Florida
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000-28806
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65-0420146
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(State or other jurisdiction of
incorporation or organization)
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(Commission File No.)
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(IRS Employee Identification No.)
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o
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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o
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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o
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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o
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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(i)
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Tranche I, a combined uncommitted revolving import facility comprised of up to USD2,000,000 (or its RMB equivalent) and standby letter of credit facilities of up to USD2,000,000 (or its RMB equivalent). The total outstanding amount under Tranche I at any time shall not exceed USD2,000,000 (or RMB its equivalent) in aggregate.
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(ii)
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Tranche II, an invoice financing facilities of up to USD3,000,000 (or its RMB equivalent); and
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(iii)
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Tranche III, a credit line for treasury products of up to USD1,000,000.
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(i)
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the Company provided a corporate guarantee of USD6,600,000 to secure the facilities provided to Ever-Glory Apparel and a corporate guarantee of USD1,100,000 to secure the facilities provided to Perfect Dream;
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(ii)
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Mr. Kang provided a personal guarantee of USD6,600,000 to secure the facilities provided to Ever-Glory Apparel and a personal guarantee of USD1,100,000 to secure the facilities provided to Perfect Dream.
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10.1
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Unofficial English version of the Banking Facility Agreement by and between Ever-Glory International Group Apparel Inc. and Perfect Dream Ltd. as borrowers and Nanjing Branch of HSBC (China) Company Limited dated July 29, 2011;
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10.2
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Unofficial English version of the Personal Guarantee Agreement by and between Mr. Edward Yihua Kang and Nanjing Branch of HSBC (China) Company Limited in favor of facilities available to Ever-Glory International Group Apparel Inc. dated June 29, 2011
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10.3
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Unofficial English version of the Personal Guarantee Agreement by and between Mr. Edward Yihua Kang and Nanjing Branch of HSBC (China) Company Limited in favor of facilities available to Perfect Dream Ltd. dated June 29, 2011
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10.4 | Unofficial English version of the Corporate Guarantee Agreement by and between Ever-Glory International Group Inc. and Nanjing Branch of HSBC (China) Company Limited in favor of facilities available to Ever-Glory International Group Apparel Inc. dated June 29, 2011 | |||
10.5 | Unofficial English version of the Corporate Guarantee Agreement by and between Ever-Glory International Group Inc. and Nanjing Branch of HSBC (China) Company Limited in favor of facilities available to Perfect Dream Ltd. dated June 29, 2011 |
EVER-GLORY INTERNATIONAL GROUP, INC.
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Date: August 4, 2011
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By:
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/s/ Edward Yihua Kang |
Name: Edward Yihua Kang | ||
Title: Chief Executive Officer | ||
§
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our discretion to cancel or suspend any unutilized facilities, or determine whether or not to permit utilization of any facilities:
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§
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our review at any time and in any event at our discretion, at least once a year; and
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§
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our right of repayment on demand at any time including the right to call for cash cover on demand for prospective and contingent liabilities
.
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Borrower or Customer
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:
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Ever-Glory International Group Apparel Inc.(“the Borrower 1”)
江苏华瑞服装有限公司
Perfect Dream Ltd (“the Borrower 2”)
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Lender
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:
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HSBC Bank (China) Company Limited, Nanjing Branch
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Facility/
Amount
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:
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The facility below is only available to the Borrower 1
Tranche I
Combined uncommitted revolving facilities comprising of the following for an amount up to USD2,000,000.- or RMB equivalent:
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(1)
Import Facilities up to USD2,000,000.- or RMB equivalent
(2)
SBDC Facility up to USD2,000,000.-
The total outstanding under the above facilities (Tranche I) at any time shall not exceed USD2,000,000.- or RMB equivalent in aggregate.
Tranche II
Invoice Financing up to USD3,000,000.- or RMB equivalent
Tranche III
Line for Treasury Products up to USD1,000,000.-
The facility below is only available to the Borrower 2
Tranche IV
Import Facilities up to USD1,000,000.-
The total outstanding under the above facilities at any time shall not exceed USD7,000,000.- in aggregate.
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Arrangement Fee
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:
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An arrangement fee of USD2,000.- flat on the amount of the facilities is payable upon your acceptance of this Facility Letter to the debit of your account.
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Maintenance Fee
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:
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Facility maintenance fee is payable annually in arrears on the daily unutilized balance of the facilities under this Facility Letter at a rate of 1% per annum to the debit of your account after 3 months when the facility is approved. To be waived if average annual Facility Utilization Rate is no less than 50%; to be waived if under utilization is due to Bank’s utilization cap or other reasons.
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Security
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:
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As security, we shall have:
1)
A Corporate Guarantee of USD6,600,000.- from
华瑞国际集团公司
(“the Guarantor”) to secure the facilities granted to the Borrower 1.
2)
A Corporate Guarantee of USD1,100,000.- from
华瑞国际集团公司
(“the Guarantor”) to secure the facilities granted to the Borrower 2.
3)
A Personal Guarantee of USD6,600,000.- from
康宜华先生
(“the Guarantor”) to secure the facilities granted to the Borrower 1.
4)
A Personal Guarantee of USD1,100,000.- from
康宜华先生
(“the Guarantor”) to secure the facilities granted to the Borrower 2.
5)
20% Marginal Deposit for Documentary Credit issuance for the Borrower 1.
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6)
20% Marginal Deposit in RMB currency for Documentary Credit issuance for the Borrower 2 and it should be with the Borrower 2’s account with the Lender.
7)
Pledge on Account Receivable from the pre-approved buyer for the Borrower 1 for Invoice Finance line drawdown.
8)
105% RMB cash should be pledged for the Borrower 1’s Standby Documentary Credit issuance.
The Borrower acknowledges that its indebtedness hereunder shall remain outstanding unless fully settled in the same currency of such indebtedness.
The Borrower also undertakes that:
(i)
it will promptly inform the Lender of any change to its Certificate of Approval;
(ii)
it will promptly inform the Lender of any change in the amount of
its foreign debt or its other indebtedness backed by a security/guarantee from overseas; and
(iii)
it will conduct the foreign debt registration promptly (and, in any case, no latter than 15 days) after enforcement of the foreign guarantee/security for this Facility Letter.
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Conditions
Precedent
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:
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(1)
The Borrower 1 shall present to the Lender its valid Borrowing Card issued by the People’s Bank of China together with the password thereof.
(2)
Certified true copies of all government approvals and certificates in relation to the establishment of the Borrower shall be submitted to the Lender.
(3)
The Borrower has provided its internal authorization document approving (or authorizing others to approve) the facilities hereunder and authorizing representative(s) to accept and sign the terms, conditions and documents in connection with the facilities hereunder in strict compliance with its articles of association and the applicable laws.
(4)
In the event that the Lender’s making available any facility hereunder is subject to regulatory approval or the completion of other procedures with the regulator(s), the acquisition of such regulatory approval and the completion of such procedures with regulator(s).
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:
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(5)
The Lender is satisfied that all the security(ies) stated in the “Security” item above (if any) has/have been established and is/are valid and enforceable. The security provider’s company existence evidence and internal authorization document (where the security provider is a company) or valid ID certificate (where the security provider is an individual) has been duly made and submitted to the Lender.
(6)
The Borrower has provided the Lender with such other documents or materials as may be reasonably required by the Lender for the first utilization under the Facility Letter.
(7)
The Borrower has opened a loan disbursement account with the Lender
(8)
In respect of each Trade, the Supporting Documents (as defined in the Schedule (Line for Treasury Products) to the satisfaction of the Bank.
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Undertaking/
Covenants
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:
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You will be required for so long as this facility is available to you to comply with the following covenants/ undertakings. Your compliance or otherwise with the following covenant(s)/ undertakings will not in any way prejudice or affect our right to suspend, withdraw or make demand in respect of the whole or any part of the facilities made available to you at any time
(1)
Without prejudice to any security or other priority right to which the Lender is entitled (if any), this facility shall rank at least pari-passu with all present and future indebtedness of the Borrower. The Borrower undertakes to advise the Lender in advance of any future borrowing.
(2)
The Borrower should not create or attempt to create or permit to subsist any mortgage, debenture, charge, pledge, lien or other encumbrance upon, or permit any lien or other encumbrance (
save
a lien arising by operation of law in the ordinary course of trading) on the whole or any part of present or future assets of the Borrower without Lender’s prior written consent.
(3)
Half-
yearly and audited yearly financial statements of the Borrower and the Guarantor(if any) to be prepared by qualified accountants shall be provided to the Lender whenever available but in any event no later than 90 days and 120 days from the financial half-year-ends and year-ends respectively.
(4)
The Borrower shall provide other financial or operational information of the Borrower as from time to time reasonably requested by the Lender.
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(5)
The Borrower shall promptly inform the Lender of any of the Borrower's inter-group connected transactions which amounts to in aggregate over 10% of its net assets with the details to the satisfaction of the Lender.
(6)
The Borrower agrees that all borrower's undertakings set out in Article 21 of the Interim Measures on Regulation of Working Capital Loans issued by China Banking Regulatory Commission on 12 February 2010 apply to this facility letter.
(7)
The Borrower shall open an operating account with the Lender or shall upon request provide to the Lender evidence showing its fund flow situation if those operating accounts are opened with a bank other than the Lender.
(8)
Borrowers undertake to open settlement account with the Lender.
(9)
Borrowers and its related companies should channel no less than USD15,000,000.- equivalent cash flow to the lender each year.
(10)
The Borrowers undertake that the
Tangible Net Worth
of the Guarantor is not and will not be at any time less than USD30,000,000.-.
"
Tangible Net Worth
" means the aggregate of:-
-the amount paid up on the issued share capital (other than any redeemable share capital) of the Company(ies)/Group; and
-the capital and revenue reserves (including but not limited to the share premium account, revaluation and retained profits or losses);
but after deducting from such sum:-
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goodwill and all other intangible assets;
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all minority interests in subsidiaries;
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all amounts set aside for tax;
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any dividend or other distribution declared/recommended;
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the excess of the book value to the market value of the listed investments;
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any amount standing to the debit of the Company/Group's capital and reserves (including profit and loss account); and
-
any amount due from the shareholders, directors, and/or related companies.
(11)
The Borrower 1 undertakes that Import/Export/Invoice Finance turnover should not less than USD15,000,000.- in year 2011 and USD30,000,000.- in year 2012.
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Governing Law
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:
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This Facility Letter shall be governed by and construed in accordance with the laws of the People’s Republic of China.
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Jurisdiction
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:
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The Borrower submits to the non-exclusive jurisdiction of the PRC court at the principal office of the Lender. Nothing in this Clause limits the right of the Lender to bring proceedings against the Borrower in connection with this facility in any other court of any competent jurisdiction
.
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SBDC Facility, applicable to the Borrower 1 only
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Import Facilities, applicable to the Borrower 1 only
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1.
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Documentary Credit Issuance up to USD2,000,000.- or RMB equivalent
Each Documentary Credit shall have a validity period of not longer than 3 months (or such period acceptable to us); and
Each Documentary Credit may be issued for payment at sight or usance of up to 90 days or such period acceptable to us.
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2.
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Loan Against Import (“LAI”) up to USD2,000,000.- to finance funding under the Documentary Credit
(Maximum Tenor 90 days)
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3.
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Goods under your control and/or Trust Receipts up to USD2,000,000.-
(Maximum Tenor 90 days)
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4.
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Clean Import Loan (“CIL”) up to USD2,000,000.-
(Maximum Tenor 90 days)
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Approved Supplier
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乐祺纺织实业(无锡)有限公司
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江阴市庆鸿纺织有限公司
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芜湖市润阳服装有限责任公司
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南京润泽华针纺织科技发展有限公司(关联公司)
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江阴市虎跑纺织印染有限公司
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青岛瑞华集团纺织印染有限公司
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江阴大阳纺织有限公司
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合肥亚源印染有限公司
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南京昊天制衣有限公司
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无锡市新潮科技有限公司
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Invoice Financing Facility, applicable to the Borrower 1 only
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1.
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You may request us to finance your invoice from the following approved buyers
with full recourse to you.
The list of the approved buyers may be changed from time to time subject to our consent.
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Approved Buyers
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Payment Term
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-
*KIABI:
- SAS KIABI EUROPE
- KIABI STOCK CENTRAL BELGIQUE RUE DE LA TERRE A BRIQUE ZONING INDUSTRIEL DETOURNAI QUEST
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TT 60 days
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*LIFUNG:
LI FUNG(TRADING)LIMIT
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TT 60 days
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*MARK'S WORK WEARHOUSE LTD.
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TT 30 days
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*ETAM:
上海艾格服饰有限公司
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TT 60 days
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*BESTSELLER:
BESTSELLER A/S
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TT 30 days
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2.
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Maximum financing tenor is up to
90
days. You are obliged to repay us immediately in full amount once the payment obligator under such invoice fails to pay us on the maturity date of any invoice, and in no event shall your repayment be later than the grace period of
30
days from invoice maturity date. You shall pay us default interest at our prevailing rate on the proceeds under the invoice which are not received by us from expiry date of the grace period to the date of full receipt by us.
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Line for Treasury Products
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The risk-weighted limit of the products to be traded, including but not limited to, plain vanilla foreign exchange forward/foreign exchange swap trades ("Plain Vanilla Forward/Swap Trades") and other derivative trades ("Other Derivative Trades", together with Plain Vanilla Forward/Swap Trades, “Trade” or “Trades”) must not exceed the limit as set out below at any time. The Bank may allocate the limit within the products below or other products as agreed to be traded between the Bank and the Customer from time to time.
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Facility
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Limit/Limits
(or its equivalent in any other currency including RMB, calculated at the then prevailing spot exchange rate)
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Plain Vanilla Forward/Swap Trades
(Maximum maturity period: 12 month, unless prior arrangement between parties)
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USD1,000,000.-
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The aggregate amount of utilisation under the Facility will be calculated by the Bank on a risk-weighted basis using its standard risk-weighting algorithms. These will use different weightings for different products. The aggregate amount of utilisation under the Facility shall be as calculated by the Bank, such calculation to be conclusive.
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Telephone:
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By entering into this Facility Letter, you expressly and irrevocably agree that you will, unless otherwise requested by the Bank, (i) deal with the Bank via email, telephone or other method acceptable to the Bank in relation to the Plain Vanilla Forward/Swap Trades, and (ii) (where applicable and permitted by the Bank) confirm the trading details deemed necessary by the Bank via email, telephone or fax in relation to Other Derivative Trades, and accept the risk of equipment malfunction including paper shortages, transmission errors, omissions and distortions arising out of such communications.
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You also expressly and irrevocably agree that the Bank may, to the extent permitted by applicable laws and regulations, record any telephone conversation conducted between the Bank and you, retain such records and use them in such manner as the Bank considers appropriate.
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Representations:
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The Customer makes the following representations to the Bank which representations will be deemed to be repeated by the Customer on each date on which a Trade contemplated hereunder is entered into:
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Payment:
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Both you and the Bank agree that if payment under any Trade remains to be payable by both you and the Bank on the same day, the Bank shall not be required to make the payment due from the Bank to you on that day until the time when the Bank has received confirmation that the Bank has received the payment due from you on that day in full at the Bank’s designated account.
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Fax / Email /
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Telephone
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Indemnity
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With respect to any Applications, instructions or confirmations sent by means of email, telephone or fax (collectively, the "Indemnified Instruments"), you agree in consideration of the Bank receiving and acting upon such Indemnified Instruments without requiring a written document bearing an actual signature or actual signatures, as follows:
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(1)
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the records of such Indemnified Instruments kept by the Bank shall be, in the absence of manifest error, the final and conclusive evidence of such Indemnified Instruments;
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(2)
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the Bank shall be entitled to assume without further enquiry that any Indemnified Instrument purporting to be that of any person authorized by you, is that of such person and genuine and is binding upon you;
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(3)
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the Bank is hereby irrevocably and unconditionally authorised to accept and to act on any Indemnified Instruments which the Bank in its sole discretion believes emanates from you and shall not be liable to you for acting in good faith in reliance thereon;
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(4)
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the Bank shall not be liable for, and you hereby waive to the fullest extent permitted by law, any right which you may now or hereafter have to claim against the Bank in connection with any misunderstanding, mutilation, delay or faulty transmission of any Indemnified Instruments; and
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(5)
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you hereby undertake to keep the Bank indemnified at all times against, and to keep the Bank harmless from, all loss, damages, costs and expenses which may be suffered by the Bank as a result of the Bank accepting and/or acting upon any such Indemnified Instruments.
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(1)
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such Indemnified Instrument is or proves to be in conflict with any applicable laws or regulations;
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(2)
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there is any ambiguity, incompletion or conflict in respect of such Indemnified Instrument, until the ambiguity, incompletion or conflict has been resolved to the Bank's satisfaction; or
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(3)
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the Bank has reasonable doubt in relation to such Indemnified Instrument's contents, authorization, origination or compliance with the Bank's requirements.
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Other
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Indemnity:
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Where the Bank accepts your request for (i) rollover or early settlement in respect of any Trade by entering into reversal transactions and new transactions with the Bank, or (ii) reversal of any Trade, you shall fully indemnify the Bank against any losses, damages and expenses arising from the Bank’s entering into the reversal deal and/or net settling the reversal deal against the original deal as mentioned above.
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Acknowledgement:
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You hereby acknowledge and undertake that, in connection with this Facility Letter and the Trades:
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(1)
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you are not relying and will not rely upon any advice (whether written or oral) of the other party to this Facility Letter or the Trades, other than the representations expressly set forth in this Facility Letter or the Trades;
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(2)
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you have made and will make your own decisions regarding the execution of this Facility Letter and the Trades based upon your own judgment and/or advice from your own professional advisers as you have deemed necessary to consult with;
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(3)
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you fully understand and accept the terms, conditions and risks of this Facility Letter and the Trades and are willing to assume (financially and otherwise) those risks, and you agree to the risk disclosure statements as set out in the Risk Disclosure Statement attached to this Facility Letter; and
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(4)
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you are entering, and will enter, into this Facility Letter, the Trades and other documents as principal, and not as agent or in any other capacity, fiduciary or otherwise.
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Master Agreement:
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Subject to the paragraph below, any transaction entered into pursuant to this Facility Letter or any Trade shall be subject to the ISDA Master Agreement or FX Master Agreement or any other master agreement executed by and between the Bank and the Customer.
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The Bank may waive temporarily the requirement to sign any master agreement with the Customer for the transactions under the facilities. In the absence of any ISDA Master Agreement or FX Master Agreement or any other master agreement executed by and between the Bank and the Customer, any Trade (together with all other documents referring to the 2002 ISDA Master Agreement (the “ISDA Form”) entered into between the Bank and the Customer) shall be governed by the ISDA Form as if the Bank and the Customer had executed an agreement in such form on the Trade Date as of the first Trade between the Bank and the Customer (but without any schedule except for the election of the laws of the PRC as the governing law, the submission of any dispute in connection with the ISDA Form to the Shanghai Sub-Commission of China International Economic and Trade Arbitration Committee by arbitration for final settlement, USD as the Termination Currency and any other elections set out in the relevant trade documentation). The foregoing provisions in this paragraph shall apply, if the parties agree to use the ISDA Form to govern the Trades even though we have executed the FX Master Agreement.
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The waiver in the foregoing paragraph will not prejudice the Bank's right to require the Customer to sign a master agreement at the time the Bank deems fit.
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The definitions and provisions contained in the 1998 FX and Currency Option Definitions or the 2006 ISDA Definitions (as the case may be) shall be incorporated into the Application and/or other Trade-related documents governing such transaction.
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Risk Disclosure
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Statement:
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The Bank wishes to draw your attention to the financial risks and the market risks associated with the Trades offered by the Bank. Under certain market conditions, you may sustain gains as well as losses. In particular, the return on the Trades is dependent on the exchange rate or interest rate movements of the relevant currencies prevalent at the relevant date or during the relevant period (as the case may be). Specific market movements of such exchange rates or interest rates cannot be predicted accurately and the profit and loss in a Trade related to exchange rate or interest rate will be affected by fluctuations of such rates.
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You must be prepared to accept these risks and all other risks (which can be substantial) and the Bank will not be responsible for any losses whatsoever incurred by you in respect of any Trade. You should therefore carefully consider whether such trading is suitable for you in light of your financial condition, experience and objectives.
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You should also ensure that you (a) fully understand the nature of any Trade and the contractual relationship into which you are entering and the nature and extent of your exposure to risk of loss; and (b) evaluate the tax and accounting implications, the potential financial benefits and risks of any Trade.
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The Bank recommends that you obtain independent legal advice before placing any Trade.
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You should act in reliance on your own judgment and evaluation and upon such independent professional advice as you may deem appropriate.
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By signing this Facility Letter, you declare that you have carefully read this Risk Disclosure Statement and related documents and confirm that you have fully understood the risks inherent in or arising from the Trades. You agree that you will be fully responsible for all losses incurred by you in relation to any and all Trades.
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Import Facilities, applicable to the Borrower 2 only
|
1.
|
Documentary Credit Issuance up to USD1,000,000.- or RMB equivalent
Each Documentary Credit shall have a validity period of not longer than 3 months (or such period acceptable to us); and
Each Documentary Credit may be issued for payment at sight or usance of up to 90 days or such period acceptable to us.
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2.
|
Goods under your control and/or Trust Receipts up to USD1,000,000.-
(Maximum Tenor 90 days)
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1
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Interpretation
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2
|
Accrual
of Interest & Other Sums
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3
|
Availability and Utilization
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3.1
|
Each and all the facilities under the Facility Letter are of the revolving nature. Any utilized but repaid amount under any facility is available for re-utilization, subject to the terms and conditions of the Facility Letter.
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3.2
|
With respect to trade related facilities, the Bank may, at its sole and discretion, refuse to allow drawings under such facilities if the transaction in question does not meet the Bank’s operational requirements in respect of the facilities.
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4
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Purpose
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5
|
Market Disruption / Increased Costs
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6
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Security Top-up
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7
|
Disbursement of Loan Proceeds
|
7.1
|
Unless otherwise provided in the Schedule of Facilities, disbursement of loan proceeds under the facilities shall follow the provisions of this Clause 7.
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7.2
|
Disbursement of loan proceeds under each facility financing the Borrower’s working capital requirement shall follow the provisions under this Clause 7.2.
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(a)
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drawdown request for the proposed loan;
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(b)
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transaction materials evidencing the payment requirement(s) to be funded by the loan proceeds; and
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(c)
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instruction(s) to the Bank for payment of the loan proceeds to relevant third party counterparties.
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7.3
|
Disbursement of loan proceeds under each facility financing the Borrower’s fixed asset investment requirement shall follow the provisions under this Clause 7.3.
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(a)
|
drawdown notice for the proposed loan;
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(b)
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transaction materials (which include without limitation contracts and invoices in relation to the payment(s) to be made with the proceeds of the loan to be drawn) evidencing the payment requirement(s) to be funded by the loan proceeds; and
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(c)
|
instruction(s) to the Bank for payment of the loan proceeds to relevant third party counterparties.
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(a)
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drawdown notice for the proposed loan;
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(b)
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transaction materials (which include without limitation contracts and invoices in relation to the payment(s) to be made with the proceeds of the loan to be drawn) evidencing the payment requirement(s) to be funded by the loan proceeds; and
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(c)
|
instruction(s) to the Bank for payment of the loan proceeds to relevant third party counterparties.
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7.4
|
In relation to any disbursement by the Bank, the Borrower hereby undertakes and warrants to the Bank as follows:
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(a)
|
As the payment obligor under the relevant transaction, the Borrower shall be solely liable for the appropriateness and/or correctness of each payment made by the Bank with the Borrower’s authorization. The Bank’s examination of transaction materials and its payment in reliance thereon will not release or mitigate such liability of the Borrower.
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(b)
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The Borrower shall not instruct the Bank to pay any loan proceeds to any of its accounts opened with any other bank except for cases whereunder the Borrower’s payment must be paid through such account opened with another bank and the Borrower provides documentation satisfactory to the Bank to assure the Bank that the disbursement of the loan proceeds to the other bank's account will not breach the regulatory requirements on the usage of loan proceeds.
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(c)
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The Borrower will not break a large payment into several parts to avoid application of Disbursement by Bank.
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8
|
Expenses,
Taxation
and Debit Authorization
|
8.1
|
All out-of-pocket expenses including but not limited to the PRC stamp duty and the legal fees in relation to the preparation, negotiation, execution and enforcement of this facility shall be borne by the Borrower.
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8.2
|
All payments of principal, interest, fees and other expenses shall be made by the Borrower free and clear of taxes, levies, imposts, duties, charges or withholding of whatsoever nature.
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8.3
|
The Bank may debit any of the Borrower’s account with the Bank’s offices for any amount including, without limitation, principal, interest and other fees and charges due and payable by the Borrower to the Bank under or in relation to the Facility Letter without further instruction from the Borrower.
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9
|
Assignment
|
10
|
Connected Transactions
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Name
Ever-Glory International Group Apparel Inc.
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Address
509 Chengxin Road, Jiangning Development Zone,
Nanjing, Jiangsu Province,
Peoples Republic of China
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Name
Perfect Dream Ltd.
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Address
akasa Bldg, 24 De Castro St. Wickhams Cay 1, ROrad Town, Totola BVI
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1.
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Definitions
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2.
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Interpretation
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2.01
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Where there are two or more persons comprised in the expression "the Customer" the Guaranteed Monies shall include all monies and liabilities due owing or incurred to the Bank by such persons whether solely or jointly with one or more of the others or any other person(s) and the expression "the Customer" will be construed accordingly.
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2.02
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Where the persons comprised in the expression "the Customer" are carrying on business in partnership under a firm name or are trustees of a trust the Guaranteed Monies (notwithstanding any change in the composition of that partnership) shall include the monies and liabilities which shall at any time be due owing or incurred to the Bank by the person(s) from time to time carrying on the partnership business under that name or under any name in succession thereto and includes those due from all persons from time to time being trustees of that trust and the expression "the Customer" shall be construed accordingly.
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2.03
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Where there are two or more persons comprised in the expression "the Guarantor" the obligations of each such person as Guarantor under this Guarantee shall be joint and several.
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3.
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Guarantee
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3.01
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In consideration of the Banking Facilities, the Guarantor guarantees to pay the Guaranteed Monies to the Bank on demand.
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3.02
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The liability of the Guarantor under this Guarantee shall not exceed the Maximum Liability.
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3.03
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The Guarantor shall, subject to Clause 3.02, pay Default Interest (to the extent that it is not paid by the Customer) on the Guaranteed Monies from the date of demand by the Bank on the Guarantor until the Bank receives payment of the whole of the Guaranteed Monies (both before and after any demand or judgment or any circumstances which restrict payment by the Customer).
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3.04
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A certificate of balance signed by any duly authorised officer of the Bank shall be conclusive evidence against the Guarantor of the amount of the Guaranteed Monies owing at any time.
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3.05
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The Bank shall be entitled to retain this Guarantee and any security it has in respect of the Guaranteed Monies until it is satisfied that any repayment of the Guaranteed Monies will not be avoided whether as a preference or otherwise.
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4.
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Continuing and Additional Security
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4.01
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This Guarantee is a continuing security and shall secure the whole of the Guaranteed Monies until one calendar month after receipt by the Bank of notice in writing by the Guarantor or a liquidator, receiver or personal representative of the Guarantor (in the event of the death of the Guarantor) to terminate it. In the case of the Guarantor's death, this Guarantee shall remain binding as a continuing guarantee on that Guarantor's heirs, executors, successors or administrators until the expiry of notice given in accordance with this Clause. Nevertheless and despite the giving of such notice, this Guarantee shall continue to apply to the Guaranteed Monies in respect of which the Customer is or becomes actually or contingently liable up to such termination and the Guarantor guarantees to pay such Guaranteed Monies to the Bank on demand whether that demand is made before, at the time of or after such termination.
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4.02
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Where there is more than one person comprised in the expression the "Guarantor", any notice under Clause 4.01 above may be given by any one of the persons comprising the Guarantor. The Bank will treat any such notice as terminating that Guarantor's liability to the extent provided in Clause 4.01 without affecting or terminating the obligations or liability of any other person comprising the Guarantor and this Guarantee shall continue to bind those persons as a continuing guarantee.
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4.03
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This Guarantee is in addition to, shall not be affected by and may be enforced despite the existence of any other guarantee or security held by the Bank.
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4.04
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Where there is more than one person comprised in the expression "the Guarantor", if for any reason this Guarantee is not or ceases to be binding on any Guarantor, it shall subject to Clause 3.01 remain binding as a continuing security on the remaining person(s) comprising the Guarantor.
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4.05
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The obligations of the Guarantor under this Guarantee shall not be affected by any of the following:
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(i)
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any part payment of the Guaranteed Monies by the Customer or any other person;
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(ii)
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any change in the name or constitution of the Customer, the Guarantor or the Bank;
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(iii)
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any merger, amalgamation, reconstruction or reorganisation affecting the Customer, the Guarantor or the Bank;
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(iv)
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the death, mental incapacity, bankruptcy, insolvency, liquidation or administration of the Customer or the Guarantor; and
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(v)
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any other act, omission, event or circumstance which but for this provision would discharge any Guarantor from liability under this Guarantee.
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5.
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Customer's Accounts
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6.
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Payments
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6.01
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Payments by the Guarantor shall be made to the Bank as specified by the Bank without any set-off, counterclaim, withholding or condition of any kind except that, if the Guarantor is compelled by law to make such withholding, the sum payable by the Guarantor shall be increased so that the amount actually received by the Bank is the amount it would have received if there had been no withholding.
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6.02
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Payment by the Guarantor to the Bank shall be in the currency of the relevant liability or, if the Bank so agrees in writing, in a different currency, in which case the conversion to that different currency shall be made at the Exchange Rate. The Bank shall not be liable to the Guarantor for any loss resulting from any fluctuation in the Exchange Rate.
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6.03
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No payment to the Bank under this Guarantee pursuant to any judgment, court order or otherwise shall discharge the obligation of the Guarantor in respect of which it was made unless and until payment in full has been received in the currency in which it is payable under this Guarantee and, to the extent that the amount of any such payment shall, on actual conversion into such currency, at the Exchange Rate, fall short of the amount of the obligation, expressed in that currency, the Guarantor shall be liable for the shortfall.
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6.04
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Any monies paid to the Bank in respect of the Guaranteed Monies may be applied in or towards satisfaction of the same in such manner as determined by the Bank or placed to the credit of such account (including a suspense or impersonal account) and for so long as the Bank may determine pending the application from time to time of such monies in or towards the discharge of the Guaranteed Monies.
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6.05
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If any monies paid to the Bank in respect of the Guaranteed Monies are required to be repaid by virtue of any law relating to insolvency, bankruptcy or liquidation or for any other reason, the Bank shall be entitled to enforce this Guarantee as if such monies had not been paid.
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7.
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Set-off
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8.
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Lien
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9.
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Guarantor as Principal Debtor
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10.
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Variation of Terms and Release of Security
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(i)
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extend, increase, renew, replace or otherwise vary any of the Banking Facilities;
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(ii)
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vary, exchange, abstain from perfecting or release any other security or guarantee held or to be held by the Bank as security for the Guaranteed Monies;
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(iii)
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give time for payment or accept any composition from and make any arrangement with the Customer or any other person;
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(iv)
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release any Guarantor from that Guarantor's obligation under this Guarantee or otherwise and give any time for payment, accept any composition from or make any arrangement with any Guarantor;
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(v)
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make demand under this Guarantee and enforce all or any of the Guarantor's obligation under this Guarantee without having enforced or sought to enforce any rights or remedies which the Bank may have in respect of the Guaranteed Monies against the Customer, any other surety or in relation to any other security; or
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(vi)
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do or omit to do any thing which but for this provision would discharge any Guarantor from liability under this Guarantee.
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11.
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Guarantor as Trustee
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11.01
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The Guarantor shall not, until the whole of the Guaranteed Monies have been received by the Bank (and even though the Maximum Liability of the Guarantor may be limited), exercise any right of subrogation, indemnity, set-off or counterclaim against the Customer or any other Guarantor or person or any right to participate in any security the Bank has in respect of the Guaranteed Monies or, unless required by the Bank to do so, to prove in the bankruptcy or liquidation of the Customer or any other Guarantor. The Guarantor shall hold any amount recovered, as a result of the exercise of any of such right, on trust for the Bank and shall pay the same to the Bank immediately on receipt.
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11.02
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The Guarantor has not taken any security from the Customer or any other Guarantor and agrees not to do so until the Bank has received the whole of the Guaranteed Monies. Any security taken by the Guarantor in breach of this provision shall be held in trust for the Bank as security for the Guaranteed Monies and all monies at any time received in respect thereof shall be paid to the Bank immediately on receipt.
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14.
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Assignment
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15.
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Communications
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16.
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Debt Collection and Disclosure of Information
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16.01
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The Bank may employ debt collecting agent(s) to collect any sum due under this Guarantee.
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16.02
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The Guarantor consents to the Bank, for such purposes as the Bank may consider reasonably appropriate, disclosing and/or obtaining information about the Guarantor (including details of all or any transactions or dealings between the Guarantor and the Bank) and this Guarantee, both within and outside People’s Republic of China and its Hong Kong Special Administrative Region, to or from (as the case may be):
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(i)
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any agent, contractor or third party service provider which provides services to the Bank in relation to the operation of its business (including without limitation administrative, telecommunications, computer, payment or processing services);
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(ii)
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credit reference agencies;
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(iii)
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any person to whom the Bank proposes to sell, assign or transfer, or has sold, assigned or transferred, all or any of its rights in relation to this Guarantee or the Banking Facilities;
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(iv)
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any company within the HSBC Group, being HSBC Holdings plc and its associated and subsidiary companies from time to time or any of its or their agents; or
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(v)
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any other person, if required or permitted by applicable laws, regulations, regulators' or other authorities' guidelines or judicial process to do so.
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16.03
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If any information disclosed by the Guarantor to the Bank includes information of any third party, the Guarantor confirms and warrants that it has obtained the consent of such third party to the provision of such information to the Bank for such purposes and for disclosure to such persons as referred to in Clause 16.02. The Guarantor agrees to indemnify and hold the Bank harmless from all costs, penalties, damages and other losses incurred as a result of the Guarantor's breach of this Clause 16.03.
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17.
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Severability
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18.
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Governing Law and Jurisdiction
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18.01
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This Guarantee is governed by and shall be construed in accordance with the laws of the Hong Kong Special Administrative Region ("Hong Kong").
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18.02
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The Guarantor submits to the non-exclusive jurisdiction of the Hong Kong courts but this Guarantee may be enforced in the courts of any competent jurisdiction.
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19.
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Governing Version
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20.
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Process Agent
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21.
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Headings
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22.
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Execution
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IN WITNESS whereof this Guarantee has been executed by the Guarantor as a deed on
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2.01
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假如「顧客」一詞包含兩名或以上人士,擔保款項將包括該等人士欠負銀行或所產生的全部款項及負債,不論是各別或與一名或以上的人士共同欠負及產生,而「顧客」一詞將按此詮釋。
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2.02
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假如「顧客」一詞所包含的人士,為在一家商號名稱下從事合夥業務的人士或為一項信託的信託人,擔保款項(不論該合夥關係的組成是否有任何轉變)將包括在該名稱或其任何替代名稱下從事合夥業務的該(等)人士於任何時候欠負銀行或所產生的款項及負債,亦包括作為該信託的信託人的所有人士不時欠負的款項及負債,而「顧客」一詞亦將按此詮釋。
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2.03
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假如「擔保人」一詞包含兩名或以上人士,作為擔保人的每名人士須共同及個別地承擔本擔保書的責任。
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3.01
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因為銀行信貸的提供,擔保人在此擔保,在銀行提出要求時向銀行支付擔保款項。
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3.02
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擔保人在本擔保書下的債務將不會超過最高債務。
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3.03
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在第 3.02 條的規限下,擔保人須支付自銀行要求擔保人償還擔保款項之日起至銀行收到全部擔保款項為止(包括作出任何即時還款要求或判決之前或後,或發生限制顧客付款情況之前或後) 期間顧客未支付擔保款項的逾期未付利息。
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3.04
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由銀行任何正式授權職員簽署的結欠證明書,可作為擔保人於任何時候欠負的擔保款項金額的一項終局性證據。
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3.05
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銀行有權就擔保款項保存本擔保書及任何就擔保款項提供的保證及抵押品,直至其相信擔保款項的任何還款將不會因被視為不公平的優惠或其他原因而導致無效。
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4.01
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本擔保書是一項持續性保證,並作為全部擔保款項的償付保證,直至銀行收到擔保人或擔保人的清盤人、接管人或遺產代理人(如擔保人身故)的書面通知終止本擔保書後一個曆月為止。如擔保人身故,本擔保書將仍然作為一項對擔保人的繼承人、遺囑執行人、繼任人或遺產管理人具約束力的持續擔保,直至根據本條文發出的通知屆滿為止。雖然及儘管已發出該終止通知,本擔保書繼續適用於有關顧客現在或將會欠負的擔保款項(不論是實際或者或有的欠負,直至本擔保書終止,而擔保人保證一經要求即支付擔保款項給銀行,無論該項要求是在本擔保書終止之前、終止之時,或終止之後提出)。
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4.02
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如「擔保人」一詞包含多於一名人士,根據上文第 4.01 條發出的任何通知,可透過組成擔保人的任何一名人士發出。銀行將視任何該等通知為終止該擔保人在第 4.01 條項下的責任,而不會影響或終止組成擔保人的任何其他人士的責任或義務,本擔保書將繼續作為持續擔保並對該等人士具約束力。
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4.03
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雖然銀行持有任何其他擔保或抵押品,但本擔保書屬於額外擔保,不受銀行持有的任何其他擔保或抵押品所影響,並且可以執行。
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4.04
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如「擔保人」一詞包含多於一名人士,而本擔保書因任何原因對任何擔保人不具或停止具約束力,本擔保書將在第 3.01 條規限下仍然作為一項持續保證,並對組成擔保人的其餘人士具約束力。
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4.05
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擔保人在本擔保書下的責任不會因以下任何一項而受到影響:
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(i)
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由顧客或任何其他人士支付部分擔保款項;
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(ii)
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顧客、擔保人或銀行的名稱或組成部分有任何變動;
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(iii)
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影響顧客、擔保人或銀行的任何合併、綜合、重整或重組;
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(iv)
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顧客或擔保人身故、精神失常、破產、無力償債、公司被清盤或被接管;及
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(v)
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任何其他行為、疏忽、事件或情況,以致在沒有本條文的情況下,任何擔保人將獲解除其在本擔保書下的責任。
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6.01
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擔保人須按銀行規定向銀行作出付款,不得附帶任何種類的任何抵銷、反索、預扣、或條件,但如果擔保人因法律規定必須作出此類預扣,則擔保人的應付款額將會增加,以使銀行實際收到的款額相等於其在沒有預扣的情況下原應收到的款額。
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6.02
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擔保人向銀行作出的付款,所用貨幣須與有關債務所用的貨幣相同,如果經銀行書面同意,擔保人可用另一種貨幣付款;如使用另一種貨幣付款,須按匯率兌換該種貨幣。銀行將不會就匯率波動導致的損失對擔保人承擔任何責任。
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6.03
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除非及直至銀行按本擔保書規定的貨幣收妥全部應付款項,否則根據任何判決、法庭命令或其他原因向銀行支付本擔保書規定的任何款項均不能解除擔保人的付款責任,而在支付任何此類付款時,因按照匯率兌換該項責任所規定的貨幣款額出現缺額時,擔保人須負責補回缺額。
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6.04
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就擔保款項付給銀行的任何款額,可以按銀行認為適用或滿意的方式來清償擔保款項,或存入銀行認為合適的戶口(包括暫記戶口或非人名戶口)的貸方,存放時間由銀行決定,以待銀行不時動用該等存款來抵銷擔保款項。
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6.05
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就擔保款項付給銀行的任何款額,如因法律規定(關乎無償債能力、破產、清盤)或任何其他原因而須退還,銀行有權執行本擔保書,猶如此款額從未支付給銀行一樣。
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(i)
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延展、增加、續新、替代或以其他方式修訂任何銀行信貸;
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(ii)
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修訂、交換、放棄執行或免除由銀行持有或將持有作為擔保款項的擔保的任何其他保證或抵押品;
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(iii)
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給予顧客或任何其他人士還款時間,或接納他們的任何債務重整計劃或與他們作出任何安排;
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(iv)
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免除任何擔保人在本擔保書或其他方面的責任,並給予任何擔保人還款時間、接納其債務重整計劃或與其作出任何安排;
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(v)
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根據本擔保書提出要求,並依法執行擔保人在本擔保書下的全部或任何部分責任,而毋須先執行或試圖執行銀行可能就擔保款項對顧客、任何其他保證人或任何其他保證及抵押品所擁有的任何權利或補救方法;或
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(vi)
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作出或遺漏作出任何事情,以致在沒有本條文的情況下,任何擔保人在本擔保書下的責任將被解除。
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11.01
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直至銀行收到整筆擔保款項之前(及即使擔保人的最高債務可能已經設限),擔保人不得對顧客或任何其他擔保人或人士行使代位索償權、彌償權、抵銷權或反索權,或就銀行持有對擔保款項的保證及抵押品行使參與權,或者,除非銀行有此要求,不得在顧客或任何其他擔保人的破產或清盤中提供債權證明。擔保人因行使任何此類權利而收回的任何款項,應以信託形式代銀行保存,並在收到該等款項之後立即交付給銀行。
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11.02
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擔保人沒有收取顧客或任何其他擔保人任何保證及抵押品,並同意不會收取顧客的任何保證及抵押品直至銀行收到整筆擔保款項為止。如擔保人違反本條款而收取任何保證及抵押品,應以信託形式代銀行持有,作為擔保款項的保證,而在任何時候收到與保證及抵押品有關的所有款項,必須在收到之後立即交付給銀行。
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16.01
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銀行可委託收賬公司收取本擔保書項下的任何到期欠款。
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16.02
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擔保人向銀行表示同意,就銀行可能認為是合理適當的目的,在
中华人民共和国及其
香港特別行政區境內或境外,向或由以下人士(視乎情況而定)披露及/或取得有關擔保人(包括擔保人與銀行之間的所有或任何交易或買賣的詳情)及本擔保書的資料:
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(i)
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任何代理、承包商或第三方服務供應者,他們向銀行提供有關業務營運的服務(包括但不限於行政、電訊、電腦、付款或加工服務);
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(ii)
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信貸資料庫;
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(iii)
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銀行建議向其出售、轉讓或出讓或已向其出售、轉讓或出讓與本擔保書或銀行信貸有關的所有或任何權利的人士;
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(iv)
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滙豐集團旗下的任何公司,即滙豐控股有限公司及其不時的聯營公司及附屬公司或其任何代理;或
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(v)
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任何其他人士,如適用的法律、規例、監管者或其他政府部門的指引或司法程序要求或容許他們這樣做。
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16.03
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如擔保人向銀行披露的任何資料包括任何第三方的資料,擔保人確認及保證已取得該第三方同意,是為向第 16.02 條所指的該等人士及所述目的而向銀行提供該等資料。擔保人同意向銀行作出彌償保證,因擔保人違反本第 16.03 條而產生的所有費用、刑罰、損害及其他損失。
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茲見證本擔保書已於
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經擔保人簽署成為一項契約。
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1.
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Name (in Block Letters)
姓名(以英文正楷填寫):
Ever-Glory International Group
Apparel
Inc.
江苏华瑞服装有限公司
*Address
地址:
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2.
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Name (in Block Letters)
姓名(以英文正楷填寫):
*Address
地址:
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3.
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Name (in Block Letters)
姓名(以英文正楷填寫):
*Address
地址:
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4.
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Name (in Block Letters)
姓名(以英文正楷填寫):
*Address
地址:
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1.
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Name (in Block Letters)
姓名(以英文正楷填寫):
Ever-Glory International Group Inc.
*Address
地址:
Identification Document Type and Number
身分證明文件種類及
號碼
:
Name of Process Agent
接受法律令狀代理人姓名:
*Address of Process Agent
接受法律令狀代理人地址:
, the
#
HKSAR
香港特別行政區
。
|
2.
|
Name (in Block Letters)
姓名(以英文正楷填寫):
*Address
地址:
Identification Document Type and Number
身分證明文件種類及
號碼
:
Name of Process Agent
接受法律令狀代理人姓名:
*Address of Process Agent
接受法律令狀代理人地址:
, the
#
HKSAR
香港特別行政區
。
|
3.
|
Name (in Block Letters)
姓名(以英文正楷填寫):
*Address
地址:
Identification Document Type and Number
身分證明文件種類及
號碼
:
Name of Process Agent
接受法律令狀代理人姓名:
*Address of Process Agent
接受法律令狀代理人地址:
, the
#
HKSAR
香港特別行政區
。
|
4.
|
Name (in Block Letters)
姓名(以英文正楷填寫):
*Address
地址:
Identification Document Type and Number
身分證明文件種類及
號碼
:
Name of Process Agent
接受法律令狀代理人姓名:
*Address of Process Agent
接受法律令狀代理人地址:
, the
#
HKSAR
香港特別行政區
。
|
Amount
金額:USD6,600,000.00
|
[the rate to be provided here can be different from that against the Borrower under the Facility Offer Letter esp. when the denominated currency of Maximum Liability is different from that of the guaranteed money.
本栏规定的逾期利率可以有别于授信函项下针对借款人的逾期利率,在最高债务币种不同于担保款项币种的情况下尤其如此
]
|
Signature of Guarantor
擔保人簽署
1
L.S.
|
Signature of Witness
見證人簽署
|
Full Name (in Block Letters)
全名(以英文正楷填寫)
|
|
Office
辦事處
|
|
Identification Document Type and Number
身分證明文件種類及
號碼
|
Signature of Guarantor
擔保人簽署
2
L.S.
|
Signature of Witness
見證人簽署
|
Full Name (in Block Letters)
全名(以英文正楷填寫)
|
|
Office
辦事處
|
|
Identification Document Type and Number
身分證明文件種類及
號碼
|
Signature of Guarantor
擔保人簽署
3
L.S.
|
Signature of Witness
見證人簽署
|
Full Name (in Block Letters)
全名(以英文正楷填寫)
|
|
Office
辦事處
|
|
Identification Document Type and Number
身分證明文件種類及
號碼
|
Signature of Guarantor
擔保人簽署
4
L.S
.
|
Signature of Witness
見證人簽署
|
Full Name (in Block Letters)
全名(以英文正楷填寫)
|
|
Office
辦事處
|
|
Identification Document Type and Number
身分證明文件種類及
號碼
|
Name of Guarantor
擔保人名稱:
|
|
Signature of Director/Secretary
董事/秘書簽署
/s/
Yihua Kang
|
Signature of Director/Secretary
董事/秘書簽署
Common/
Corporate Seal
公章/
公司印章
|
Full Name (in Block Letters)
全名(以英文正楷填寫)
Yihua Kang
|
Full Name (in Block Letters)
全名(以英文正楷填寫)
|
Address
地址
Xuanwuwei Street 16-102 Nanjing
|
Address
地址
|
Identification Document Type and Number
身分證明文件種類及
號碼
|
Identification Document Type and Number
身分證明文件種類及
號碼
|
Signature of Witness
見證人簽署
/s/Aivin Hu
|
Signature of Witness
見證人簽署
|
Full Name (in Block Letters)
全名(以英文正楷填寫)
Aivin Hu
|
Full Name (in Block Letters)
全名(以英文正楷填寫)
|
Office
辦事處
HSBC Nanjing
|
Office
辦事處
|
Identification Document Type and Number
身分證明文件種類及
號碼
|
Identification Document Type and Number
身分證明文件種類及
號碼
|
Name of Guarantor
擔保人名稱:
|
|
Signature of Director/Secretary
董事/秘書簽署
|
Signature of Director/Secretary
董事/秘書簽署
Common/
Corporate Seal
公章/
公司印章
|
Full Name (in Block Letters)
全名(以英文正楷填寫)
|
Full Name (in Block Letters)
全名(以英文正楷填寫)
|
Address
地址
|
Address
地址
|
Identification Document Type and Number
身分證明文件種類及
號碼
|
Identification Document Type and Number
身分證明文件種類及
號碼
|
Signature of Witness
見證人簽署
|
Signature of Witness
見證人簽署
|
Full Name (in Block Letters)
全名(以英文正楷填寫)
|
Full Name (in Block Letters)
全名(以英文正楷填寫)
|
Office
辦事處
|
Office
辦事處
|
Identification Document Type and Number
身分證明文件種類及
號碼
|
Identification Document Type and Number
身分證明文件種類及
號碼
|
Name of Guarantor
擔保人名稱:
|
|
Signature of Director/Secretary
董事/秘書簽署
|
Signature of Director/Secretary
董事/秘書簽署
Common/
Corporate Seal
公章/
公司印章
|
Full Name (in Block Letters)
全名(以英文正楷填寫)
|
Full Name (in Block Letters)
全名(以英文正楷填寫)
|
Address
地址
|
Address
地址
|
Identification Document Type and Number
身分證明文件種類及
號碼
|
Identification Document Type and Number
身分證明文件種類及
號碼
|
Signature of Witness
見證人簽署
|
Signature of Witness
見證人簽署
|
Full Name (in Block Letters)
全名(以英文正楷填寫)
|
Full Name (in Block Letters)
全名(以英文正楷填寫)
|
Office
辦事處
|
Office
辦事處
|
Identification Document Type and Number
身分證明文件種類及
號碼
|
Identification Document Type and Number
身分證明文件種類及
號碼
|
Name of Guarantor
擔保人名稱:
|
|
Signature of Director/Secretary
董事/秘書簽署
|
Signature of Director/Secretary
董事/秘書簽署
Common/
Corporate Seal
公章/
公司印章
|
Full Name (in Block Letters)
全名(以英文正楷填寫)
|
Full Name (in Block Letters)
全名(以英文正楷填寫)
|
Address
地址
|
Address
地址
|
Identification Document Type and Number
身分證明文件種類及
號碼
|
Identification Document Type and Number
身分證明文件種類及
號碼
|
Signature of Witness
見證人簽署
|
Signature of Witness
見證人簽署
|
Full Name (in Block Letters)
全名(以英文正楷填寫)
|
Full Name (in Block Letters)
全名(以英文正楷填寫)
|
Office
辦事處
|
Office
辦事處
|
Identification Document Type and Number
身分證明文件種類及
號碼
|
Identification Document Type and Number
身分證明文件種類及
號碼
|
1.
|
Definitions
|
2.
|
Interpretation
|
|
2.01
|
Where there are two or more persons comprised in the expression "the Customer" the Guaranteed Monies shall include all monies and liabilities due owing or incurred to the Bank by such persons whether solely or jointly with one or more of the others or any other person(s) and the expression "the Customer" will be construed accordingly.
|
|
2.02
|
Where the persons comprised in the expression "the Customer" are carrying on business in partnership under a firm name or are trustees of a trust the Guaranteed Monies (notwithstanding any change in the composition of that partnership) shall include the monies and liabilities which shall at any time be due owing or incurred to the Bank by the person(s) from time to time carrying on the partnership business under that name or under any name in succession thereto and includes those due from all persons from time to time being trustees of that trust and the expression "the Customer" shall be construed accordingly.
|
|
2.03
|
Where there are two or more persons comprised in the expression "the Guarantor" the obligations of each such person as Guarantor under this Guarantee shall be joint and several.
|
3.
|
Guarantee
|
|
3.01
|
In consideration of the Banking Facilities, the Guarantor guarantees to pay the Guaranteed Monies to the Bank on demand.
|
|
3.02
|
The liability of the Guarantor under this Guarantee shall not exceed the Maximum Liability.
|
|
3.03
|
The Guarantor shall, subject to Clause 3.02, pay Default Interest (to the extent that it is not paid by the Customer) on the Guaranteed Monies from the date of demand by the Bank on the Guarantor until the Bank receives payment of the whole of the Guaranteed Monies (both before and after any demand or judgment or any circumstances which restrict payment by the Customer).
|
|
3.04
|
A certificate of balance signed by any duly authorised officer of the Bank shall be conclusive evidence against the Guarantor of the amount of the Guaranteed Monies owing at any time.
|
|
3.05
|
The Bank shall be entitled to retain this Guarantee and any security it has in respect of the Guaranteed Monies until it is satisfied that any repayment of the Guaranteed Monies will not be avoided whether as a preference or otherwise.
|
4.
|
Continuing and Additional Security
|
|
4.01
|
This Guarantee is a continuing security and shall secure the whole of the Guaranteed Monies until one calendar month after receipt by the Bank of notice in writing by the Guarantor or a liquidator, receiver or personal representative of the Guarantor (in the event of the death of the Guarantor) to terminate it. In the case of the Guarantor's death, this Guarantee shall remain binding as a continuing guarantee on that Guarantor's heirs, executors, successors or administrators until the expiry of notice given in accordance with this Clause. Nevertheless and despite the giving of such notice, this Guarantee shall continue to apply to the Guaranteed Monies in respect of which the Customer is or becomes actually or contingently liable up to such termination and the Guarantor guarantees to pay such Guaranteed Monies to the Bank on demand whether that demand is made before, at the time of or after such termination.
|
|
4.02
|
Where there is more than one person comprised in the expression the "Guarantor", any notice under Clause 4.01 above may be given by any one of the persons comprising the Guarantor. The Bank will treat any such notice as terminating that Guarantor's liability to the extent provided in Clause 4.01 without affecting or terminating the obligations or liability of any other person comprising the Guarantor and this Guarantee shall continue to bind those persons as a continuing guarantee.
|
|
4.03
|
This Guarantee is in addition to, shall not be affected by and may be enforced despite the existence of any other guarantee or security held by the Bank.
|
|
4.04
|
Where there is more than one person comprised in the expression "the Guarantor", if for any reason this Guarantee is not or ceases to be binding on any Guarantor, it shall subject to Clause 3.01 remain binding as a continuing security on the remaining person(s) comprising the Guarantor.
|
|
4.05
|
The obligations of the Guarantor under this Guarantee shall not be affected by any of the following:
|
|
(i)
|
any part payment of the Guaranteed Monies by the Customer or any other person;
|
|
(ii)
|
any change in the name or constitution of the Customer, the Guarantor or the Bank;
|
|
(iii)
|
any merger, amalgamation, reconstruction or reorganisation affecting the Customer, the Guarantor or the Bank;
|
|
(iv)
|
the death, mental incapacity, bankruptcy, insolvency, liquidation or administration of the Customer or the Guarantor; and
|
|
(v)
|
any other act, omission, event or circumstance which but for this provision would discharge any Guarantor from liability under this Guarantee.
|
5.
|
Customer's Accounts
|
6.
|
Payments
|
|
6.01
|
Payments by the Guarantor shall be made to the Bank as specified by the Bank without any set-off, counterclaim, withholding or condition of any kind except that, if the Guarantor is compelled by law to make such withholding, the sum payable by the Guarantor shall be increased so that the amount actually received by the Bank is the amount it would have received if there had been no withholding.
|
|
6.02
|
Payment by the Guarantor to the Bank shall be in the currency of the relevant liability or, if the Bank so agrees in writing, in a different currency, in which case the conversion to that different currency shall be made at the Exchange Rate. The Bank shall not be liable to the Guarantor for any loss resulting from any fluctuation in the Exchange Rate.
|
|
6.03
|
No payment to the Bank under this Guarantee pursuant to any judgment, court order or otherwise shall discharge the obligation of the Guarantor in respect of which it was made unless and until payment in full has been received in the currency in which it is payable under this Guarantee and, to the extent that the amount of any such payment shall, on actual conversion into such currency, at the Exchange Rate, fall short of the amount of the obligation, expressed in that currency, the Guarantor shall be liable for the shortfall.
|
|
6.04
|
Any monies paid to the Bank in respect of the Guaranteed Monies may be applied in or towards satisfaction of the same in such manner as determined by the Bank or placed to the credit of such account (including a suspense or impersonal account) and for so long as the Bank may determine pending the application from time to time of such monies in or towards the discharge of the Guaranteed Monies.
|
|
6.05
|
If any monies paid to the Bank in respect of the Guaranteed Monies are required to be repaid by virtue of any law relating to insolvency, bankruptcy or liquidation or for any other reason, the Bank shall be entitled to enforce this Guarantee as if such monies had not been paid.
|
7.
|
Set-off
|
8.
|
Lien
|
9.
|
Guarantor as Principal Debtor
|
10.
|
Variation of Terms and Release of Security
|
|
(i)
|
extend, increase, renew, replace or otherwise vary any of the Banking Facilities;
|
|
(ii)
|
vary, exchange, abstain from perfecting or release any other security or guarantee held or to be held by the Bank as security for the Guaranteed Monies;
|
|
(iii)
|
give time for payment or accept any composition from and make any arrangement with the Customer or any other person;
|
|
(iv)
|
release any Guarantor from that Guarantor's obligation under this Guarantee or otherwise and give any time for payment, accept any composition from or make any arrangement with any Guarantor;
|
|
(v)
|
make demand under this Guarantee and enforce all or any of the Guarantor's obligation under this Guarantee without having enforced or sought to enforce any rights or remedies which the Bank may have in respect of the Guaranteed Monies against the Customer, any other surety or in relation to any other security; or
|
|
(vi)
|
do or omit to do any thing which but for this provision would discharge any Guarantor from liability under this Guarantee.
|
11.
|
Guarantor as Trustee
|
|
11.01
|
The Guarantor shall not, until the whole of the Guaranteed Monies have been received by the Bank (and even though the Maximum Liability of the Guarantor may be limited), exercise any right of subrogation, indemnity, set-off or counterclaim against the Customer or any other Guarantor or person or any right to participate in any security the Bank has in respect of the Guaranteed Monies or, unless required by the Bank to do so, to prove in the bankruptcy or liquidation of the Customer or any other Guarantor. The Guarantor shall hold any amount recovered, as a result of the exercise of any of such right, on trust for the Bank and shall pay the same to the Bank immediately on receipt.
|
|
11.02
|
The Guarantor has not taken any security from the Customer or any other Guarantor and agrees not to do so until the Bank has received the whole of the Guaranteed Monies. Any security taken by the Guarantor in breach of this provision shall be held in trust for the Bank as security for the Guaranteed Monies and all monies at any time received in respect thereof shall be paid to the Bank immediately on receipt.
|
14.
|
Assignment
|
15.
|
Communications
|
16.
|
Debt Collection and Disclosure of Information
|
|
16.01
|
The Bank may employ debt collecting agent(s) to collect any sum due under this Guarantee.
|
|
16.02
|
The Guarantor consents to the Bank, for such purposes as the Bank may consider reasonably appropriate, disclosing and/or obtaining information about the Guarantor (including details of all or any transactions or dealings between the Guarantor and the Bank) and this Guarantee, both within and outside People’s Republic of China and its Hong Kong Special Administrative Region, to or from (as the case may be):
|
(i)
|
any agent, contractor or third party service provider which provides services to the Bank in relation to the operation of its business (including without limitation administrative, telecommunications, computer, payment or processing services);
|
(ii)
|
credit reference agencies;
|
(iii)
|
any person to whom the Bank proposes to sell, assign or transfer, or has sold, assigned or transferred, all or any of its rights in relation to this Guarantee or the Banking Facilities;
|
(iv)
|
any company within the HSBC Group, being HSBC Holdings plc and its associated and subsidiary companies from time to time or any of its or their agents; or
|
(v)
|
any other person, if required or permitted by applicable laws, regulations, regulators' or other authorities' guidelines or judicial process to do so.
|
|
16.03
|
If any information disclosed by the Guarantor to the Bank includes information of any third party, the Guarantor confirms and warrants that it has obtained the consent of such third party to the provision of such information to the Bank for such purposes and for disclosure to such persons as referred to in Clause 16.02. The Guarantor agrees to indemnify and hold the Bank harmless from all costs, penalties, damages and other losses incurred as a result of the Guarantor's breach of this Clause 16.03.
|
17.
|
Severability
|
18.
|
Governing Law and Jurisdiction
|
|
18.01
|
This Guarantee is governed by and shall be construed in accordance with the laws of the Hong Kong Special Administrative Region ("Hong Kong").
|
|
18.02
|
The Guarantor submits to the non-exclusive jurisdiction of the Hong Kong courts but this Guarantee may be enforced in the courts of any competent jurisdiction.
|
19.
|
Governing Version
|
20.
|
Process Agent
|
21.
|
Headings
|
22.
|
Execution
|
IN WITNESS whereof this Guarantee has been executed by the Guarantor as a deed on
|
.
|
|
2.01
|
假如「顧客」一詞包含兩名或以上人士,擔保款項將包括該等人士欠負銀行或所產生的全部款項及負債,不論是各別或與一名或以上的人士共同欠負及產生,而「顧客」一詞將按此詮釋。
|
|
2.02
|
假如「顧客」一詞所包含的人士,為在一家商號名稱下從事合夥業務的人士或為一項信託的信託人,擔保款項(不論該合夥關係的組成是否有任何轉變)將包括在該名稱或其任何替代名稱下從事合夥業務的該(等)人士於任何時候欠負銀行或所產生的款項及負債,亦包括作為該信託的信託人的所有人士不時欠負的款項及負債,而「顧客」一詞亦將按此詮釋。
|
|
2.03
|
假如「擔保人」一詞包含兩名或以上人士,作為擔保人的每名人士須共同及個別地承擔本擔保書的責任。
|
|
3.01
|
因為銀行信貸的提供,擔保人在此擔保,在銀行提出要求時向銀行支付擔保款項。
|
|
3.02
|
擔保人在本擔保書下的債務將不會超過最高債務。
|
|
3.03
|
在第 3.02 條的規限下,擔保人須支付自銀行要求擔保人償還擔保款項之日起至銀行收到全部擔保款項為止(包括作出任何即時還款要求或判決之前或後,或發生限制顧客付款情況之前或後) 期間顧客未支付擔保款項的逾期未付利息。
|
|
3.04
|
由銀行任何正式授權職員簽署的結欠證明書,可作為擔保人於任何時候欠負的擔保款項金額的一項終局性證據。
|
|
3.05
|
銀行有權就擔保款項保存本擔保書及任何就擔保款項提供的保證及抵押品,直至其相信擔保款項的任何還款將不會因被視為不公平的優惠或其他原因而導致無效。
|
|
4.01
|
本擔保書是一項持續性保證,並作為全部擔保款項的償付保證,直至銀行收到擔保人或擔保人的清盤人、接管人或遺產代理人(如擔保人身故)的書面通知終止本擔保書後一個曆月為止。如擔保人身故,本擔保書將仍然作為一項對擔保人的繼承人、遺囑執行人、繼任人或遺產管理人具約束力的持續擔保,直至根據本條文發出的通知屆滿為止。雖然及儘管已發出該終止通知,本擔保書繼續適用於有關顧客現在或將會欠負的擔保款項(不論是實際或者或有的欠負,直至本擔保書終止,而擔保人保證一經要求即支付擔保款項給銀行,無論該項要求是在本擔保書終止之前、終止之時,或終止之後提出)。
|
|
4.02
|
如「擔保人」一詞包含多於一名人士,根據上文第 4.01 條發出的任何通知,可透過組成擔保人的任何一名人士發出。銀行將視任何該等通知為終止該擔保人在第 4.01 條項下的責任,而不會影響或終止組成擔保人的任何其他人士的責任或義務,本擔保書將繼續作為持續擔保並對該等人士具約束力。
|
|
4.03
|
雖然銀行持有任何其他擔保或抵押品,但本擔保書屬於額外擔保,不受銀行持有的任何其他擔保或抵押品所影響,並且可以執行。
|
|
4.04
|
如「擔保人」一詞包含多於一名人士,而本擔保書因任何原因對任何擔保人不具或停止具約束力,本擔保書將在第 3.01 條規限下仍然作為一項持續保證,並對組成擔保人的其餘人士具約束力。
|
|
4.05
|
擔保人在本擔保書下的責任不會因以下任何一項而受到影響:
|
|
(i)
|
由顧客或任何其他人士支付部分擔保款項;
|
|
(ii)
|
顧客、擔保人或銀行的名稱或組成部分有任何變動;
|
|
(iii)
|
影響顧客、擔保人或銀行的任何合併、綜合、重整或重組;
|
|
(iv)
|
顧客或擔保人身故、精神失常、破產、無力償債、公司被清盤或被接管;及
|
|
(v)
|
任何其他行為、疏忽、事件或情況,以致在沒有本條文的情況下,任何擔保人將獲解除其在本擔保書下的責任。
|
|
6.01
|
擔保人須按銀行規定向銀行作出付款,不得附帶任何種類的任何抵銷、反索、預扣、或條件,但如果擔保人因法律規定必須作出此類預扣,則擔保人的應付款額將會增加,以使銀行實際收到的款額相等於其在沒有預扣的情況下原應收到的款額。
|
|
6.02
|
擔保人向銀行作出的付款,所用貨幣須與有關債務所用的貨幣相同,如果經銀行書面同意,擔保人可用另一種貨幣付款;如使用另一種貨幣付款,須按匯率兌換該種貨幣。銀行將不會就匯率波動導致的損失對擔保人承擔任何責任。
|
|
6.03
|
除非及直至銀行按本擔保書規定的貨幣收妥全部應付款項,否則根據任何判決、法庭命令或其他原因向銀行支付本擔保書規定的任何款項均不能解除擔保人的付款責任,而在支付任何此類付款時,因按照匯率兌換該項責任所規定的貨幣款額出現缺額時,擔保人須負責補回缺額。
|
|
6.04
|
就擔保款項付給銀行的任何款額,可以按銀行認為適用或滿意的方式來清償擔保款項,或存入銀行認為合適的戶口(包括暫記戶口或非人名戶口)的貸方,存放時間由銀行決定,以待銀行不時動用該等存款來抵銷擔保款項。
|
|
6.05
|
就擔保款項付給銀行的任何款額,如因法律規定(關乎無償債能力、破產、清盤)或任何其他原因而須退還,銀行有權執行本擔保書,猶如此款額從未支付給銀行一樣。
|
|
(i)
|
延展、增加、續新、替代或以其他方式修訂任何銀行信貸;
|
|
(ii)
|
修訂、交換、放棄執行或免除由銀行持有或將持有作為擔保款項的擔保的任何其他保證或抵押品;
|
|
(iii)
|
給予顧客或任何其他人士還款時間,或接納他們的任何債務重整計劃或與他們作出任何安排;
|
|
(iv)
|
免除任何擔保人在本擔保書或其他方面的責任,並給予任何擔保人還款時間、接納其債務重整計劃或與其作出任何安排;
|
|
(v)
|
根據本擔保書提出要求,並依法執行擔保人在本擔保書下的全部或任何部分責任,而毋須先執行或試圖執行銀行可能就擔保款項對顧客、任何其他保證人或任何其他保證及抵押品所擁有的任何權利或補救方法;或
|
|
(vi)
|
作出或遺漏作出任何事情,以致在沒有本條文的情況下,任何擔保人在本擔保書下的責任將被解除。
|
|
11.01
|
直至銀行收到整筆擔保款項之前(及即使擔保人的最高債務可能已經設限),擔保人不得對顧客或任何其他擔保人或人士行使代位索償權、彌償權、抵銷權或反索權,或就銀行持有對擔保款項的保證及抵押品行使參與權,或者,除非銀行有此要求,不得在顧客或任何其他擔保人的破產或清盤中提供債權證明。擔保人因行使任何此類權利而收回的任何款項,應以信託形式代銀行保存,並在收到該等款項之後立即交付給銀行。
|
|
11.02
|
擔保人沒有收取顧客或任何其他擔保人任何保證及抵押品,並同意不會收取顧客的任何保證及抵押品直至銀行收到整筆擔保款項為止。如擔保人違反本條款而收取任何保證及抵押品,應以信託形式代銀行持有,作為擔保款項的保證,而在任何時候收到與保證及抵押品有關的所有款項,必須在收到之後立即交付給銀行。
|
|
16.01
|
銀行可委託收賬公司收取本擔保書項下的任何到期欠款。
|
|
16.02
|
擔保人向銀行表示同意,就銀行可能認為是合理適當的目的,在
中华人民共和国及其
香港特別行政區境內或境外,向或由以下人士(視乎情況而定)披露及/或取得有關擔保人(包括擔保人與銀行之間的所有或任何交易或買賣的詳情)及本擔保書的資料:
|
|
(i)
|
任何代理、承包商或第三方服務供應者,他們向銀行提供有關業務營運的服務(包括但不限於行政、電訊、電腦、付款或加工服務);
|
|
(ii)
|
信貸資料庫;
|
|
(iii)
|
銀行建議向其出售、轉讓或出讓或已向其出售、轉讓或出讓與本擔保書或銀行信貸有關的所有或任何權利的人士;
|
|
(iv)
|
滙豐集團旗下的任何公司,即滙豐控股有限公司及其不時的聯營公司及附屬公司或其任何代理;或
|
|
(v)
|
任何其他人士,如適用的法律、規例、監管者或其他政府部門的指引或司法程序要求或容許他們這樣做。
|
|
16.03
|
如擔保人向銀行披露的任何資料包括任何第三方的資料,擔保人確認及保證已取得該第三方同意,是為向第 16.02 條所指的該等人士及所述目的而向銀行提供該等資料。擔保人同意向銀行作出彌償保證,因擔保人違反本第 16.03 條而產生的所有費用、刑罰、損害及其他損失。
|
茲見證本擔保書已於
|
經擔保人簽署成為一項契約。
|
1.
|
Name (in Block Letters)
姓名(以英文正楷填寫):
Perfect Dream Limited
*Address
地址:
|
2.
|
Name (in Block Letters)
姓名(以英文正楷填寫):
*Address
地址:
|
3.
|
Name (in Block Letters)
姓名(以英文正楷填寫):
*Address
地址:
|
4.
|
Name (in Block Letters)
姓名(以英文正楷填寫):
*Address
地址:
|
1.
|
Name (in Block Letters)
姓名(以英文正楷填寫):
Ever-Glory International Group Inc.
*Address
地址:
Identification Document Type and Number
身分證明文件種類及
號碼
:
Name of Process Agent
接受法律令狀代理人姓名:
*Address of Process Agent
接受法律令狀代理人地址:
, the
#
HKSAR
香港特別行政區
。
|
2.
|
Name (in Block Letters)
姓名(以英文正楷填寫):
*Address
地址:
Identification Document Type and Number
身分證明文件種類及
號碼
:
Name of Process Agent
接受法律令狀代理人姓名:
*Address of Process Agent
接受法律令狀代理人地址:
, the
#
HKSAR
香港特別行政區
。
|
3.
|
Name (in Block Letters)
姓名(以英文正楷填寫):
*Address
地址:
Identification Document Type and Number
身分證明文件種類及
號碼
:
Name of Process Agent
接受法律令狀代理人姓名:
*Address of Process Agent
接受法律令狀代理人地址:
, the
#
HKSAR
香港特別行政區
。
|
4.
|
Name (in Block Letters)
姓名(以英文正楷填寫):
*Address
地址:
Identification Document Type and Number
身分證明文件種類及
號碼
:
Name of Process Agent
接受法律令狀代理人姓名:
*Address of Process Agent
接受法律令狀代理人地址:
, the
#
HKSAR
香港特別行政區
。
|
Amount
金額:USD1,100,000.00
|
[the rate to be provided here can be different from that against the Borrower under the Facility Offer Letter esp. when the denominated currency of Maximum Liability is different from that of the guaranteed money.
本栏规定的逾期利率可以有别于授信函项下针对借款人的逾期利率,在最高债务币种不同于担保款项币种的情况下尤其如此
]
|
Signature of Guarantor
擔保人簽署
1
L.S.
|
Signature of Witness
見證人簽署
|
Full Name (in Block Letters)
全名(以英文正楷填寫)
|
|
Office
辦事處
|
|
Identification Document Type and Number
身分證明文件種類及
號碼
|
Signature of Guarantor
擔保人簽署
2
L.S
.
|
Signature of Witness
見證人簽署
|
Full Name (in Block Letters)
全名(以英文正楷填寫)
|
|
Office
辦事處
|
|
Identification Document Type and Number
身分證明文件種類及
號碼
|
Signature of Guarantor
擔保人簽署
3
L.S.
|
Signature of Witness
見證人簽署
|
Full Name (in Block Letters)
全名(以英文正楷填寫)
|
|
Office
辦事處
|
|
Identification Document Type and Number
身分證明文件種類及
號碼
|
Signature of Guarantor
擔保人簽署
4
L.S
.
|
Signature of Witness
見證人簽署
|
Full Name (in Block Letters)
全名(以英文正楷填寫)
|
|
Office
辦事處
|
|
Identification Document Type and Number
身分證明文件種類及
號碼
|
Name of Guarantor
擔保人名稱:
|
|
Signature of Director/Secretary
董事/秘書簽署
/s/ Yihua Kang
|
Signature of Director/Secretary
董事/秘書簽署
Common/
Corporate Seal
公章/
公司印章
|
Full Name (in Block Letters)
全名(以英文正楷填寫)
Yihua Kang
|
Full Name (in Block Letters)
全名(以英文正楷填寫)
|
Address
地址
|
Address
地址
|
Identification Document Type and Number
身分證明文件種類及
號碼
|
Identification Document Type and Number
身分證明文件種類及
號碼
|
Signature of Witness
見證人簽署
/s/ Aivin Hu
|
Signature of Witness
見證人簽署
|
Full Name (in Block Letters)
全名(以英文正楷填寫)
Aivin Hu
|
Full Name (in Block Letters)
全名(以英文正楷填寫)
|
Office
辦事處
HSBC Nanjing
|
Office
辦事處
|
Identification Document Type and Number
身分證明文件種類及
號碼
|
Identification Document Type and Number
身分證明文件種類及
號碼
|
Name of Guarantor
擔保人名稱:
|
|
Signature of Director/Secretary
董事/秘書簽署
|
Signature of Director/Secretary
董事/秘書簽署
Common/
Corporate Seal
公章/
公司印章
|
Full Name (in Block Letters)
全名(以英文正楷填寫)
|
Full Name (in Block Letters)
全名(以英文正楷填寫)
|
Address
地址
|
Address
地址
|
Identification Document Type and Number
身分證明文件種類及
號碼
|
Identification Document Type and Number
身分證明文件種類及
號碼
|
Signature of Witness
見證人簽署
|
Signature of Witness
見證人簽署
|
Full Name (in Block Letters)
全名(以英文正楷填寫)
|
Full Name (in Block Letters)
全名(以英文正楷填寫)
|
Office
辦事處
|
Office
辦事處
|
Identification Document Type and Number
身分證明文件種類及
號碼
|
Identification Document Type and Number
身分證明文件種類及
號碼
|
Name of Guarantor
擔保人名稱:
|
|
Signature of Director/Secretary
董事/秘書簽署
|
Signature of Director/Secretary
董事/秘書簽署
Common/
Corporate Seal
公章/
公司印章
|
Full Name (in Block Letters)
全名(以英文正楷填寫)
|
Full Name (in Block Letters)
全名(以英文正楷填寫)
|
Address
地址
|
Address
地址
|
Identification Document Type and Number
身分證明文件種類及
號碼
|
Identification Document Type and Number
身分證明文件種類及
號碼
|
Signature of Witness
見證人簽署
|
Signature of Witness
見證人簽署
|
Full Name (in Block Letters)
全名(以英文正楷填寫)
|
Full Name (in Block Letters)
全名(以英文正楷填寫)
|
Office
辦事處
|
Office
辦事處
|
Identification Document Type and Number
身分證明文件種類及
號碼
|
Identification Document Type and Number
身分證明文件種類及
號碼
|
Name of Guarantor
擔保人名稱:
|
|
Signature of Director/Secretary
董事/秘書簽署
|
Signature of Director/Secretary
董事/秘書簽署
Common/
Corporate Seal
公章/
公司印章
|
Full Name (in Block Letters)
全名(以英文正楷填寫)
|
Full Name (in Block Letters)
全名(以英文正楷填寫)
|
Address
地址
|
Address
地址
|
Identification Document Type and Number
身分證明文件種類及
號碼
|
Identification Document Type and Number
身分證明文件種類及
號碼
|
Signature of Witness
見證人簽署
|
Signature of Witness
見證人簽署
|
Full Name (in Block Letters)
全名(以英文正楷填寫)
|
Full Name (in Block Letters)
全名(以英文正楷填寫)
|
Office
辦事處
|
Office
辦事處
|
Identification Document Type and Number
身分證明文件種類及
號碼
|
Identification Document Type and Number
身分證明文件種類及
號碼
|