MortgageContract ChinaConstruction Bank, Hunan Branch

Contract Number: 436688643200700011

 

 

Mortgagor (Party A):  Hunan Sanjiang Electric Power Co., Ltd.

 

Domicile: No. 001 South Power Station Road                    Zip: 415300

 

     Chujiang Township, Shimen County

 

Legal Representative ( Person in-Charge):   Hong Zhu

 

Facsimile:                                        Telephone: 7703900

 

 

 

Mortgagee (Party B): China Construction Bank Co., Ltd. Changde Branch

 

Address: 130 Dongting Avenue                            Zip: 415000

 

Person in-Charge: Xiaoping Meng

 

Facsimile:                                       Telephone: 7709217

 

 

Mortgagor (hereinafter “Party A”):  Hunan Sanjiang Electric Power Co., Ltd.

 

Mortgagee (hereinafter “Party B”): China Construction Bank Co., Ltd. Changde Branch

 

In order to ensure the execution of the "Renminbi Capital Loan Agreement" (hereinafter referred to as the “Underlying Contract”) between Hunan Sanjiang Electric Power Co., Ltd(hereinafter referred to as the "Debtor") and Party B (contract no.:436688643200700011) and the realization of creditor's right of Party B, Party A desires to provide mortgage to secure the creditor's right formed under the Underlying Contract between Party B and the Debtor. According to relevant laws, regulations and rules, Party A and Party B, upon consultation, enter into this Contract for their mutual compliance and performance.

 

 

Party A creates a mortgage on the property described in the “List of Collateral” provided in Article 16 of this Contract;

 

Party A undertakes that it has the ownership of or the right to dispose of the collateral according to the laws;

 

Party A undertakes that the collateral is not subject to any ownership dispute, attachment or seizure.

 

 

Loan principal in the amount of Renminbi (currency type) 43 million (capital), together with interest (including compound interest and penalty interest), damages for breach of contract, compensation and expenses incurred by Party B in realizing its rights as a creditor and mortgagee (including, without limitation, expenses in connection with litigation, arbitration, property preservation, travel, enforcement, and appraisal as well as auction expenses);

 

 

 

The mortgage shall continue for two years after the date the limitation of actions with respect to the secured creditor's right expires.

 

 

 

 

 

 

 

 

 

(1)	The term of the Loan is extended;

 

 

 

As long as the mortgage continues to exist, the damages shall be deposited into an account designated by Party B if the collateral is decreased in value as a result of a third party's acts. Party A agrees that Party B may select any of the following methods to handle the damages and will assist Party B in completing relevant procedures:

 

(1) to pay off or pay off in advance the principal and interest and relevant expenses under the Underlying Contract;

 

(2) to convert it into a fixed-term deposit and pledge the certificate of deposit;

 

(3) to use it to repair the collateral and restore its value upon Party B's consent;

 

(4) to submit it to a third party designated by Party B;

 

(5) to dispose of the damages at Party A's own discretion after Party A provides new security as required by Party B;

 

As long as the mortgage continues to exist, Party A shall provide new security acceptable to Party B if the collateral is not enough in value to pay off the principal and interest and relevant expenses under the Underlying Contract as a result of a third party's acts. Any portion of the collateral that is not decreased in value shall still be used to secure the creditor's right;

 

 

1. As long as the mortgage continues to exist, Party A shall not donate, transfer, lease, mortgage repeatedly, remove or otherwise dispose of the collateral under this Contract without Party B's written consent;

 

2. As long as the mortgage continues to exist, Party A shall obtain Party B's written consent in advance of its disposal of the collateral. Party A agrees that Party B shall have the right to select any of the following methods to handle the proceeds from the disposal of the collateral:

 

(1) to pay off or pay off in advance the principal and interest and relevant expenses under the Underlying Contract;

 

(2) to convert them into fixed-term deposit and pledge the certificate of deposit;

 

(3) to submit them to a third party designated by Party B;

 

 

 

 

 

 

(4) to dispose of the proceeds at Party A's own discretion after Party A provides new security as required by Party B.

 

 

Party A agrees that Party B shall have the right to duly sell the collateral by action, convert the collateral into money upon agreement, or sell off the collateral, if:

 

(1) Party B has not been paid off when the term for discharging all or part of the principal or interest under the Underlying Contract expires;

 

(2) other circumstances under which Party B may realize its creditor's right in advance under the Underlying Contract.

 

 

As long as the mortgage continues to exist, Party B shall have the right to require Party A to rectify its breach, provide corresponding security and indemnify Party B against losses within a limited period and to dispose of the collateral in advance if Party A is in breach of Article 1, Article 6, Article 7, Article 8 or Article 9 hereunder;

 

Party A agrees that Party B shall have the right to select any of the following methods to handle the proceeds from the disposal of the collateral:

 

(1) to pay off or pay off in advance the principal and interest and relevant expenses under the Underlying Contract;

 

(2) to convert them into fixed-term deposit and pledge the certificate of deposit;

 

(3) to submit them to a third party designated by Party B;

 

(4) to dispose of the proceeds at Party A's own discretion after Party A provides new security as required by Party B.

 

 

If the collateral shall be registered according to the laws, the two Parties shall complete the registration of the collateral with appropriate registration department upon the execution of this Contract.  Party A shall, as of the effectiveness date of this Contract, submit to Party B the certificate of encumbrance, original mortgage registration document and other right certificates with respect to the collateral;

 

When all debts under the Underlying Contract and this Contract are paid off, Party B shall promptly complete the registration of the mortgage revocation together with Party A.

 

 

Expenses with respect to assessment, notarization, insurance, registration, appraisal, custody and submission hereunder shall be borne by Party A.

 

 

 

 

 

 

 

(1) The Mortgagor is fully aware of the risks associated with the interest rate. If the floating interest rate is applied to the Underlying Contract, the Mortgagor is willing to assume such additional liability as may be increased due to the floating interest rate;

 

(2) The following space is intentionally left blank;

 

(3) _____________________________________.

 

 

Any dispute arising during the performance of this Contract may be settled through consultation. If the consultation fails, it shall be settled through the first of the following methods:

 

(1) Bring a suit before the court in the jurisdiction where Party B domiciles;

 

(2) File the dispute to   BLANK   arbitration commission for arbitration (Arbitration place is   BLANK  ) in accordance with the effective arbitration rules of the arbitration commission at the time of applying for arbitration. Arbitration award  shall be final and conclusive and be binding on both Parties.

 

During the suit or arbitration, the provisions in this Contract which are not in dispute shall still be performed.

 

 

The List of Collateral is as follows: