Common use of Realization of Mortgage Clause in Contracts

Realization of Mortgage. 5.1 Party A is entitled to enforce the mortgage in any of the following circumstances: (1) The Debtors fail to repay the principal, interest or expenses of or relating to any debt due under the Principal Contracts (including any debt due in advance); (2) Party B breaches any of its warranties or covenants, or otherwise fails to perform any obligation hereunder; (3) The Debtors or Party B is declared dissolved or bankrupt or is cancelled according to law; (4) It is probable that the collaterals may be damaged or the value of the collaterals is reduced obviously, which could endanger Party A’s right, and the Debtors or Party B fails to provide any security approved by Party A within the time limit notified by Party A; (5) The Debtors otherwise breaches the Principal Contracts, or the Principal Contracts are rescinded or terminated; (6) Other circumstances specified by laws or regulations occur, where the mortgage may be enforced. 5.2 Party A is entitled to take precedence over the proceeds obtained from conversion of value, auction or sale of the collaterals. 5.3 Party B agrees that Party A is entitled to directly receive the fruits of the collaterals (including but not limited to the rent or contracting charge) to satisfy its debts from the second month after the Debtors or Party B breaches the Principal Contracts or this contract. Party B shall cooperate unconditionally. The fruits received shall be first used to pay the expenses incurred for receiving such fruits. 5.4 Where any circumstance of enforcing the mortgage occurs, both parties shall negotiate to determine the way of enforcement. If negotiation fails, Party A is entitled to directly apply to the people’s court for auction or sale of the collaterals. 5.5 Party B acknowledges that where the Debtors provide other collaterals, Party A has the right to enforce the mortgage over the collaterals hereunder. Party B shall not raise any objection thereto.

Realization of Mortgage. 5.1 Party A is entitled 1. Where the Debtor fails to enforce perform the mortgage in any of the following circumstances: (1) The Debtors fail to repay the principal, interest or expenses of or relating to any debt due under the Principal Contracts (including any debt due in advance); (2) Party B breaches any of its warranties Master Contract or covenants, or otherwise fails to perform any obligation hereunder; (3) The Debtors the debt that has been declared to be mature in advance or violates other stipulations under the Master Contract, Party B is declared dissolved shall be entitled to apply directly to the people's court for selling or bankrupt or is cancelled according auctioning the mortgaged property, so as to law;realize the mortgage. (4) It is probable that the collaterals may be damaged or 2. For the value of the collaterals is reduced obviouslymortgaged property as recorded in the "List of Mortgaged Properties" hereunder or as otherwise agreed by the Parties (hereinafter referred to as the "Provisional Value"), which could endanger Party A’s rightno matter whether it has been recorded on the register of the registration authority, it shall not indicate the final value of the mortgaged property, and the Debtors or final value shall be the net amount of the proceeds from disposal of the mortgaged property by Party B, net of taxes and fees. If the mortgaged property is used to offset the claims of Party B, the above-mentioned provisional value does not serve as a basis for compensating the claims of Party B fails with the mortgaged property, and the value of the mortgaged property shall be determined by consensus or fair assessment according to provide any security approved law. 3. The proceeds from disposal of the mortgaged property by Party A within B, excluding the time limit notified by Party A; (5) The Debtors otherwise breaches amount to pay for the Principal Contracts, expenses incurred in the selling or the Principal Contracts are rescinded or terminated; (6) Other circumstances specified by laws or regulations occur, where the mortgage may be enforced. 5.2 Party A is entitled to take precedence over the proceeds obtained from conversion of value, auction or sale of the collaterals. 5.3 Party B agrees that Party A is entitled to directly receive the fruits of the collaterals auctioning process (including but not limited to custody fees, appraisal fees, auction fees, transfer fees, taxes, fees for assignment of state-owned land use rights, etc.), shall be given the rent or contracting charge) priority for the settlement of the debt under the Master Contract, and the remaining balance shall be refunded to satisfy its debts from Party A. 4. Where Party A and the second month after Debtor are the Debtors or same person, Party B breaches may apply for enforcement for the Principal Contracts properties other than the mortgaged property of Party A and shall not take the waiving of mortgage or this contractdisposal of the mortgaged property as the prerequisite. 5. Party A shall not prevent Party B shall cooperate unconditionally. The fruits received shall be first used to pay from realizing the expenses incurred for receiving such fruitsmortgage in any way(including acts or omissions). 5.4 Where any circumstance 6. No matter whether Party B has other securities for the claims under the Master Contract (including but not limited to guarantee, mortgage, pledge, letter of enforcing guarantee, standby letter of credit and other means of security), regardless of when the mortgage occursabove-mentioned other securities are established, both parties shall negotiate whether they are valid, whether Party B makes claims to determine other guarantors, whether a third party agrees to bear the way of enforcement. If negotiation failsdebts under the Master Contract in whole or in part and whether other securities are provided by the Debtor itself, Party A shall not be waived its security liability hereunder, and Party B may directly request Party A to undertake the security liability within the scope of security in accordance with this Contract, to which Party A shall not raise any objection. 7. If the limitation of security liability agreed hereunder is entitled to directly apply less than the actual balance of claims under the Master Contract and the claims under the Master Contract are not completely paid off after Party A assumes the security liability, Party A undertakes that its claims for (including advance exercise of) the right of subrogation or recourse to the people’s court for auction Debtor or sale other guarantors shall not impair the interests of Party B, and agree that the payment off debts under the Master Contract shall take precedence over the realization of the collaterals. 5.5 right of subrogation or recourse of Party A. Specifically, before the claims of Party B acknowledges that where are not fully paid off, (A) Party A agrees not to claim the Debtors provide rights of subrogation or recourse against the Debtor or other guarantors; but if Party A has realized the above rights for any reason, Party A shall give priority to the payment off the outstanding claims of Party B; (B) If the debts under the Master Contract are secured by other collaterals, Party A agrees not to propose any claim against the collaterals or the proceeds from disposal with the right of subrogation or for any other reason, the collaterals and the proceeds shall be given priority to the payment off the outstanding claims of Party B; and (C) If the Debtor or a guarantor provides counter-security for Party A, the proceeds received by Party A based on the above counter-security shall be given priority to the payment off the outstanding claims of Party B. 8. Party A has fully recognized the interest rate risk. If Party B adjusts interest rate level, interest bearing or settlement ways according to the stipulations hereof or the interest rate policy of China, resulting in increase in the interest, penalty interest or compound interest to be repaid by the Debtor, Party A also bear the security liability for the increased part. 9. If the Debtor has other debts due to Party B in addition to the debts under the Master Contract, Party B shall have the right to enforce collect the mortgage over amount of RMB or other currency in the collaterals hereunder. account opened by the Debtor in the rural credit cooperative system of Hebei Province to firstly settle any debt due, and Party B shall A's security liability is not raise any objection theretorelieved accordingly.