Loan Agreement between Shandong Xiangrui and China Merchants Bank Jinan Branch, dated on April 27, 2012, for RMB 6 million

EX-10.11 12 d342049dex1011.htm EX-10.11 EX-10.11

Exhibit 10.11

Loan Agreement between Shandong Xiangrui and China Merchants Bank Jinan Branch, dated on April 27, 2012, for RMB 6 million

Main contents:

 

   

Contract No.: 2012-60-11120402

 

   

This loan is under the credit term: 2011 Zhao Ji 60 Zi 21110403

 

   

Borrower: Shandong Xiangrui Pharmacy Co., Ltd.

 

   

Lender: China Merchants Bank Jinan Branch

 

   

Loan Amount (RMB): RMB 6 million

 

   

Purpose of the Loan: working capital

 

   

Contract Term: April 27, 2012 to October 26, 2012

 

   

Interest Rate:

 

   

The floating interest rate is 30% higher than the borrowing rate published by the People Bank of China.

 

   

Rights and Obligations of the Lender:

 

   

Lender is entitled to get the information such as Borrower’s operation, financial activities, inventory and loan usage. Lender could require disclosure of Borrower’s financial status.

 

   

Lender can cease to lend the loan or withdraw the loan before the due date in the situation caused by Borrower which would be detrimental to the safety of the loan.

 

   

When withdrawing the principal and relevant fees on due or before the due date, Lender could obtain the money from Borrower’s account directly.

 

   

In the event of breaches of the agreement by Borrower, Lender can disclose Borrower’s breaches of the agreement publicly when the Borrower do not performance his (her) obligations.

 

   

Lender shall disburse the loan in a timely manner pursuant to the agreement.

 

   

If the lender defaults on the loan, there will be 50% penalty interest additional to the agreed interest on the defaulted amount.

 

   

Rights and obligations of the borrower

 

   

Borrower is entitled to obtain and use the loan pursuant to the agreement.

 

   

Borrower shall make the balance of the loan through the contracted account pursuant the agreement.

 

   

Borrower shall complete the relevant procedure when the loan is a foreign currency loan.

 

   

Borrower shall return the principal on April 14, 2012 and pay the interests per month. Borrower can extend the term of the loan when getting the consent of Lender pursuant to the agreement.


   

Borrower must make the usage of the money in conformity with the purpose of the loan contracted in the agreement.

 

   

Borrower should inform the relevant financial information to Lender monthly and cooperate with Lender for the investigation of the loan.

 

   

When Borrower’s conduct may be probably detrimental to the debt relationship within the loan agreement, the conduct could only be valid when a written notification has been informed to Lender in advance to get the consent of Lender and the Borrower has made a promise on clearing liability under the agreement.

 

   

Consent of Lender should be obtained when any of the Borrower’s guaranties or mortgages on his (her) major assets for a third party is possible to be detrimental to Borrower’s capability of repayment under the agreement.

 

   

Borrower and his (her) investors shall not spirit the money, transfer the assets or alien the shares to evade the obligations to Lender pursuant to the agreement.

 

   

A written notification should be informed to Lender when there is any alternation of Borrower’s name, legal representative, address and business scope.

 

   

When the guaranty capability of Guarantor under the agreement or the value of any mortgaged items under the agreement get detriment, Borrower should offer other guaranty or mortgage accepted by Lender timely.

 

   

Borrower bears the relevant fees under the agreement.

 

   

Prepayment of the Loan:

Lender’s consent should be obtained if Borrower is willing to prepay the loan. The interest rate of prepayment shall accord with the agreement.

 

   

Liabilities of Breach of Contract:

Damages, penalty interest for delayed repayment; penalty interest for embezzlement of loan proceeds; imposition of compound interest; withdrawal of loan, prepayment of principal and interest before maturity, attachment of assets; lawyer’s fee and travel cost in case of litigation or arbitration due to the Company ‘s breach of contract etc.

 

   

Guarantee of the loan

The loan is guaranteed by Shandong Runyin Bio-Chemical, Shandong Dongshun, and Xuchun Wang.

Headlines of the articles omitted

 

   

Types of the loan

 

   

Clearing of the loan interest

 

   

Condition precedent to the drawing of the loan

 

   

Dispute settlement

 

   

Miscellaneous

 

   

Effectiveness

 

   

Validity

 

   

Attention

 

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