to the relevant payees to pay for transactions that are in line with the purpose as agreed under stipulated in this ContractAgreement. For this purpose, the Borrower shall enter into an entrusted payment agreement with the Lender, which shall be attached hereto as an appendix, and shall open or designate a dedicated an account with the Lender or designate a special account for such entrusted payment.

Disbursement and Payment of Loan. 2.1 The following preconditions must be met for the Borrower to draw down the loan, otherwise the Lender has no obligation is not obliged to disburse any loan amount to the Borrower until all following conditions have been satisfied by Borrower, unless the Borrower or waived by Lender agrees to disburse the Lenderloan first: (1) except Except for unsecured credit loans, the Borrower has provided security appropriate guarantees as required by the Lender and has completed the relevant formalities for provision of such securityguarantee procedures, and there is no change to such security which may have adverse impact on the Lenderguarantor has not violated the agreements of the guarantee contract; (2) At the time of drawdown, the representations and warranties made by the Borrower under this Contract remain are still true, accurate and complete at the time of each drawdowncomplete, and there is no default event occurring breach of contract under this Contract or any other contract contracts signed between the Borrower and the Lender; (3) The documents provided to prove the purpose of borrowing are consistent with the agreed purpose; (4) Submit other information required by the Lender. (5) If the Borrower withdraws the loan through ICBC e-Banking, the “ICBC e-Banking Corporate Customer Service Agreement” signed between the Borrower and the Lender shall remain valid throughout the loan term. 2.2 If the Borrower withdraws the Borrowings through the Lender’s designated business outlets, the Borrower shall submit a withdrawal notice to the Lender at least 5 banking days in advance. Once submitted, the withdrawal notice shall not be revoked without the written consent of the Lender. 2.3 If the Borrower withdraws the loan through ICBC e-Banking, the Borrower shall sign the ICBC e-Banking Corporate Customer Service Agreement with the Lender and undertake to comply with the ICBC e-Banking Charter and the relevant transaction rules and operate in accordance with the relevant transaction rules. Withdrawal instructions submitted by the Borrower via ICBC e-Banking and confirmed by the Lender are considered as debit notes. 2.4 After the Borrower satisfies the prerequisites for withdrawal or the Lender agrees to release the loan first, the Lender shall be deemed to have disbursed the Loan to the Borrower in accordance with this Contract when the Lender transfers the Loan to the Borrower’s withdrawal account as agreed in this Contract. 2.5 In accordance with the relevant regulatory provisions and the management requirements of the Lender, loan exceeding a certain amount or meeting other conditions shall be paid in the form of fiduciary payment by the Lender, whereby the Lender, based on the Borrower’s application for drawdown and payment entrustment, shall pay the borrowings to the payment recipients who are eligible for the purposes as agreed in this Contract. 2.6 In handling the entrusted payment, the Borrower shall provide the Lender with the account information of its payment recipients at the time of drawdown as well as the supporting materials proving that the drawdown is in line with the agreed purpose. The Borrower shall ensure that all information provided to the Lender is true, complete and valid. 2.7 In handling the entrusted payment, the Lender will only conduct formal examination of the information on the payment object, the supporting materials for the purpose of borrowing and other relevant information provided by the Borrower, and the Lender shall not be responsible for any failure of the Lender to complete the entrusted payment in a timely manner as a result of the untruthfulness, inaccuracy and incompleteness of the relevant information provided by the Borrower. 2.8 If the Lender, after examination, finds any inconsistency or other defects in the relevant information provided by the Borrower such as the supporting documents for the purpose of loan, the Lender has the right to request the Borrower to supplement, replace, explain or re-submit the relevant information, and the Lender has the right to refuse the issuance of the relevant sums of money and the payment of such sums of money before the Borrower submits the information in compliance with the administrative requirements of the Lender. 2.9 According to the purpose of loan as stated agreed in this Contract, the supporting documents Lender has the right to require the Borrower, independent intermediary and other relevant parties to issue relevant certificates such as common visa list, and the Lender shall issue and pay the financing amount based on such certificates. 2.10 If the Lender, after examination, considers that the information provided by the Borrower is consistent with the agreed purpose of the loan and the drawdown is in line with the agreement of this Contract, the Lender shall firstly transfer the loan to the drawdown account of the Borrower as agreed hereunder; andin this Contract, and then according to the needs and the relevant business documents submitted by the Borrower, the corresponding amount shall be transferred into the account of the payment object designated by the Borrower. 2.11 The Lender has the right to re-determine the terms of loan disbursement and payment or to stop the disbursement and payment of the loan in the event of any of the following circumstances: (1) The Borrower provides false or invalid information to the Lender to obtain financing; (2) The Borrower’s production and operation undergoes a material adverse change, its credit standing declines or it is in default under this Contract; (3) The Borrower fails to withdraw and pay the financing amount in accordance with this Contract, and the use of the financing amount appears abnormal; (4) all other materials as requested The Borrower violates the agreement of this Contract or the relevant regulatory provisions and circumvents the entrusted payment by reducing the whole amount to zero; (5) The account designated by the Borrower for withdrawal or the account to which payment is to be made is frozen or stopped by the authorized authority. 2.12 If the Lender is unable to complete the entrusted payment in accordance with the Borrower’s entrustment in a timely manner due to the Borrower’s designated withdrawal account or the account of the person to whom the Borrower makes payment being frozen or stopped by the authorized authority, the Lender shall not be liable for such failure and it shall not affect the repayment obligations of the Borrower under this Contract which have already arisen. 2.13 If the borrowings under this Contract are paid by the Borrower on its own, the Borrower undertakes to accept and actively cooperate with the Lender in checking and supervising the use of the financed sums, including the purpose, by means of account analysis, voucher checking, on-site investigation, etc., and to report on the use of the borrowings on a regular and summarized basis in accordance with the Lender’s requirements. 2.14 The Borrower shall compensate the Lender for any loss incurred by the Lender have been delivered due to untrue, incomplete or invalid information provided by the Borrower to the Lender. 2.2 2.15 If the proceeds of Lender fails to timely disburse and pay the loan hereunder are to be used for investment in fixed assets, the Borrower shall, in addition to the conditions as set out in Article 2.1 above, satisfy the following conditions: (1) the project for which the proceeds of the loan are to be used has been approved, verified by or filed with the relevant government authorities (if necessary); (2) the capital or other ancillary funding of the project for which the proceeds of the loan are to be used has been funded according to the agreed schedule and percentage; (3) there is no cost overrun or any cost overrun has been covered by the Borrower through self-financing; and (4) the construction of the project has progressed according to the plan and the actual progress of the project is consistent with the amount that has been invested in such project. 2.3 When applying for drawdown, the Borrower shall submit a drawdown notice to the Lender at least 5 bank business days prior to the proposed drawdown date. Once submitted, a drawdown notice will be irrevocable unless otherwise agreed by the Lender in writing. The Borrower shall affix the receipt of loan with its company seal or financial seal which is consistent with the seal sample retained for the disbursement account as designated in the drawdown notice. The Borrower hereby confirms that if the retained seal samples include both the company seal and the financial seal, a receipt of loan affixed with either or both of such seals shall be a valid receipt of loan. 2.4 After all conditions precedent to drawdown have been satisfied by the Borrower or waived by the Lender, the Lender will remit the loan into a designated account of the Borrower. Such remittance shall be deemed as the disbursement of the loan by the Lender to the Borrower in accordance with this Contract. 2.5 If the entrustment payment arrangement shall be adopted for the drawdown and use of a loan in accordance with relevant regulatory requirement and management requirement of the Lender, the Lender will, upon and in accordance with drawdown request and payment entrustment issued by the Borrower, pay the proceeds of the loan to relevant payees shall be liable for the purpose as corresponding breach of contract, unless otherwise agreed under in this Contract. For this purpose. 2.16 If the Lender fails to make the corresponding payment on time due to unforeseen, unavoidable and insurmountable force majeure events such as war, natural disasters or other unforeseen events such as the Lender’s system failure or communication breakdown, the Borrower Lender shall enter into an entrusted payment agreement with the Lendernot be liable for such failure, which shall be attached hereto as an appendix, and shall open or designate a dedicated account with but the Lender for such entrusted paymentshall notify the Borrower in a timely manner by telephone or in writing.