1、(2014 年)loan agreement(international)國際貸款協議(internationahis acreement entered into as of(day)(month), 20,betpany, a company (the mborroerica (the “bank"). he principa of one mied states dohe terms and subject to the conditions of this agreement; and ake such a o the borros and subject to the co

2、nditions of this agreement; noutuaained therein, the parties agree as fo, the fo forth be; ucommitment”: the obion of the bank to make the o the borrooney of the united states of america and, in reion to as hereunder, immediate of defau”： any of the events specified in artichis agreement; “guarantor

3、”： xyz bank ed; “indebtedness”: of any person, or the borroeans aems of indebtedness e of country ining ies as shoined, and shaedness and ies of others assumed or guaranteed or in respect of ent of instruments in the course of coion), ent to acquire such indebtedness or to suppherent payment dates”：

4、 subject to section4. 1, the dates on ths, ton ths, thirty months, thirty-six months, forty - tonths, forty-eight mon ths, fifty - four months and sixty months from the date hereof; "interest payment date”： the day of each interest period; “interest period”: the period commencing on the date he

5、reof and ending on the day onths after such date, and each period thereafter beginning on the day of the immediateerest period and ending on the day onths or six months after such date, as the borroay e; provided, homencing before and ent payment date shaa payment date; "interest rate”： the rat

6、e of interest to be determined as provided in sections 2.4, 2.6 and 2.7, as the case may be; “he internationay of the bank, or such other bran ch, office, affie or subsidiary of the bank as it may at its discretion from time to time designate, from ade and for the account of ents hereunder ade; “he

7、he bank to the borroissory note of the borro of exhibit a hereto, evidencing the indebtedness of the borro the bank's o the borro, association, government, governmentaher entity other than the borromitment upon the terms and subject to the conditions herein set forth, and rehe representations an

8、d ount of one miion 2. 2.the conditions set forth in artiche bank shahe amount of the o the borroitting the amount of the o an account in neake the ion 2.3. repayment; payment of interest; designation of interest period the borroount of the he insta payment dates in eight equaas and to pay interest

9、on each interest payment date on the outstanding principahe the interest rate, the borromencement of each interest period (other than the first interest period) onths or six months, if no such notice is received by the bank, the re interest period shahe same h as the previous interest period; provid

10、ed, homencing before and ent payment data sha such insta payment date. section 2. 4. determi nation of interest rate the interest rate for each in terest period ount equao the principa of the o be made or maintained are offered by the bank for such interest period to prime banks in the erbank market

11、 as of 11: 00a.m. (ime) tmencement of such interest period. section 2. 5. the note the borroount of the he bank hereunder shae of the borro of exhibit a to this agreement ount of the ure in eight equaas, payabhe insta payment dates and (iv) bear interest at the interest rate on the outstanding princ

12、ipahereof from time to time, computed for each interest period and payabhe interestsis. in the eve nt that on any date on ined pursua nt to section 2.4, (i) the bank shaermine that dos in the principa of the note to be outstanding for the interest period for ined are not avaio the bank in the erbank

13、 market, or (ii) the bank shaermine that the offered rate quotations at arket do not accurate the cost of the bank of making maintaining the erest period, the bank shahination to the borro or cab one business day prior to the first day of any interest period so affected, during the thirty (30) days

14、next succeeding the date of any such notice, the bank and the borroutuaabernative basis (such aernative basis being hereinafter referred to as the “substitute basis”) for funding the he first day of the then current interest period, if after thirty (30) days from the date of such notice the bank and

15、 the borroake or maintain the erest period, it being understood that the bank's interest rate shae per annum equao one and one-ha (1-1/2%), above a rate aintain the he then current interest period, such interest rate or rates to be retroactive to and effective from the first day of such interest

16、 period, the bank shao the borroanner in ake or maintain the he borro/fangan/ht/201106/285080_3.htmr> .he provisions of section 4. 7, the then outstanding principa of the he note,together ent.secti on 2.7. in terest rate on overdue prin cipahe eve nt of faihe borroaturity, by acceion or otherents

17、 due under the he note, the borroand, to the hohe note on the unpaid amounts from the date such payments ent, (before as ent) for each day at a rate per annum equao the higher of (i) one percent (1 %) above the interest rate appo the he interest period immediatehe faihe borroount outstanding for a o

18、ne month period to prime banks in the erbank market as of ime) on the date of such faihe borroonth period thereafter, the bank sha time to time in accordance itted by appe the bank for any ain or in cur as a con seque nee of the faihe borroount payab not ed to any amounts payabhe bank in order to ho

19、nor its commitment or make or maintain the ificate of the bank setting forth the basis for the determi nation of the amounts necessary to compensate the bank as aforesaid in respect of such o such determination and such amounts. section 2.8. computation; determi nation cones of in terest shaed on th

20、e basis of a year of 360 days for the actuaermination of any interest rate by the bank shahe parties hereto (save for manifestarithmetic error), section 2.9. use of proceeds (a) the proceeds of the he united states of america that extensions of credit by internationaies may be used ono finance the n

21、onunited states operations of a customer ed outside the united states of america. the borroerica. articter of credit section 3.1. ter of credit, the performanee by the borro of exhibit b hereto (the “guaranty”). such guaranty shahe amount of and sha expire prior to the date onth after the finaa paym

22、ent date. artics section 4.1. payment as made by the borroent or the note shao the bank and in freeransferabed states doer than 10: 00 a. m. (ime) at crocker he account of the hereof shaended to the next succeeding business day. interest or any other amounts due hereunder shaed on the basis of the n

23、umber of days eiion 4.2. obion to make payments in dohe obion of the borros of this agreement and ofthe note, and the obion of the borroounts under this agreement, sha in do in dollars of the principaerest on he note sha be discharged or satisfied by any tender, or any recovery pursuant to any judgm

24、ent, ount of doo be payab of the principaerest on the he note and aher amounts due hereunder, the obion of the borroake payments in doer native or additi on aion for the purpose of recovery in dohe amount (if any) by ount of doo be payab to the principaerest on the he note and aher amounts due hereu

25、nder, and sha be affected by judgment being obtained for any other sums due under this agreement or thenote.section 4.3. borroent. the borroount and date of prepayment, to prepay the , together ent date each partia shaegraip to unpaid instas of principahe he inverse order of maturity thereof, the am

26、ounts so prepaid may not be re-borrobursement the borroburse the bank for as, expenses and ) incurred by the bank (incation, costs, expenses and ion ake or maintain the ion p of such deposits or other funds fo or prepayment of the rates except for accruing after the interest payment date next succee

27、ding such payment or prepayment) by reason of (a) the being made on the date hereof, or (b) the payment or prepayment of any principahe e other than an interest payment date, the bank shaify any such costs, experises and to the borroanifest error in computation or transmission. section 4.5. taxes (a

28、) as on account of the note and the principaerest on the her amounts payabhis agreement or the note by the borroade free and camp and other taxes, duties, fees, s, deductions, charges, compued by or any department, agency or other poicaaxing authority thereof or therein or any organization of ember,

29、 together ent, the he note, the registration, notarization or other formaion of any thereof, the enforcement of any thereof, and any payment of principaerest, charges, fees or other amounts made on, under or in respect of any thereof(herei n coiveaxes”) .if any taxes are so he borroounts as may be n

30、 ecessary so as to assure the bank that it ount equao the tota of the payments provided for herein or in the note ounts had not been subject to taxes, aaxes ent of any such taxes is due pursuant to app of such taxes or, if such is not avai satisfactory in form and substance to the bank, (b) the borr

31、onify and hohe bank or hohe note against and burse to any such party upon demand the amount of any taxes actuay. section 46 increased costs, on and after the date of this agreement in the event that any change in any appration thereof byany govern mentahority charged inistration thereof or in any di

32、rective of any appary authority (ents to the bank of the principaerest on the he note or in respect of any other amounts due under this agreement or sha or simis against assets of, deposits pose on the bank or the erbank market any other condition affecting this agreement, the he note and the resu o

33、f any of the foregoi ng is to in crease to cost to the bank of maki ng or maintaining the o reduce the amount of any sum receivabhe bank hereunder, then the borroa nd such additi ona or amounts as pen sate the bank for such additi ona or reduction, a certificate of the bank setting forth the basis f

34、or the determi nation of such amount n ecessary to compe nsate the bank as aforesaid shao the borroanifest error in computation or transmission, be conco such determi nation and such amount. section 4.7. cha nge of rati on thereof by any governmentahority charged inistration thereof sha unment, or (

35、ii) make or maintain the he bank shaify the borromitment of the bank shaerminate and the aggregate principa of the he note then outstanding, together ounts payabo the bank under this agreement shahe interest payment date next succeeding the date of any such change or on such eare as is specified by

36、the bank, artications and ent and to make and maintain the he borroakes the fory and it has the corporate poakes such quaion necessary. section 5.2. capacity and authorization the borroent, to make to borroptions and y or enforceabiy of or payment under this agreement and the note (except centra。remit foreign exchange e) have been obtained an