【正文】
the Borrower。 (2) all the representations, warranties, and covenants made by the Borrower in this Agreement are true, accurate, and effective。 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Article herein submitted by the Borrower to the Agency Bank shall still be true, accurate, and effective。 3) The amount withdrawn each time shall not be less than RMB 2 billion (excluding the last Drawdown). After each Drawdown, the Advancement withdrawn constitutes debt of the Borrower owed to the Lending Banks. Irrevocability of the Drawdown Notice Unless the context herein otherwise requires, the Borrower shall make theDrawdown pursuant to the Drawdown Notice. In case that the Borrower fails to make the Drawdown pursuant to the Drawdown Notice, the Borrower shall, upon requirement from the Agency Bank, pensate the Agency Bank and all other Lending Banks for their respective actual financing cost. The Total Amount of the Advancement The total amount of the Advancement shall not exceed the total amount ofthe Loan Arrangement pursuant to this Agreement. Such total amount shall only be withdrawn by the Borrower during the Drawdown Period. In case that the Borrower fails to withdraw the total amount of the Loan within the Drawdown Period, such unclaimed portion of the Loan shall not be withdrawn after the Drawdown Period expires, unless the Borrower, through the Agency Bank, and the Lending Banks enter into a written agreement on an Extension of the Drawdown Period. Account Entering Time of the Advancement The total amount of the Advancement withdrawn by the Borrower shall beremitted to the Borrower39。s Renminbidenominated current account opened at the Agency Bank not later than Twelve (12:00) o39。clock (Beijing Time) at noon on the Drawdown Date.ARTICLE FOUR GUARANTEE第4條 擔(dān)保 The Producing of Letters of Guarantee 9PAGE 12The Guarantors have reached agreement with the Borrower and the Guarantors agree that concurrently with the execution of this Agreement, each of the Guarantors will produce a Letter of Guarantee in favor of the Lending Banks in the form of Schedule Seven herein to guarantee the Loan provided by the Lending Banks pursuant to this Agreement shall be repaid in full pursuant to the provisions of this Agreement. Obligations of the Guarantors The liabilities and obligations of the Guarantors are joint and several. Any Guarantor assumes joint liability with respect to the obligations and liabilities of another and/or other Guarantor(s). One Guarantor39。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。s liabilities, including the liability to pensate the Lending Banks, resulting from the failure to make the repayment on schedule in violation of the provisions herein shall not be absolved. Account Entry of the Repayment Sum The Borrower shall remit all balance of the Loan at maturity to the Borrower39。s Renminbidenominated current account opened at the Agency Bank not later than Twelve (12:00) o39。clock (Beijing Time) at noon on the Repayment Date pursuant to the terms under this Agreement. Prepayment 10PAGE 13 During the effective term of the Loan Agreement, the Borrower may repay prior to its maturity all or part of the Loan on any Bank Business Day within the Term pursuant to Article herein, and pay the due interest outstanding accrued on such repaid amount over the period ending on such Prepayment Date subject to the following provisions: 1) The principal amount repaid prior to its maturity shall not be less than RMB 100 million (RMB 100,000,), and the due interest outstanding accrued on such repaid amount over the period ending on such Prepayment Date shall be paid at the same time。 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。 the Agency Bank shall, within FIFTEEN (15) days upon receiving such Prepayment Notice from the Borrower, make a reply, which shall specify the due interest outstanding accrued on the advanced repayment amount over the period ending on such Prepayment Date。 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