CALL OPTION AGREEMENTCall Option Agreement • July 2nd, 2010 • Birch Branch Inc • Real estate dealers (for their own account) • New York
This CALL OPTION AGREEMENT (this “Agreement”) is made and entered into as of May 14, 2010 (the “Effective Date”), between Wang Xinshun, a resident of the People’s Republic of China (the “PRC”), with ID Card Number of (the “Purchaser”) and Tang Pak Chuen, a resident of the Hongkong, with ID Card number of (the “Seller”). Purchaser and Seller are also referred to herein together as the “Parties” and individually as a “Party.”
EMPLOYMENT AGREEMENTEmployment Agreement • July 2nd, 2010 • Birch Branch Inc • Real estate dealers (for their own account) • Delaware
THIS EMPLOYMENT AGREEMENT (“Agreement”), is dated as of June 28, 2010, by and between Birch Branch, Inc., a Colorado company (the “Company”), and Li Dexin (the “Executive”).
Maximum Guarantee AgreementMaximum Guarantee Agreement • July 2nd, 2010 • Birch Branch Inc • Real estate dealers (for their own account)
Whereas Party B voluntarily provide guarantee to Party A for the fulfillment of the debt under the Principal Agreement as stated in Article 1 hereinafter, the parties hereto enter into this Agreement through equal negotiation, the terms hereof shall be interpreted in accordance with the Principal Agreement, unless otherwise specified.
Commodity Financing AgreementCommodity Financing Agreement • July 2nd, 2010 • Birch Branch Inc • Real estate dealers (for their own account)
Important Prompt: the Agreement is legally made and entered into on an equal and free will basis and through friendly consultation of two parties, which represents their genuine declarations of intention. To safeguard Party B’s lawful rights and interests, Party A hereby draws Party B’s full attention to the whole terms and conditions stipulating the rights and obligations of two parties, especially to the content of highlighted parts.
Guarantee Agreement Number: 2009 Nian 6282627131 Bao Zi NO. 011-1Guarantee Agreement • July 2nd, 2010 • Birch Branch Inc • Real estate dealers (for their own account)
To guarantee the fulfillment of debt under the “Principal Agreement” as stipulated in Article 1 hereunder, the Guarantor are willing to provide guaranty to the Creditor, the Agreement is enacted by equal negotiation of two parties. Unless as otherwise provided herein, terms hereof shall be interpreted in accordance with the Principal Agreement.
Guarantee AgreementGuarantee Agreement • July 2nd, 2010 • Birch Branch Inc • Real estate dealers (for their own account)
To guarantee the fulfillment of debt under the Principal Agreement of 41101200900006950 by and between the Creditor and Lizhou Hongqiqu Electrical Carbon Co., Ltd (the Debtor), the Guarantor are willing to provide guarantee to the Creditor for benefit of the creditor’s right under the Principal Agreement. This Agreement is entered by and between the Guarantor and the Creditor in accordance with the relevant laws of the country.
Guarantee Agreement (This “Agreement”)Guarantee Agreement • July 2nd, 2010 • Birch Branch Inc • Real estate dealers (for their own account)
In order to secure the earnest performance of the Cooperative Union Loan Agreement (No. An Tong Nong Xin Jie Zi [2010.4.23] No. 001) signed between the Creditors and the Debtor (Henan Yulong Coke Co., Ltd.) (hereinafter as “Primary Agreement”) and to secure the Creditors’ realization of the creditor’s rights, the Guarantors voluntarily agree to provide guarantees with nature of joint and several liabilities to secure the Debtor’s debt repayment to the Creditors under the Primary Agreement. Based on relevant PRC laws and regulations and the consensus reached by the Parties after mutual negotiations, the Parties hereby reach this Agreement as follows:
Guarantee AgreementGuarantee Agreement • July 2nd, 2010 • Birch Branch Inc • Real estate dealers (for their own account)
To guarantee the fulfillment of debt under the Principal Agreement of Loan Agreement No. 41101201000000472 by and between the Creditor and Linzhou Hongqiqu Electrical Carbon Co. Ltd. (the Debtor). The Guarantor are willing to provide guaranty to the Creditor for benefit of the creditor’s right under the Principal Agreement. This Agreement is entered by and between the Guarantor and the Creditor in accordance with the relevant laws of the country.
Anyang Commercial Bank Co. Ltd. Guarantee AgreementGuarantee Agreement • July 2nd, 2010 • Birch Branch Inc • Real estate dealers (for their own account)
For the purpose of ensuring the performance of the obligation of the Debtor under the loan Agreement dated on 14 April 2010 between Henan Shuncheng Group Coal Coke Co., Ltd. (the “Debtor”) and Party B of this Agreement with the reference number Loan Agreement (2010) An Shang Gong Si Bu Jie Zi No.11 (hereinafter referred to as “Principal Agreement”), Party A is willing to provide a guarantee to Party B. In order to specify the rights and obligations of both parties, according to contract Law, Guarantee Law and other relevant laws and regulations and through equally consultation, Party A and Party B hereby enter into this Agreement.
SHANGHAI PUDONG DEVELOPMENT BANK Maximum Guarantee AgreementMaximum Guarantee Agreement • July 2nd, 2010 • Birch Branch Inc • Real estate dealers (for their own account) • Macau
The Guarantor voluntarily assumes the guarantee liability for the loan under AGREEMENT (as specified in Article 7), in order to ensure the comprehensive and timely performance of the obligations by the debtor under AGREEMENT and the exercise of the Creditor’s rights.
Loan AgreementLoan Agreement • July 2nd, 2010 • Birch Branch Inc • Real estate dealers (for their own account)
In accordance with the applicable state laws and regulations, this Agreement is concluded through friendly consultation by both parties.
Debt AgreementDebt Agreement • July 2nd, 2010 • Birch Branch Inc • Real estate dealers (for their own account)
RMB LOAN AGREEMENT (For Corporation) BANK OF LUOYANGRMB Loan Agreement • July 2nd, 2010 • Birch Branch Inc • Real estate dealers (for their own account)
To clear the rights and responsibilities of the Borrower and Lender, according to applicable laws and regulations, the Borrower and Lender, after reaching an agreement through negotiations, hereby enter into this Loan Agreement.
Contract for Sales of Industrial and Mineral Products Shagang Group Anyang Yongxing Iron&Steel Co., Ltd.Birch Branch Inc • July 2nd, 2010 • Real estate dealers (for their own account)
This contract is entered into between the Seller and the Buyer on the basis of both parties’ full consultation pursuant to the Contract Law of the People's Republic of China.
Short-term Loan AgreementBirch Branch Inc • July 2nd, 2010 • Real estate dealers (for their own account) • Macau
Currency Amount Type Drawing date Due Date Interest Rate Interest Settlement Penalty Rate for Delay payment Penalty Rate for Appropriation
Financing Leasing Contract Of EquipmentBirch Branch Inc • July 2nd, 2010 • Real estate dealers (for their own account)
Contract/this Contract Shall refer to this Financing Leasing Contract and all the Annexes thereof, as well as any supplementary agreements and amendments in writing thereto entered into by the Parties from time to time.
Comprehensive Credit Line ContractBirch Branch Inc • July 2nd, 2010 • Real estate dealers (for their own account)
On the basis of free will, equality, mutual benefit and good faith and through negotiations with the parties, Party A agrees to provide this general credit limit to Party B. For the purpose of specifying the rights and obligations of both parties, the parties hereby enter into this Contract for mutual compliance.
Loan Agreement Agricultural Bank of ChinaLoan Agreement • July 2nd, 2010 • Birch Branch Inc • Real estate dealers (for their own account)
In accordance with the applicable state laws and regulations, this Agreement is concluded through friendly consultation by both parties.
CANCELLATION AGREEMENTCancellation Agreement • July 2nd, 2010 • Birch Branch Inc • Real estate dealers (for their own account) • Colorado
This CANCELLATION AGREEMENT, is entered into as of June 28, 2010 (this “Agreement”), by and among, Birch Branch, Inc., a Colorado corporation (the “Acquiror Company”), Brasel Family Partners (“BFP”), LaMirage Trust (“LaMirage”), Lazzeri Family Trust (“LFT”), Mathis Family Partners LTD (“MFP”) and Lazzeri Equity Partners 401(k) Plan (the “Plan” and collectively with BFP, LaMirage, LFT and MFP, the “Acquiror Company Shareholders”) and Shun Cheng Holdings HongKong Limited, a Hong Kong company (the “Company”).
Guarantee Agreement (This “Agreement”)Guarantee Agreement • July 2nd, 2010 • Birch Branch Inc • Real estate dealers (for their own account)
In order to secure the earnest performance of the Cooperative Association Loan Agreement (No. An Shi Qu Nong Xin Tuan Dai [2009] No. 1) signed between the Creditors and the Debtor (hereinafter as “Primary Agreement”) and to secure the Creditors’ realization of the creditor’s rights, the Guarantors voluntarily agree to provide guarantees with nature of joint and several liabilities to secure the Debtor’s debt repayment to the Creditors under the Primary Agreement. Based on relevant PRC laws and regulations and the consensus reached by the Parties after mutual negotiations, the Parties hereby reach this Agreement as follows:
Entrust Purchase Agreement between AVIC I International Leasing Co., Ltd. (as the Trustor) and Henan Shuncheng Group Coal Coke Co., Ltd. (as the Trustee) Date: November 3rd, 2009 In Shanghai, PRCEntrust Purchase Agreement • July 2nd, 2010 • Birch Branch Inc • Real estate dealers (for their own account)
Mortgage AgreementMortgage Agreement • July 2nd, 2010 • Birch Branch Inc • Real estate dealers (for their own account)
To guarantee the fulfillment of debt under the “Principal Agreement” as stipulated in Article 1 hereunder, the Mortgagor are willing to provide mortgage for benefit of the Mortgagee, the Agreement is enacted by equal negotiation by and between two parties hereto. Unless as otherwise provided herein, terms hereof shall be interpreted in accordance with the Principal Agreement.
AMENDMENT TO SHARE EXCHANGE AGREEMENTShare Exchange Agreement • July 2nd, 2010 • Birch Branch Inc • Real estate dealers (for their own account) • New York
AMENDMENT TO SHARE EXCHANGE AGREEMENT (this “Amendment”), dated as of June 28, 2010, by and among Birch Branch, Inc., a Colorado corporation (the “Acquiror Company”), Timothy Brasel, Brasel Family Partners LTD, LaMirage Trust, Mathis Family Partners, LTD, Lazzeri Family Trust, Hu Qingying, Ong Hock Seng and SCM Capital LLC (collectively, the “Acquiror Company Principal Shareholders”), Shun Cheng Holdings Limited, Wanjinlin International Investment Group Limited, Jinmao Investment Group Limited, USA Wall Street Capital United Investment Group Limited, Global Chinese Alliance Development Ltd., USA International Finance Consulting Group Ltd., Golden Hill International Investment Group Limited, Fuhai International Investment Group Limited, Renhe International Investment Group Limited, Fuyutai International Investment Group Limited, and Kangchen International Investment Group Limited (collectively, the “Company Shareholders”), and Shun Cheng Holdings HongKong Limited, a Hong Kong company (t
Anyang Commercial Bank Co., Ltd. of Loan AgreementLoan Agreement • July 2nd, 2010 • Birch Branch Inc • Real estate dealers (for their own account)
Party A files a loan application with Party B based on the usage stipulated in Article 2.1 of the Agreement. Party B agrees to provide the aforesaid loan. According to Agreement Law, Lending General Provisions as well as other relevant laws and regulations, and on the basis of equal consultations, Party A and Party B hereby make and enter into the Agreement to define their respective rights and obligations.
Contract for Sales of Industrial and Mineral ProductsPrice Adjustment Agreement • July 2nd, 2010 • Birch Branch Inc • Real estate dealers (for their own account)
This contract is entered into between the Seller and the Buyer on the basis of both parties’ full consultation pursuant to the Contract Law of the People's Republic of China.
ContractGuarantee Agreement • July 2nd, 2010 • Birch Branch Inc • Real estate dealers (for their own account) • Shanghai
Guarantee Agreement among AVIC I International Leasing Co., Ltd. The Creditor Henan Shuncheng Group Coal Coke Co., Ltd. the Debtor and Anyang County Bailianpo Coal Co. Ltd. the Guarantor Date: November 3rd, 2009 In Shanghai, PRCGuarantee Agreement • July 2nd, 2010 • Birch Branch Inc • Real estate dealers (for their own account) • Shanghai
If the Debtor (the Lessee) fails to perform any debt according to the Lease, the Guarantors shall perform the debt with unlimited joint liability. If such debt is not monetary debt and it cannot be performed by the Guarantors, the Guarantors shall compensate all the damages of the Lessor subject to such failure of performance. If the Debtor (the Lessee) fails to pay the rents or other payable amounts to the Creditor (the Lessor) according to the schedule, amount and currency provided in the Lease, the Creditor (the Lessor) is entitled to directly request any Guarantor to pay off such amount to the Creditor (the Lessor) immediately. The Creditor (the Lessor) only needs to send out a performance notice to the Guarantors for the performance of the guarantee liabilities of the Guarantors under this Agreement. Within (3) days after the receipt of such performance notice, the Guarantors shall fulfill the guarantee liabilities to the Creditor (the Lessor) based on such performance notice. If
Loan AgreementLoan Agreement • July 2nd, 2010 • Birch Branch Inc • Real estate dealers (for their own account)
The Lender and Borrower herby confirm that, as of December 31, 2009, the outstanding balance on the Lender’s loan to the Borrower is RMB 243,644,070, equal to US$35,635,066 (the “Loan”).
Guarantee AgreementGuarantee Agreement • July 2nd, 2010 • Birch Branch Inc • Real estate dealers (for their own account)
Loan AgreementLoan Agreement • July 2nd, 2010 • Birch Branch Inc • Real estate dealers (for their own account)
Maximum Amount Mortgage Agreement Agricultural Bank of ChinaMaximum Amount Mortgage Agreement • July 2nd, 2010 • Birch Branch Inc • Real estate dealers (for their own account)
Whereas the Mortgagor, of his own will, provides a mortgage of maximum amount for the creditor’s rights arising from a series of business Agreements (hereinafter referred to as the Principal Agreement) by and between the Mortgagee and Henan Shuncheng Group Coal Coke Co., Ltd which are signed in accordance with Article 1 under this Agreement. Each party of this Agreement enacts this Agreement by reaching consent through consultation in accordance with the law and provision of China.
FORM OF GUARANTEE AGREEMENT (For Corporation) BANK OF LUOYANGGuarantee Agreement • July 2nd, 2010 • Birch Branch Inc • Real estate dealers (for their own account)
In order to ensure the proper performance of the obligation of Henan Shuncheng Group Coal Coke Co., Ltd (hereafter referred to as “Debtor”) under the principal Agreement (Luoyin 2010 Zhengzhou Fenhang Jie zi No. 2100010) entered into with the creditor and to ensure the realization of the creditor’s right of the creditors, the guarantor intends to provide the security of the debt under the principal Agreement entered into by the both parties. The guarantor and the creditor, upon consensus through the consultation on the basis of equality in accordance with Contract Law of People’s Republic of China, Security Law of People’s Republic of China and other relevant laws and regulations, enter into this Agreement.
Letter of Credit Issuance Contract (“this Contract”)Letter Of • July 2nd, 2010 • Birch Branch Inc • Real estate dealers (for their own account)
In order to strengthen the mutual cooperation between Party A and Party B on the import and export trade financing transactions, upon Party A’s application, Party B agrees to issue the credit for Party A under the terms and conditions of this Contract. For the purpose of clarifying both Parties’ rights and obligations, based on both Parties’ consensus reached through mutual negotiations and according to relevant laws, regulations and rules, Party A and Party B hereby conclude this Contract for both Parties to abide by.
Tax Indemnity AgreementIndemnity Agreement • July 2nd, 2010 • Birch Branch Inc • Real estate dealers (for their own account)
Party A and Party B entered into one or more loan agreements over a period of several years (collectively, the "Loan") that Party A and Party B confirmed in writing in a Loan Agreement dated 23 May 2010 (the "Loan Agreement"). ;
EXCLUSIVE OPTION AGREEMENT BETWEEN ANYANG SHUNCHENG ENERGY TECHNOLOGY CO., LTD. AND WANG XINSHUN WANG XINMING CHENG JUNSHENG HENAN SHUNCHENG GROUP COAL COKE CO., LTD. ANYANG, CHINAExclusive Option Agreement • July 2nd, 2010 • Birch Branch Inc • Real estate dealers (for their own account)
NOW, THEREFORE, the Parties through mutual negotiations hereby enter into this Agreement according to the following terms and conditions:
