【正文】 rently valid business license (counterpart) issued by the State Administration of Industry and Commerce。 foreign exchange registration certificate。g) The presentation and relevant proof documents produced by each Guarantor with regard to the security interest of any kind with a total amount exceeding RMB100 million imposed upon its assets and/or any contingent liabilities of any kind assumed by it prior to the execution date of this Agreement。b) The Legal Opinion produced by Chinese lawyer of the Lending Banks in the form set out in Schedule Twelve herein。 and 3) All the fees and charges set out in Article 8 herein have been paid in full. Conditions Precedent to Followon Drawdown After the first Drawdown, the following conditions precedent shall be metbefore the Borrower submits to the Agency Bank a Drawdown Notice and makes another Drawdown: 1) The Borrower delivers to the Agency Bank a written confirmation, stating that on the date when the Drawdown Notice for the followon Drawdown is submitted and on the corresponding followon Drawdown Date, the circumstances specified in Section 2) of Article herein are true, and the loan withdrawn has been used in strict accordance with the stipulations herein。s legal representative or authorized signer certifying that on and prior to the Drawdown Date, (1) no Event of Defaults or Anticipatory Event of Defaults have taken place on the part of the Borrower。s Renminbidenominated current account opened at the Agency Bank not later than Twelve (12:00) o39。s Renminbidenominated current account opened at the Agency Bank not later than Twelve (12:00) o39。 in case that the Borrower does not receive such reply from the Agency Bank, it shall be regarded that the Lending Banks agree to this advanced repayment, and the Borrower may repay the 。 2) The Borrower has submitted to the Agency Bank, at least THIRTY (30) days in advance, a Prepayment Notice, detailing the principal amount to be repaid prior to its maturity and the Repayment Date。s failure in performing the obligations under this Agreement or any other Loan Documents shall not affect the obligations that shall be assumed by any other Guarantors. In case that the Borrower cannot repay the Loan in full pursuant to the provisions herein on schedule, the Guarantors shall make the repayment pursuant to the Repayment Notice delivered to any of theGuarantors by the Lending Banks through the Agency Bank, and meantime the Guarantors shall give up the demurrer that the Agency Bank shall first deliver a Repayment Notice to the Borrower.ARTICLE FIVE REPAYMENT, PREPAYMENT, EXTENSION第5條 還款、提前還款、延期 Repayment Schedule The balance of the Loan under this Agreement shall be repaid in full on Repayment Date in one lump sum by the Borrower to the Lending Banks through the Agency Bank. Repayment Notice The Agency Bank shall, FIFTEEN (15) Bank Business Days prior to theRepayment Date, deliver the Repayment Notice to the Borrower to remind the Borrower of repaying the loan on schedule. However, in case the Agency Bank fails to deliver the Repayment Notice to the Borrower pursuant to this clause, the Borrower39。 and (3) all the documents on the Conditions Precedent to the Drawdown pursuant to Section 1) of Article herein submitted by the Borrower to the Agency Bank shall still be true, accurate, and effective。 qualifications. Relevant Requirements on the Drawdown The Drawdown shall meet the following requirements regardless it is the first or followon Drawdown:1) The Borrower shall submit to the Agency Bank, SEVEN (7) Bank Business Days in advance, an irrevocable Drawdown Notice in the form set out in Schedule Three herein and shall withdraw the amount 8PAGE 11 of the Loan specified in such Drawdown Notice on the Drawdown Date, which shall fall on a Bank Business Day set out in such Drawdown Notice。 Upon receiving all the documents on the aforesaid Conditions Precedent to the Drawdown, the Agency Bank shall deliver on a timely basis to the Lending Banks a written notice confirming thepleteness of the documents on the Conditions Precedent to the first Drawdown。 and i) The originals of the Letter of Guarantee, which have been duly executed and effective, is in accordance with in the form set out in Schedule Seven herein。 boards of directors on the following issues: providing guarantee inaccordance with the provisions of this Agreement and/or the Letter of Guarantee and authorizing one or more persons to execute this Agreement and/or the Letter of Guarantee。 tax registration certificate (counterpart)。 b) The approval certificates for the establishment of a whollyforeignowned enterprise issued to each of the Guarantors by the petent authorities of trade and economic cooperation。g) The presentation and relevant proof documents produced by the Borrower with regard to the security interest of any kind set upon its assets and/or any contingent liabilities of any kind assumed by the Borrower prior to the execution date of this Agreement。 e) The Borrower39。 c) The Borrower39。 (2) Articles, Sections, and Schedules refer to Articles, Sections, and Schedules of this Agreement。 30) Tax means any present or future tax, charge, pulsory charge, deduction and withholding of every kinds, and any related interest or penalty on the tax levied or imposed by the Central