-Annex 6 Sellers Credit Agreement可编辑THIS SELLERS CREDIT AGREEMENT is made and entered into on _ day of _ (month), _ (year), by and between: between Wuhan Fiberhome International Technologies Co., Ltd, a corporation incorporated incorporated and existing under the laws of the Peoples Republic of China (hereinafter referred to as “the Lender” which expression where the context so admits shall include its assign and successors in title), with its principal place of business located at 88 Youkeyuan Road, Hongshan District, Wuhan, Peoples Republic of China(hereinafter referred to as “the Lender” which expression where the context so admits shall include its assign and successors in title) and Win Win Net Corporation Co., Ltd(WNC), a company incorporated and existing registered under the laws of the Kingdom of Thailand (hereinafter referred to as “the Borrower”, which expression where the context so admits shall include its assign and successors in title), with its principal office at Win Win Tower, 11th Floor, 86 Ratchadapisek Road, Chankasem, Chatuchak, Bangkok 10900, Thailand (hereinafter referred to as “the Borrower”, which expression where the context so admits shall include its assign and successors in title).WITNESSETH THAT:A WHEREAS, Borrower is a telecommunications service provider licensed to provide telecommunications services within the Kingdom of Thailand;and. B WHEREAS, Borrower wishes to deploy a FTTH network in the Kingdom of Thailand using Lenders products and associated services;andC WHEREAS, Lender has experience and expertise in the business of designing, integrating, manufacturing, supply, servicing and financing of fiber communications cables and telecommunication equipments;and.D WHEREAS, Borrower has approached Lender for a credit facility to finance the first phase of deployment of the FTTH network in Thailand hereinafter referred to as “the Network” and as described in the Contract to deploy the Network within the Kingdom of Thailand hereinafter referred to as “the Principal Contract” with the contract No. WNC-FHI-HTT-01/2009 WNC FTTH PROJECT;and.E WHEREAS the Lender has agreed to grant to the Borrower the credit facility to finance the first phase of deployment of the said Network in Thailand under the terms and conditions hereunder provided, by means of its equipment, implementation and services. NOW THEREFORE , IN CONSIDERATION OF THE PREMISES AND COVENANTS DESCRIBED HEREINAFTER, THE PARTIES AGREE AS FOLLOWS:1. Definitions:For the purpose of this Agreement, the definitions set forth in this section shall apply to the respective terms when employed both in singular and plural forms:The following phrases and words used in this Agreement shall have the following meanings:1.1 Agreement means this agreement including amendments, modifications and supplements hereto or any part thereof (including any Exhibits or Schedules) pursuant to the terms of this Agreement, provided all such exhibits, amendments, modifications and supplements are reduced to writing and signed by both the Lender and the Borrower.1.2 “Principal Contract” means the Contract No. WNC-FHI-HTT-01/2009 WNC FTTH PROJECT to deploy a FTTH Network within the Kingdom of Thailand between the Lender and the Borrower. 1.3 “Contract Value” means the cost of the Contract Equipment and Services. The total Contract Value shall be split into 4 phases as stipulated in the Principal Contract.1.4 “Effective Date” means the date on which this Agreement is duly executed by the parties hereto this Agreement is signed by the parties.1.5 “Grace Period” shall be commenced from the shipment date of supply for the WNC FTTH Project-Phase I.1.6 “The Credit Facility” means 70% of the contract value of Phase I. The credit facility shall be up to the sum of USD 64,827,445.00 (SAY US DOLLARS SIXTY-FOUR MILLION EIGHT HUNDRED AND TWENTY-SEVEN THOUSAND FOUR HUNDRED AND FORTY-FIVE ONLY). 1.7 “Delivery Point” means the customs facility in Thailand mutually agreed upon by the parties.1.8 “Project” shall mean the purpose or undertaking for which the credit facility is granted, as described in this Agreement or as maybe amended from time to time.1.9 “Lien” includes charges, pledges, mortgages, privileges, priorities, encumbrances or securities of any kind.2. The Credit Facility: 2.1 The Credit Facility: The Credit Facility shall be available upon terms and conditions set forth in this Agreement, the Financial Proposal, and the Principal Contract.2.2 The Lender has agreed to grant to the Borrower the principal amount of USD 64,827,445.00 (SAY US DOLLARS SIXTY-FOUR MILLION EIGHT HUNDRED AND TWENTY-SEVEN THOUSAND FOUR HUNDRED AND FORTY-FIVE ONLY) for the purpose of financing for partial cost of deployment of the Network in accordance with the Principal Contract and Annexure thereto or s