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Exhibit 10(ad)
ANTWERP DIAMOND BANK NV
[LOGO]
Confidential
Antwerpen, 18th July 2005
LAZARE KAPLAN INTERNATIONAL INC.
19 West 44th Street, 16th floor
NEW YORK (NY) 10036
USA
This letter replaces our
confirmation letter and also our addendum to that
letter dated 22nd January
2004.
Dear sirs
Referring to our recent
conversations we have the pleasure to confirm that our
Bank is willing to continue
the existing bank relation and credits, with
retention of the existing
guarantees and collaterals, without debt novation and
subject to the modalities and
conditions as stipulated here below.
1. Amount
An uncommitted credit
of a counter value of maximum 30.000.000 US$ (thirty
million US dollar).
Drawings will only be permitted in US dollar and Euro.
2. Utilization forms and
modalities
In principle the
aforesaid credit is only to be utilized for overdrafts
in
current accounts.
Utilization, other than overdrafts in current accounts
(e.g. straight loans,
discount, bank guarantees issued by us, forward
contracts, ...), as
well as utilization not directly connected to your
diamond activities,
always require a preliminary and explicit consent of our
Bank.
3. Interest conditions
With regard to the
overdrafts in current accounts, following interests and
provisions will be
charged : debit interest : for utilization in EUR :
floating base rate
EUR-ADB (presently 3,20% per annum) increased with 1,50%
per annum; for
utilization in US$ : Libor US$ fixing 3 months increased
with
1,60% per annum. Base
rate-ADB equals the per annum rate of interest
announced by the Bank
from time to time at its head office in Antwerp.
Changes in aforesaid
base rates will be communicated as the occasion arises,
either by letter or by
computer generated message.
With regard to
possible other utilization (cf. supra) the debit
interest
and/or commission will
be fixed the moment these utilization are
authorized.
For possible
overdrawing of credit facilities (cf. article 6 of our
General
Credit Granting
Conditions) the Bank has the right to increase aforesaid
conditions with
maximum 0,5% per annum.
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Pelikaanstraat 54 o B-2018 Antwerpen o Belgium
tel +32 (0)3 204 72 04 o fax +32 (0)3 233 90 95
telex 31673 ADIABA B o Swift ADIA BE 22
BTW BE 0404 465 551 RPR-Antwerpen o P.R. 000-0018639-15
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Antwerpen, 18th July 2005
LAZARE KAPLAN INTERNATIONAL INC.
19 West 44th Street, 16th floor
NEW YORK (NY) 10036
USA
4. General Conditions
The granting of this
credit is governed by our General Conditions for
Banking Operations and
by our General Credit Granting Conditions of which
you already received a
copy and to which you already explicitly agreed and
enclosed addendum
dated 18th July 2005. As far as necessary the acceptance
of this credit
reconfirms your agreement with said General Conditions.
We
stipulate further that
the credit granted by our Bank implies that you will
at least once a year
provide us wit
