Bank and Company Cooperation Agreement Wu Zhong Yin Zi No. 0361160
Exhibit 10.12
Bank and Company Cooperation Agreement
Xx Xxxxx Yin Zi No. 0361160
Party A: Bank of China Suzhou City Wuzhong Branch
Legal representative or person in charge: Liu Li
Residence: Xx. 000 Xxxxxx Xxxxx Xxxx, Xxxxxx
Xxxxxx of contact: 00000000
Party B: Multi-Fineline Electronix (Suzhou) Co., Ltd.
Legal entity business license No.: 005874
Legal representative: Xu Jiading
Residence: Suning Industrial District, Wuzhong Economic Development Zone
Method of contact: 00000000
In order to develop a long-term, stable and mutually beneficial business cooperation relationship, Party A and Party B have reached the following intention for cooperation through negotiations in accordance with the principle of free will, equality, mutual benefit and integrity:
Provision One Opening and Retaining Bank Account
Party A and Party B have reached an agreement through negotiations that Party B shall select Party A as the lead bank to conduct its financial business. Party B will open and retain corresponding account(s) at Party A.
Provision Two Credit Extension and Financing Arrangement
Party A agrees that, under the conditions of meeting the internal risk management system of Party A and of execution in accordance with the relevant business operation procedures of Party A, the total balance that Party B gets from Party A for various credit extensions and financing arrangements (when
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converted into RMB) may reach but shall not exceed (in words) 165 million yuan, in which 60 million yuan shall be used for Plant 1; 40 million yuan shall be used for Plant 2; and 65 million yuan shall be used for Plant 3. The total credit extension investment from Party A shall match the registered capital investment as made by Party B for Plant 2 and Plant 3.
The credit extension and financing as mentioned in the previous paragraph refer to various loans, draft acceptance, security, establishment of letter of credit to external parties and other forms of fund accommodations and credit support, and Party A agrees on the request of Party B for earlier return of the loans.
Provision Three Service Content of Party A
(I) In order to implement the credit extension and financing arrangement as mentioned in Provision Two of this Agreement, Party A and its other authorized organizations of Bank of China will first examine and approve as well as arrange the financing application of Party B: with regard to each specific financing business, Party A and its other authorized organizations of Bank of China will examine such business in accordance with its internal requirements, and when the requirements are met, Party A and Party B will individually sign relevant legal documents. With regard to the issue of credit or pledge and hypothecation for financing, Party A and its other authorized organizations of Bank of China will make decisions on such issue in accordance with specific business conditions.
(II) Upon request of Party B, Party A will provide to Party B the consulting, agency, settlement and various other intermediary business services within the business scope of Party A.
(III) When Party A accepts, examines and approves, and processes financing business as well as undertakes intermediary business, Party A will provide considerate and high-quality services, and will pay great attention to the monitoring, inquiry, criticism and complaint that comes from Party B and will take quick actions so as to process such issues properly.
(V) [sic] The business operations of Party A shall be in line with the relevant laws, regulations, Bank of China rules and the requirements as described in the agreement reached with Party B.
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Provision Four Promises and Guarantee of Party B
Party B makes the following promises and guarantee to Party A:
(I) The ratio for Party B to conduct businesses such as deposit, domestic settlement and credit card at Party A or the other organizations of Bank of China as specified by Party A may not be lower than the ratio of credit extension support from Party A to Party B; and the ratio may not be lower than 50% for conducting international settlement at Party A.
(II) Party B will maintain its good financial and operating status, so as to make sure that the credit extension arrangements of Party A are in order and the fund from credit extension is secure.
Provision Five Specific Favorable Conditions
| (I) | The interest rate of the loan shall be based on the execution of the prime rate of People’s Bank of China with a 10% floating downward. |
Currently: the semiannual monthly interest rate for RMB shall be 3.78‰, and the annual monthly interest rate shall be 3.9825‰.
The US dollar interest rate shall be LIBOR + 0.4.
| (II) | Listed prices for foreign exchange settlement and sale: foreign exchange settlement shall be based on the middle price minus 0.05% of the middle price; and foreign exchange sale shall be based on the middle price plus 0.05% of the middle price. |
| (III) | Opening commission shall be 0.08%; international remittance commission shall be 0.05% with minimum charge at XXX 00 yuan and maximum charge at RMB 500 yuan. |
Provision Five Execution of Agreement
Party A and Party B will further consolidate contact, communicate with each other, and mutually urge the implementation and execution of this Agreement.
If Party B fails to abide by the relevant requirements as described in the Agreement, Party A shall have the right to adjust credit extension arrangement and take measures such as reduction of credit extension line and cancellation of the qualification of Party B to receive key support, and shall have the right to suspend or terminate this Agreement. The suspension or termination of the Agreement does not affect the payoff of the debts by Party B to Party A.
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Provision Six Change and Cancellation
With written approval from both Party A and Party B, the Agreement may be modified, supplemented or cancelled. The modifications or supplements to the Agreement shall constitute a part of the Agreement and shall have the same effect as the Agreement.
Provision Seven Validation of Agreement
This Agreement will go into effect on the day when the two parties have signed it and marked it with seals, and will remain effective for two years. Upon expiration, if there is no opposition from the two parties, the period of validity for the Agreement will be automatically extended for one year. Within the period of validity for the Agreement, the two parties may negotiate changes or terminate the Agreement. If one party needs to terminate the Agreement, the other party shall be notified of it one month in advance.
Provision Eight Other
The remaining issues of the Agreement shall be executed in accordance with the specific contracts as signed by and between Party A and Party B.
The Agreement has two identical original copies, each of the two parties holds one copy respectively, and the two copies have the same effect.
| Party A: Bank of China _________ Branch (Official Seal)
[round seal:] Bank of China Suzhou City Wuzhong Branch
Legal Representative or Authorized Person for Signature:
Xiao Xiaohua
July 29, 2003 |
Party B: __________ Company (Official Seal)
[round seal:] Multi-Fineline Electronix (Suzhou) Co., Ltd.
Legal Representative or Authorized Person for Signature:
Xu Jiading
July 29, 2003 |
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