Other Matters Agreed by the Parties. Other Provisions Agreed by Both Parties
Other Matters Agreed by the Parties. 9.1 After Party A completes the industrial and commercial change registration procedures concerning shareholders pursuant to the provisions of Article 4.1, Party B, as Party A’s controlling shareholder, shall have the right to demand Party A to complete (including, but not limited to) the following work within 20 working days in the capacity of the shareholder of Huainan Huacheng Property Co., Ltd. (“Huainan Huacheng”):
(1) Increase Huainan Huacheng’s registered capital from RMB8 million to RMB20 million and at the same time, deliver RMB138 million to Huainan Huacheng, which is recorded into the capital reserve of Huainan Huacheng;
(2) Amend Huainan Huacheng’s Articles of Association and urge Huainan Huacheng to complete industrial and commercial change registration procedures:
(2.1) Huainan Huacheng has its board of directors, which is composed of 5 members. Party B has the right to nominate 3 members and Party C has the right to nominate 2 members. The matters to be resolved by the board of directors, including, but not limited to, deciding upon company’s outside investment, outside borrowings, providing guarantee for outside party, asset restructuring, asset disposal, project sales pricing, etc, must be subject to the unanimous consent of all the directors. The convening procedures of board meetings, form of meeting, etc are as set forth in the Articles of Association.
(2.2) Huainan Huacheng has no supervisory committee and only has one supervisor, who is nominated by Party C.
(2.3) Huainan Huacheng has one general manager, who is appointed by the board of directors. General manager exercises his functions and powers according to the Articles of Association and the authorization of the board of directors.
(2.4) Huainan Huacheng has one chief financial officer, who is appointed by Party B and responsible for fund utilization and financial supervision. All the seals of the Company, including common seal, financial seal and contract seal are put under the custody of the chief financial officer appointed by Party B and the person designated by Huainan Huacheng. The use of all the said company seals shall be subject to the signing by the chief financial officer appointed by Party B. The originals of the important certificates and licenses of the Company, including business license, organization code certificate, tax registration certificate, account opening permit, etc shall be put under the custody of the chief financial officer appointed by Party B and the...
Other Matters Agreed by the Parties. (1) The development fund, down payment, pre-sale payment and other self-raised funds shall be supervised by the Lender in the project special account; (2) the project that under construction which meets the mortgage conditions shall be added for mortgage in time ; (3) no dividend shall be distributed before the Loan is paid off; the project funds shall be forbidden to be appropriated and spirited; in the event that the Borrower may have difficulties in repaying the Loan, the Borrower shall secure other financings for the repayment purpose on a timely basis; the Borrower shall guarantee that the Project shall be completed on time, and in the event that the Project cost exceed the budget, the Borrower shall raise necessary funds; (4) without the consent of the Lender, the Borrower shall not increase the finance, provide mortgage or make external investment; (5) relevant insurance of the Borrower under this Project and Loan shall be handled by the Lender, and the Lender shall be confirmed to be the first beneficiary in the formalities of insurance; (6) in the event that the sales rate achieves 50%, the loan to be repaid shall not be less than 50% of the full amount of the Loan, and before the sales rate achieves 80%, all the amount of the Loan and interest shall be repaid; (7) the Lender shall be the exclusive mortgage bank for the residential mortgage.
Other Matters Agreed by the Parties. 11.1 This Contract is an entire agreement between the Parties with respect to the employment of Party B by Party A. This Contract shall supersede all previous written or oral agreements existing between the Parties prior to the execution of this Contract with respect to the relevant matters hereunder. After the execution of this Contract, the Parties thereto may amend this Contract by written agreement. This Contract shall be legally binding upon the Parties hereto and their respective successors.
11.2 All payments made to Party B hereunder shall be subject to withholding income tax and other taxes pursuant to the relevant requirements.
11.3 By signing this Contract, Party B agrees all the terms contained in this Contract.
11.4 Party B guarantees that his/her employment contracts with other companies shall have been terminated at the time of signing this Contract with Party A. Otherwise, he/she shall be liable for any losses suffered by Party A arising therefrom.
11.5 During his/her employment with Party A, Party B shall not be employed by other companies without the consent of Party A.
11.6 Party B shall comply with all rules and regulations, as well as requirements of Party A.
11.7 The original employment contract shall be automatically terminated from the date on which this Contract is signed and becomes effective.
11.8 Any other matters required to be agreed by Party A and Party B. This Contract is executed in two originals and Party A and Party B shall each keep one original. This Contract shall become effective from the date on which it is signed by the Parties. Party A: Party B: China Linong International Limited [Name of Employee] By: By: Name: Name: Position: ID Number: Correspondence Address: Correspondence Address: Exhibit A
Other Matters Agreed by the Parties. Party A and Party B may sign a supplementary agreement as an annex to this Contract according to the actual situation. This Master Contract and the annex (the general terms of this Contract, the supplementary agreement) shall jointly constitute the Employment Contract between Party A and Party B, and have the same legal effect. If there are any inconsistencies between the annexes and this Master Contract, the annexes shall prevail.
Other Matters Agreed by the Parties. 12.1 Supplementary terms of contract delivery
Other Matters Agreed by the Parties. 16.1 Within the term of line of credit hereunder, when Party A makes each drawdown hereunder to pay advertising fees and venue rentals, it shall provide corresponding purchase and sale contracts, transfer receipts and other documents required by Party B. Party B has right to check the aforesaid documents and decide whether issuing loans or not and specific loan amounts and period, and to directionally pay the loan funds to the payee’s account stipulated in the abovementioned contracts.
16.2 Within the term of line of credit hereunder, Party A is allowed to make more than one drawdown, and each drawdown period shall not exceed one year.
16.3 Within the term of line of credit hereunder, Party A shall guarantee that its downstream clients make payment to its accounts opened at Party B or at sub-branches and branches of Party B. Party B may supervise on such payment every twelve months. Such payment shall not be lower than RMB Twenty-five Million Only (RMB25,000,000); otherwise Party B has right to take measures stipulated in Clause 11 under this contract.
Other Matters Agreed by the Parties. 1. Within the term of the loan hereunder, the percentage of the Borrower’s sale revenue received through ICBC of the Borrower’s total revenue shall not be lower than the percentage of the amount lended by ICBC to the Borrower of the total bank financing obtained by the Borrower.
2. Within the term of the loan, the Borrower shall not, without the written consent of ICBC, borrow any loans from any other banks for working capital purpose, or create any form of security over its owned assets (including contingent assets), or provide any guarantee with joint and several liability for any third party financing. ICBC may declare that the loan hereunder is immediately due and payable if the Borrower is in breach of this paragraph.
Other Matters Agreed by the Parties. 1. The contract hereunder whose number is 18156124170128 is a special business contract signed by two parties under the contract of “maximum amount financing contract”.
2. In the event of guarantor hereunder without the Lender’s written consent, come up with the situations of selling, transfer, or grant the collateral, setting repledge right of mortgage, or repaying other debts with the collateral, or set the collateral to the trusted property, etc., the Lender is entitled to cancel all or part of the loans, and declare that the contract or loan due in advance, return the principals and interests in advance.
Other Matters Agreed by the Parties. See Supplement to the Comprehensive Credit Line Agreement (No. GRB15217)
