EXHIBIT 10.1
Credit Facility Agreement
(This
document is an English summary from the original Chinese
version)
The Borrower :
Jinzhou Halla Electrical Equipment Co., Ltd.
The Lender: Bank
of China (Jinzhou Tiebei Branch)
Subject
to the terms of this Credit Facility Agreement (the
“Agreement”) and separate agreements to be entered
into by the Borrower and Lender (collectively, the
“Parties”), Lender hereby agrees to make loans to
the Borrower for purposes of RMB short-term loan, foreign
currency short-term loan, bank acceptance, and settlement
financing business, etc.
|
2.
|
Types
of Loan and Commitment Amount
|
The
Lender hereby grants to the Borrower the following line of
credit of up to RMB 80 million:
|
(i) |
RMB
Short-Term Loan: RMB 30 million;
|
|
(ii) |
Bank’s
Acceptance Credit: RMB 15 million;
|
|
(iii) |
Factor
Credit: RMB 15 million; and
|
|
(iv) |
Commercial
Invoice Discount: RMB 20 million.
|
|
3.
|
Use
of the Line of Credit
|
Within
the term of the Agreement as specified in Section 5, the
Borrower may use line of credit in a revolving way up to the
amount as provided under Section 2.
In
case the Borrower needs to adjust the scope of business as
specified in Section 1, it shall apply to the Lender in
writing. Upon the application, the Lender may decide whether
to adjust the scope.
|
4.
|
Separate
Agreements Required:
|
The
Parties shall enter into a separate agreement (collectively
“Separate Agreement”) as follows each time
advances are made pursuant to this Agreement:
|
4.1 |
For
RMB Short-Term Loan: RMB Loan Agreement (Short Term);
|
|
4.2 |
For
Bank’s Acceptance Credit: Bank’s Acceptance Credit
Agreement; and
|
|
4.3 |
For
Settlement Financing Business: (1) Agreements: (i) Domestic
Commercial Invoice Discount Agreement; and (ii) Domestic General
Factor Agreement; and (2) Applications: (i) Application for
Domestic Invoice Discount Amount; (ii) Application for Domestic
Commercial Invoice Discount; (iii)Application for Domestic Factor
Business; (iv) Application for Change of Domestic Factor Credit
Amount; and (v) Application for Domestic Factor
Financing.
|
The
Separate Agreements shall become integral part of this
Agreement. The rights and obligations of both Parties shall be
defined according to the Separate Agreements and this
Agreement. In case of any discrepancy between the Separate
Agreements and this Agreement, the Separate Agreements shall
prevail.
The
term of this Agreement shall commence from the date as
specified under Section 19 and expires on September 24,
2008;
The
term of this Agreement shall not be extended automatically.
The term of this Agreement may be extended upon a written
approval by the Lender of the Borrower’s application for
extension and satisfaction of security interest provided by
the Borrower. The written agreement on extension shall provide
a new term of the loans.
|
6.
|
Conditions
Precedent on Extending Credit Facility:
|
The
obligation of the Lender to extend any credit facility under
this Agreement is subject to the satisfaction of the following
conditions by the Borrower:
| |
6.1
|
Submit
an application for the specific type of loan to the Lender before
the expiration date of the Agreement under Section 5;
|
| |
6.2
|
Reserve
and execute relevant corporate documents, record, seal, lists of
personnel, sample of signature relevant to this Agreement and the
Separate Agreements;
|
| |
6.3
|
Set
up accounts necessary for drawing credit facility as required by
the Lender;
|
| |
6.4
|
Complete
all necessary legal and administrative procedures and submit to the
Lender copies or appropriate photocopies of documents
concerned. In case these formalities shall be performed by the
Lender according to the stipulations of laws and regulations, the
Borrower agrees to provide all necessary assistance;
|
| |
6.5
|
Satisfy
the conditions precedent as specified in the Separate
Agreements;
|
| |
6.6
|
Provide
deposit or execute the security agreement required by the Lender;
and
|
| |
6.7
|
Agree
to make presentation and warranty under Section 10 of this
Agreement.
|
| |
6.8
|
Other
conditions deemed necessary by the Lender.
|
|
7.
|
Obligations
of the Lender
|
Pursuant
to the Agreement and respective Separate Agreements, promptly
process applications for loans from the Borrower.
|
8.
|
Obligations
of the Borrower
|
| |
8.1
|
Timely
payment of all necessary fees pursuant to this Agreement and
respective specific Separate Agreements;
|
| |
8.2
|
Timely
provision of reserve in accordance with this Agreement and
respective specific Separate Agreements;
|
| |
8.3
|
Timely
payment of all debts, including but not limited to, principals,
interests, penalties and relevant fees pursuant to this Agreement
and respective specific Separate Agreements; and
|
| |
8.4
|
Use
the loans obtained according to the use specified in this Agreement
and respective specific Separate Agreements.
|
With
respect to obligations arising from this Agreement and/or
specific Separate Agreements, the Parties hereby agrees to
adopt the following ways of guarantee:
The
Borrower provides mortgage to secure the fully payment of its
obligation under the Agreement and signs the Agreement on
Mortgage of the Highest Amount under documentation
2007 Jin Zhong Ying Tie Ya No. 001 ;
If
the Lender believes that the occurrence of certain events
could adversely affect the capacity of the Borrower or the
Mortgagor to perform the Agreement or result in insufficiency
of collateral, the Lender shall have the right to request the
Borrow
