Common use of COMMITMENTS OF THE BORROWER Clause in Contracts

COMMITMENTS OF THE BORROWER. 8.1 The borrower shall withdraw and use the loan according to the term and purpose as prescribed in the contract, which shall not be applied to fixed assets or equity investment, or the stock market, futures market or other purposes banned or restricted by related laws and regulations in any form. 8.2 The borrower shall liquidate the borrowing principal, interest and other payables according to this contract. 8.3 The borrower shall accept and initially coordinate with the lender to inspect and supervise the borrowing capital utilization including the borrowing purpose in the forms of account analysis, certificates and vouchers inspection and on-site survey, and regularly submit the summary report to the lender on the borrowing utilization. 8.4 The borrower shall accept the credit inspection of the lender and offer the finance and accounting data including the balance sheet and the profit and loss statement and other materials reflecting the solvency, and positively coordinate and cooperate with the lender to conduct the survey, understanding and supervision of and over the production, management and finance. 8.5 The borrower shall not divide dividends and bonuses in any form before paying back the principal and interest and other payables as prescribed in the contract. 8.6 The borrower shall in advance solicit the written approval of the lender or make the satisfactory arrangements for the achievement of the right of credit of the lender while conducting consolidation, dismantlement, reduction of capital, equity alteration, transfer of material assets and obligatory right, material foreign investment, substantive increase of debt financing and other acts possibly producing adverse impact on the rights and interest of the lender. 8.7 The borrower shall timely notify the lender in one of the following situations: (1) Alteration of the articles of association, business scope, registered capital or legal representative; (2) Closing down, dissolution, liquidation, suspending to bring up to standard, revocation of business license, cancellation or filing (filed) for bankruptcy; (3) Being or possibly being involved in material economic disputes, lawsuits, arbitrations or property being sealed up, detained or supervised by law; and (4) Shareholders, directors and present executives suspected of being involved material cases or economic disputes. 8.8 The borrower shall timely, fully and accurately disclose to the lender the relationships and related transactions with the party concerned. 8.9 The borrower shall timely sign for all sorts of notices of the lender by mail or other means. 8.10 The borrower shall not dispose self-owned assets by lowering the solvency; and undermine the rights and interests of the lender while tendering guarantee to the third party. 8.11 The borrower shall completely, authentically and accurately report to the lender the external guarantee regularly and sign the agreement on account supervision at the request of the lender if the loan in the contract is offered on credit. In case the external guarantee may affect the fulfillment of the obligations in the contract, the borrower shall gain the written approval of the lender. 8.12 The borrower shall bear the expenses arising from the signing and fulfillment of the contract as well as the paid or payable charges arising from the achievement of the obligatory right of the lender in the contract, including but not limited to the costs of lawsuit or arbitration, property preservation fee, attorney fee, execution fee, evaluation fee, auction charge and announcement fee. 8.13 The ranking of claims in the contract shall give priority to the debts of the borrower to its shareholders, which shall be at least in the equal position with other creditors for the similar debts.

COMMITMENTS OF THE BORROWER. 8.1 The borrower shall withdraw has the commitments as follows: 2.1 The loan application is in accordance with laws and use regulations: the borrower is an enterprise (institution) established by law and approved and registered by competent departments or other organization that can be a borrower as regulated by China; the borrower shows good credit and does not have any significant adverse record; the purpose of the loan according and payment source are clear and legitimate; there is no other case in violation of laws and regulations. 2.2 The actions of signing the contract are flawless: to sign the term and purpose as prescribed contract or to fulfill its obligations under this Contract, the borrower has fulfilled the necessary formalities in the contract, which shall not be applied to fixed assets or equity investment, or the stock market, futures market or other purposes banned or restricted by related accordance with laws and regulations or the articles of association; the signature or seal on this contract is made by the legal representative/person in any form. 8.2 The borrower shall liquidate charge or the borrowing principal, interest and other payables according to this contract. 8.3 The borrower shall accept and initially coordinate with the lender to inspect and supervise the borrowing capital utilization including the borrowing purpose in the forms of account analysis, certificates and vouchers inspection and on-site survey, and regularly submit the summary report to the lender on the borrowing utilization. 8.4 The borrower shall accept the credit inspection authorized agent of the lender and offer borrower; the finance and accounting data including the balance sheet and the profit and loss statement and other materials reflecting the solvency, and positively coordinate and borrower has actively dealt with or cooperate with the lender to conduct deal with approval, registration or filing procedures of the surveycontract; there is no other case that may cause validity flaw of the loan contract due to the borrower. 2.3 Guarantee provided is legal and valid: The borrower ensures that to sign the guarantee contract or to fulfill its obligations under the Guarantee Contract, understanding the guarantor has fulfilled the necessary formalities in accordance with laws and supervision regulations or the articles of association; the guarantor is entitled to establish the collateral guarantee; the signature on the guarantee contract is made by the authorized signer; the borrower shall urge the guarantor to actively dealt with or cooperate with the lender to deal with approval, registration or filing procedures of the guarantee contract and over registration of the productionguarantee; there is no other case that may cause validity flaw or situations that may cause significant adverse change to the guarantee contract . 2.4 Fulfillment of contractual rights and obligations in good faith: the borrower shall use the loan in accordance with period, purposes and methods agreed in the contract and shall not engage in illegal and anti-regulation action with the loan; actively cooperate with national authorities and the lender in loan payment management, after-loan management and finance. 8.5 The borrower shall relevant checks; repay the loan in full in a timely manner in accordance with the contract and do not divide dividends and bonuses in escape the debt by any form before paying back means; obtain the principal and interest and other payables as prescribed in the contract. 8.6 The borrower shall in advance solicit the written approval consent of the lender or make before conducting external investment, substantial increase in debt financing, as well as merger, division and transfer of shares and other important matters; the satisfactory arrangements for lender is entitled to recover the achievement loan in advance based on capital returns of the right of credit of borrower the lender while conducting consolidation, dismantlement, reduction of capital, equity alteration, transfer of material assets and obligatory right, material foreign investment, substantive increase of debt financing and other acts possibly producing adverse impact on the rights and interest of the lender. 8.7 The borrower shall timely loan; promptly notify the lender in one case of significant adverse events affecting its solvency; there is no other case in violation of the following situations: (1) Alteration of the articles of association, business scope, registered capital or legal representative; (2) Closing down, dissolution, liquidation, suspending to bring up to standard, revocation of business license, cancellation or filing (filed) for bankruptcy; (3) Being or possibly being involved in material economic disputes, lawsuits, arbitrations or property being sealed up, detained or supervised by law; and (4) Shareholders, directors and present executives suspected of being involved material cases or economic disputescontractual obligations. 8.8 2.5 The borrower shall timely, fully and accurately disclose does not conceal to the lender the relationships and related transactions with the party concerned. 8.9 The borrower shall timely sign for all sorts of notices of the lender by mail any matter has occurred or other means. 8.10 The borrower shall not dispose self-owned assets by lowering the solvency; and undermine the rights and interests of the lender while tendering guarantee to the third party. 8.11 The borrower shall completely, authentically and accurately report to the lender the external guarantee regularly and sign the agreement on account supervision at the request of the lender if the loan in the contract is offered on credit. In case the external guarantee occurring that may affect the fulfillment of the obligations in the contractits financial condition and ability to repay, the borrower shall gain the written approval of the lender. 8.12 The borrower shall bear the expenses arising from the signing and fulfillment of the contract as well as the paid or payable charges arising from the achievement of the obligatory right of the lender in the contractincluding, including but not limited to the costs of lawsuit or to: litigation, arbitration, property preservation fee, attorney fee, execution fee, evaluation fee, auction charge and announcement feeadministrative proceedings or other claim events. 8.13 The ranking of claims in 2.6 Related documentations on the contract shall give priority to the debts of borrower, guarantor, and shareholders provided by the borrower to its shareholdersare true, which shall be at least in the equal position with other creditors for the similar debtscomplete, accurate, legitimate and effective.

COMMITMENTS OF THE BORROWER. 8.1 4.1 The borrower irrevocably undertakes that: 4.1.1 It shall, on the date of signing this agreement, sign with the lender an Exclusive Management Consulting and Technical Service Agreement, according to which the lender will provide technical services and management consulting services to the borrower as the exclusive service provider; 4.1.2 The borrower shall, on the date of signing this agreement, cause its shareholders to sign with the lender an Exclusive Call Option Agreement, according to which the shareholders of the borrower shall irrevocably grant the lender an exclusive right to purchase the equity of the borrower held by such shareholders under the agreed conditions; 4.1.3 The borrower shall, on the date of signing this agreement, cause its shareholders to sign with the lender the Proxy Agreement, according to which the shareholders of the borrower shall irrevocably authorize all their rights in the borrower to the lender or a legal person or natural person designated by the lender to exercise on behalf of them; 4.1.4 The borrower shall, on the date of signing this agreement, cause its shareholders to sign with the lender the Equity Pledge Agreement and complete the registration of equity pledge in time. According to the agreement, the shareholders of the borrower agree to pledge all the equities in the borrower held by them to the lender; 4.1.5 The borrower shall withdraw strictly abide by the provisions in this agreement, the Proxy Agreement, the Equity Pledge Agreement, and use the loan according to Exclusive Call Option Agreement, and perform the term obligations under this agreement, the Proxy Agreement, the Equity Pledge Agreement, and purpose as prescribed in the contractExclusive Call Option Agreement, which and shall not be applied conduct any action/inaction that is sufficient to fixed assets or equity investment, or affect the stock market, futures market or other purposes banned or restricted by related laws validity and regulations in any form.enforceability of such agreements; 8.2 4.1.6 The borrower shall liquidate the borrowing principalshall, interest and other payables according to this contract. 8.3 The borrower shall accept and initially coordinate with the lender to inspect and supervise the borrowing capital utilization including the borrowing purpose in the forms of account analysis, certificates and vouchers inspection and on-site survey, and regularly submit the summary report to the lender on the borrowing utilization. 8.4 The borrower shall accept the credit inspection of the lender and offer the finance and accounting data including the balance sheet and the profit and loss statement and other materials reflecting the solvency, and positively coordinate and cooperate with the lender to conduct the survey, understanding and supervision of and over the production, management and finance. 8.5 The borrower shall not divide dividends and bonuses in any form before paying back the principal and interest and other payables as prescribed in the contract. 8.6 The borrower shall in advance solicit the written approval of the lender or make the satisfactory arrangements for the achievement of the right of credit of the lender while conducting consolidation, dismantlement, reduction of capital, equity alteration, transfer of material assets and obligatory right, material foreign investment, substantive increase of debt financing and other acts possibly producing adverse impact on the rights and interest of the lender. 8.7 The borrower shall timely notify the lender in one of the following situations: (1) Alteration of the articles of association, business scope, registered capital or legal representative; (2) Closing down, dissolution, liquidation, suspending to bring up to standard, revocation of business license, cancellation or filing (filed) for bankruptcy; (3) Being or possibly being involved in material economic disputes, lawsuits, arbitrations or property being sealed up, detained or supervised by law; and (4) Shareholders, directors and present executives suspected of being involved material cases or economic disputes. 8.8 The borrower shall timely, fully and accurately disclose to the lender the relationships and related transactions with the party concerned. 8.9 The borrower shall timely sign for all sorts of notices of the lender by mail or other means. 8.10 The borrower shall not dispose self-owned assets by lowering the solvency; and undermine the rights and interests of the lender while tendering guarantee to the third party. 8.11 The borrower shall completely, authentically and accurately report to the lender the external guarantee regularly and sign the agreement on account supervision at the request of the lender if (or its designated party), sign business cooperation contracts/agreements with the loan lender (or its designated party) at any time, and ensure the strict performance of such contracts/agreements; 4.1.7 The borrower shall, at the request of the lender, provide the lender with all information about its operation and financial status; 4.1.8 The borrower shall complete all government approvals, authorizations, licenses, registrations and filings required by laws to engage in the contract is offered on creditbusinesses within the scope of its business license and to own its assets. In case The borrower shall provide the external guarantee may affect the fulfillment lender with a full set of copies of industrial and commercial registration documents, business license copies and articles of association of the obligations borrower, and shall not change the original businesses of the borrower without the prior written permission of the lender; 4.1.9 The borrower shall immediately inform the lender of any lawsuit, arbitration or administrative proceedings that have occurred or may occur in connection with the contractborrower; 4.1.10 Without the prior written consent of the lender, the borrower shall gain not conduct any action and/or inaction which may have any material influence on the written approval assets, businesses and responsibilities of the lenderborrower. 8.12 The borrower shall bear the expenses arising from the signing and fulfillment of the contract as well as the paid or payable charges arising from the achievement of the obligatory right of the lender in the contract, including but not limited to the costs of lawsuit or arbitration, property preservation fee, attorney fee, execution fee, evaluation fee, auction charge and announcement fee. 8.13 The ranking of claims in the contract shall give priority to the debts of the borrower to its shareholders, which shall be at least in the equal position with other creditors for the similar debts.

COMMITMENTS OF THE BORROWER. 8.1 The borrower shall withdraw Withdraw and use the loan according to the term and purpose as prescribed in the contract, which shall usage agreed herein. The loan borrowed will not be applied used to invest in fixed assets assets, equities, etc. or equity investmentflow into securities markets and future markets by any means, or the stock market, futures market or fulfill other purposes banned prohibited or restricted by related relevant laws and regulations in any formregulations. 8.2 The borrower shall liquidate Pay off principal and interest of the borrowing principal, interest loan and other payables according to this contractthe agreement reached herein. 8.3 The borrower shall accept Accept and initially actively coordinate with the lender Lender to inspect check and supervise the borrowing use of loan capital utilization including within the borrowing purpose in the forms agreed usage by means of account analysis, certificates and vouchers inspection and voucher inspection, on-site survey, the-spot investigation and regularly submit so on; summarize and report the summary report use conditions of loan capital on a regular basis according to the lender on requirements of the borrowing utilizationLender. 8.4 The borrower shall accept Accept credit check by the credit inspection of the lender and offer the finance and Lender, provide financial accounting data including the like balance sheet and the profit and loss income statement and other materials reflecting the solvencydebt repaying ability of the Borrower according to the requirements of the Lender, and positively actively assist and coordinate and cooperate with the lender to conduct the surveyLender in investigating, understanding comprehending and supervision of and over supervising the production, management operation and financefinancial conditions of the Borrower. 8.5 The borrower shall Do not divide distribute dividends and bonuses in by any form before paying back the means until principal and interest of the loan and other payables as prescribed in the contractunder this contract are paid off. 8.6 The borrower shall in advance solicit Obtain the written approval consent of the lender Lender ahead of time or make arrangements satisfying the satisfactory arrangements Lender as for the achievement realization of creditor’s rights of the right Lender upon occurrence of credit of the lender while conducting consolidationcombination, dismantlementseparation, reduction decrease of capital, equity alterationchange in equity, transfer of material major assets and obligatory rightcreditor’s rights, material major foreign investment, substantive increase of debt financing and other acts possibly producing actions that may impose an adverse impact influence on the rights and interest interests of the lenderLender. 8.7 The borrower shall timely notify Timely inform the lender in one Lender if any of the following situationscircumstances takes place: (1) Alteration of the articles Articles of association, business scope, registered capital or and legal representativerepresentative of the company change; (2) Closing downBusiness shutdown, dissolution, liquidation, suspending business suspension to bring up to standard, revocation cancelation of business license, cancellation revocation or filing application (filedor being applied) for bankruptcy; (3) Being Involvement or possibly being involved possible involvement in material major economic disputes, lawsuits, arbitrations and arbitration procedures, or property being sealed up, detained or supervised by according to law; and; (4) ShareholdersInvolvement of shareholders, directors and present executives suspected of being involved material incumbent senior management personnel in major cases or economic disputes. 8.8 The borrower shall timelyTimely, fully comprehensively and accurately disclose related party relations and related party transactions to the lender the relationships and related transactions with the party concernedLender. 8.9 The borrower shall timely Timely sign for all sorts of various notices of sent or delivered by the lender Lender by mail or any other means. 8.10 The borrower shall Do not dispose self-owned assets by lowering the solvencyin a way that lower its debt repaying ability; and undermine guarantee provided for a third party does not compromise the rights and interests of the lender while tendering guarantee to the third partyLender. 8.11 The borrower shall completelyCompletely, authentically truthfully and accurately report conditions of guarantee provided for outside to the lender the external guarantee regularly Lender and sign the agreement on account supervision at agreement upon the request of the lender Lender if the loan in the under this contract is offered on granted by means of credit. In case If the external guarantee provided for outside may affect the fulfillment its performing of the obligations in the under this contract, the borrower shall gain the written approval consent of the lenderLender shall be obtained first. 8.12 The borrower shall bear Undertake costs incurred by the expenses arising from the signing and fulfillment Lender due to realization of the contract as well as the paid or payable charges arising from the achievement of the obligatory right of the lender in the its creditor’s rights under this contract, including but not limited to the costs of lawsuit or arbitration, property preservation fee, attorney fee, execution fee, evaluation assessment fee, auction charge and announcement fee., etc.. 8.13 The ranking liquidation sequence of claims in the debts under this contract shall give priority is prior to the debts owed by the Borrower to its shareholders and at least equal to the similar debts owed by the Borrower to other creditors. 8.14 Strengthen environmental and social risk management and accept supervision and inspection of the borrower Lender in this regard. Submit environment and social risk reports to its shareholders, which shall be at least in the equal position with other creditors for Lender if required by the similar debtsLender.