LOAN CONTRACT

　　article 5 account

　　the borrower shall open reiminbi basic account and/or foreign currency account at the lender or lenders branch for the use of draw-down， repayment，payment of interests and fees.

　　article 6 draw-down

　　1. the loan under this contract is revolving， the balance of this contract shall not more than the line of credit.

　　2. the borrower shall send a draw-down application as the form herein attached in this contract 7 days before the date of draw-down.

　　3. the borrower shall not draw the loan less than 1 million.

　　article 7 conditions for draw-down

　　the following conditions shall be satisfied in advance of the draw-down date：

　　1. the borrower has opened foreign account and reiminbi account at the office of the lender or the branch of the lender；

　　2. this contract and the appendices have been effective；

　　3. the borrower has provided the recognition of the investment or certificate of the investment to the lender；

　　4. the borrower has provided the board resolution and power of attorney regarding this loan contract；

　　5. the borrower has provided the list and the signature sample of the authorized person who empower to sign this contract and documents；

　　6. the guaranty under this contract has been effective；

　　7. the borrower has been satisfied the warrants under article 11 of this contract；

　　8. the other requirement for the draw-down have been satisfied.

　　article 8 repayment plan and prepayment

　　1. the borrower shall repay the loan in accordance with the status of its cash. the borrower shall inform the lender the payment amount and date ______ prior to make the payment. the borrower shall be obliged to repay the principal and related interests on due date without any condition. 

　　2. the payment made by the borrower and the deduction from the account of the borrower shall be used for repaying the interest at first and then for repaying the principal.

　　3. in the event the borrower fails to repay the loan， the lender shall have rights to deduct the debt from the bank account of the borrower at the lender or empower the branches of the lender to deduct the debt from the bank account of the borrower at the lenders branches；

　　4. the installment of repayment shall not less than 1 million.

　　article 9 debt certificate

　　the lender shall keep record in the lenders account for the principal，interests and fees and other fees of the borrower under this contract； the above mentioned record and the documentation for the draw-down， repayment and payment of interest is the certificates of the debts between the borrower and the lender.