Mortgage Agreement
Exhibit 10.7
Contract
No. Xi’an City Commercial Bank (Xincheng) Loan No. 【2009】24.
Name:
Xi’an Yuansheng Industry Co., Ltd
Account
Bank: Xi’an City Commercial Bank Xincheng Branch
Signed
Date: 2009
Xi’an
City Commercial Bank
Mortgager
(Borrower or the third party): Xi’an Yuansheng Industry
Co., Ltd
Mortgagee
(Lender): Xi’an City
Commercial Bank Xincheng Branch
The
mortgage is willing to provide collateral mortgage to the mortgage for the
purpose of securing the realization of lender’s loan right. This Agreement is
formulated on the basis of friendly negotiation between the mortgager and
mortgagee.
Article
1 The creditor’s right of collateral mortgage is the loan under
the Loan agreement No.【2009】24 of Xi’an City
Commercial Bank Xincheng Branch, which the Borrower-Xi’an Kingtone Information
Technology Co., Ltd had borrowed, with the amount of twenty three million five
hundred thousand RMB and term of one year, from September 28,
2009 to September 27, 2010
Article
2 The mortgage scope herein includes the principal of the loan,
interest (also the compound interest and fine which arose due to the borrower’s
breach of loan contract.), liquidated damages, cost to execute the mortgage
right.
Article
3 The mortgage should have fully disposition on the property
under mortgage, which will be listed on the mortgage form hereunder. The
mortgage form is considered to be an integral part of this
Agreement.
Article
4 Commitments of the mortgager:
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1.
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Fully
known the contents of the mentioned Loan Contract; this Mortgage had truly
expressed the willingness of the
mortgager.
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2.
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Enjoying
the ownership right or right of disposal to the collateral
security;
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3.
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During
the mortgage period, the mortgage is liable to well keep, maintain and
repair the collateral security. In case the mortgagee is willing to know
more information of the mortgaged property, the mortgager shall cooperate
on this issue and offer a truthful
report.
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4.
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The
mortgagor shall keep the original cope of property certificate hereunder
listed upon the effective date herein (other laws and stipulations will be
followed, if any.).
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1)
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_____NONE_______________
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5.
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The
collateral mortgage, which the mortgagee requests to insure, the mortgager
is liable to complete all insurance proceedings and also the extension
period upon expiration. The insurance policy shall be under mortgagee’s
custody.
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6.
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The
mortgager is liable to carry out the evaluation, notarization, insurance,
appraisal, registration, transportation and storage of collateral mortgage
and shall assume all costs arising from
above.
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Article
5 During the period of mortgage, the mortgager shall inform the
mortgagee the capital decrease raised by the mortgager and offer the mortgaged
property or other effective mortgage, equal in value, within ten days after the
decrease.
Article
6 In case there is a loss of collateral mortgage within the
insured scope or a decrease in the value of collateral mortgage caused by the
third person during the period of mortgage, the insurance indemnity or damages
shall be 1) deposited into the account assigned by the mortgagee and can not be
utilized by the mortgager during the mortgage; 2) or repay the loan in advance
upon mortgager’s consent(choose one during signing the
contract).
Article
7 In case the collateral mortgage is destroyed during the
mortgage, the mortgager shall inform the mortgagee in advance and offer the
collateral mortgage again or other effective
guarantee.
Article
8 In case the collateral mortgage is the rented property of the
mortgager, a written notice shall be sent to the mortgagee prior to making this
mortgage agreement. The mortgagee’s written consent shall be obtained in case
the mortgager rents the collateral mortgage during the mortgage
period.
Article
9 During the period of mortgage, the mortgager can receive
certain amount of money by transferring the collateral mortgage, which, however,
1) shall be deposited to the account assigned by the mortgagee and can not by
utilized during the mortgage period; 2) or the borrower repay the loan in
advance upon mortgager’s consent(choose one during signing the
contract).
Article
10 A timely written notice shall be issued to the mortgagee in
case of any of the following situations occur.
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1.
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Change
in operational system, such as undertaking, lease, joint operation, merge,
system reform, separation, trusteeship, cooperation with foreign companies
and etc.;
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2.
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Involving
significant economic disputes or lawsuit (the involving amount over 1/2 of
the loan amount or the case is the first instance carried through by
intermediate people's court or
above);
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3.
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Disputes
in ownership of the collateral
mortgage;
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4.
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Recession,
dismissal, suspension of business for rectification, application for
auction, suspension of business license, application for bankruptcy, or
revocation;
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5.
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Change
of registered capital, residing address, telephone, or legal
representative;
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In case
the Item 1 occurs, the mortgager shall notify the mortgagee thirty days in
advance; in terms of other items, the notice shall be given to the mortgagee
within three days.
Article
11 The mortgager shall compensate the loss to the mortgagee due
to the mortgager’s breach of Agreement herein.
Article
12 In the event of collecting the loan ahead of time stipulated
in the Loan agreement and failure to fully pay off the debt under the Loan
Contract, the mortgagee has the right to legally dispose the collateral mortgage
in advance so as to collect the principal and interest.
Article
13 The written notice from the mortgager shall be received in
advance upon the effectiveness of the Agreement herein. The mortgager is liable
to report the change to the register organ.
Article
14 In the event of failure to pay off the debt by the borrower
upon the expiration of the Loan Agreement, the mortgage shall specify the
auction institution to conduct the bottomless auction, or sell off in accordance
with the law.
Article
15 This Agreement is separated from the Loan Agreement, that
is, this Mortgage Agreement still prevails even if the Loan Agreement is null
and void.
Article
16 In case of failure to repay the debt in accordance with the
Loan Agreement upon the expiration of loan, the borrower or mortgager shall
voluntarily accept the forcible execution by the people's court of
law.
Article
17 The disputes arising during execution of the Agreement
herein by the mortgager and mortgagee shall be solved through friendly
negotiation. Otherwise, the lawsuit can be brought to the local people's court
of law.
Article
18 Other items negotiated by the two
parties:
The
mortgager shall not set the mortgage plan on the collateral mortgage without the
written notice from the mortgagee.
Article
19 The Agreement herein is made into five copies, two
copies to the mortgagee herein.
Mortgager’s
Address:
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Mortgagee’s
Address:
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Room
1201, Xxxx 0, 0X Xxxxx Xxxxxx,
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Xx.000,
Xxxxx Xxxxxx, Xx’an City
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Gaoxin
District, Xi’an
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Issuing
Bank: Xi’an Beilin Rural Credit Cooperation North Xxxxx
Xxxxxx
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Account:00000000000000000
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Telephone:
000-00000000
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Telephone:000-00000000
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Fax:000-00000000
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Fax:000-00000000
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Postcode:710065
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Postcode:710003
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Annex:
Mortgage List
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Mortgager:
(Seal)
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Mortgagee:
(Seal)
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Legal
Representative: (Signature) /s/ Xxx Xxxxx
Zhang
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Legal
Representative: (Signature) /s/ An Xxx Xxxx
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Date:
September 14, 2009
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Date:
September 14, 2009
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Mortgage
List
Name
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Quantity
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Location
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Certificate
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Estimated
Value
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Notes
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Land
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201.53
acreage
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East
Part of Caotan Farm, Weiyang District, Xi’an
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No.011【2009】State-owned
Weiyang District, Xi’an
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99.16million
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Land
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29.61
acreage
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East
Part of Caotan Farm, Weiyang District, Xi’an
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No.012【2009】State-owned
Weiyang District, Xi’an
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15.55million
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Mortgager:
(Seal)
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Mortgagee:
(Seal)
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Legal
Representative: (signature) /s/
Xxx Xxxxx Zhang
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Legal
Representative: (signature) /s/ An Xxx Xxxx
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Date:
Sept. 14, 2009
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Date:
Sept. 14, 2009
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