Exhibit 10.3


 


 


 


Far Eastern International
Bank


 


Credit Terms / Financial Transaction
Terms Agreement


(exclusively for corporate finance purpose)


 


 


Customer: Prime World International Holding Ltd. Taiwan
Branch


 


 


Agreement No.: _____________________________


 


 


Credit Line: NTD 80,000,000


 


 


Term of Agreement: From April 11th, 2019 to
April 11th, 2020


 


 


First utilization date: Before July 10th, 2019


 


 


Regional
Supervisor:__________ Business Supervisor:__________ Handling Officer:__________


 


 



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Credit Terms / Financial Transaction
Terms Agreement


 


 


This Agreement is made by and between the following parties:


 


Prime World International Holding Ltd. Taiwan Branch
(the “Customer”)


 


Far Eastern International Bank Co., Ltd. (“FEIB”)


 


With reference to the Customer's application for loan / financial
transaction service to FEIB, the Customer has requested and has further signed a


 


□Comprehensive
Credit Facilities Master Agreement / □Comprehensive Financial Transaction Agreement /□ISDA. The Customer agree that
aforementioned master agreement provides the general terms and conditions governing the financial transactions between the Customer.
The Customer also agrees that without violating the nature of the transactions contemplated by this Agreement and applicable laws
and regulations of the competent authority of FEIB, FEIB may, upon the application of the Customer, exchange New Taiwan Dollars
for foreign currency in the equivalent amount and vice versa for disbursement of loans, at the spot selling rate then posted by
FEIB as the exchange rate unless otherwise stipulated, while the relevant terms and conditions financial transactions. Now, therefore,
the parties hereby agree as follows. However, if FEIB does not approve the commitment fees or fails to receive the approved commitment
fees on schedule, or the creditworthiness of the Customer deteriorates or likely to deteriorate, FEIB may cancel any undrawn amount
at any time and the Customer shall raise no objection.


 


Loan and Financial Transaction Terms and Conditions (for the
purposes of this section, “the Bank” refers to FEIB):


 


		I.	Credit Type and Facility



Short-term comprehensive credit line NTD 80,000,000
only (or equivalent in other currency), which includes the following types and their respective limits:


		A.	Short-term loan: NTD 80,000,000 only



		B.	Guarantees of commercial promissory notes: NTD 80,000,000 only



		C.	Import financing: NTD 80,000,000 only (or equivalent in other currency)



		D.	Export financing: NTD 80,000,000 only (or equivalent in other currency)
	 	 	 



		II.	Credit Period



		1.	The credit period will remain effective one (1) year from the signing date of this agreement. Utilization shall be made within
one year after the signing date of the agreement; provided, that the signing of the agreement shall be made within 90 days after
the date of approval [of the facility] and that first utilization shall be made within 90 days after the signing date of the agreement.
The Bank is entitled to reject any request if the above deadline is not met.



		2.	Each utilization shall be repaid within 180 days.
	 	 	 



 


 






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		III.	Interest Rates and Service Fees



		1.	Credit line establishment fee: 0.25% of the credit line; charged upon the first time of utilization.



		2.	With respect to NTD, the interest will bear at a rate equal to the Bank’s published one-year fixed term time deposits
rate plus 0.655% and calculated by a floating rate, with margin to be adjusted every three months and may be negotiated on a case-by-case
basis based on the Bank’s funding status.



		3.	With respect to US Dollars, interest rate shall be TAIFX3 for a period equal to the term of the utilization or the next longer
tenor for which rates are quoted, plus 0.7% (tax cost may extra be charged), with margin to be adjusted every three months and
may be negotiated on a case-by-case basis based on the Bank’s funding status.



		4.	Annual Guarantee Handling Fee: 0.8%; calculated according to the actual number of days; charged at the beginning of the period.



		5.	With respect to the issuance of letters of credit, a period of three months is regarded as one term. The service fee for the
first term is 0.1%. The service fee for the second term is halved.



		6.	The interest of other foreign currencies may be negotiated on a case-by-case basis based on the Bank’s funding cost.



 


		IV.	Utilization



		1.	May be utilized on a revolving basis.



		2.	For Section I. C (Import financing) and D (Export financing), loans will be fully issued and utilized when INVOICE or other
related documents are provided.



 


		V.	Repayment



		1.	For Section I. A (Short-term loan), the interest is paid monthly and the principal shall be repaid upon maturity.



		2.	For Section I. B (Guarantees of commercial promissory notes) shall be repaid upon maturity.



		3.	For Section I. C (Import financing) and D (Export financing), the principal and interest shall be repaid upon maturity.



 


		VI.	Line of Credit Promissory Note



The Borrower shall issue a promissory note in the
amount of the facility extended hereunder and deliver same to the Bank.


 


		VII.	Others






 


		1.	The Borrower‘s headquarters company, Prime World International
Holdings., Ltd., shall provide a document to certify their consent on the loan request of the Borrower.



		2.	The Borrower‘s parent company, Applied Optoelectronics,
Inc., shall issue a Letter of Support.



		3.	Other matters not mentioned herein shall be governed by the Bank's stipulations on credit granting.



 


 


 






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	Date of verification	Place of verification	
        Verified by

        (signature)

	April 11th, 2019	No.18, Gong 4th Rd., Gong’er Industrial Park, Linkou Dist., New Taipei City	 
	 	 	 
	 	 	 
	 	 	 
	 	 	 
	 	 	 


 


Signed by:


 


Far Eastern International Bank:


 


Representative:


 


Company I.D.:


 


Address:


 


Fax No.:


 


 


Customer: Prime World International
Holding Ltd. Taiwan Branch (Registered seal and signature affixed in person)


 


Representative: Lin, Chih-Hsiang


 


Company I.D.:28410552


 


Address: No.18, Gong 4th Rd., Gong’er Industrial Park,
Linkou Dist., New Taipei City


 


Fax no.:


 


 


Customer:
(Registered seal and signature affixed in person)


 


Representative:


 


Company I.D.:


 


Address:


 


Fax no.:


 


 


 


 






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Customer and Security Provider:


(Registered
seal and signature affixed in person) 


 


Representative:


 


Company I.D.:


 


Address:


 


Fax no.:


 


 


Customer and Security Provider:


(Registered
seal and signature affixed in person) 


 


Representative:


 


Company I.D.:


 


Address:


 


Fax no.:


 


 


Security
Provider: (Registered seal and signature affixed in person)


 


Representative:


 


Company I.D.:


 


Address:


 


Fax no.:


 


 


Security
Provider: (Registered seal and signature affixed in person)


 


Representative:


 


Company I.D.:


 


Address:


 


Fax no.:


 


 


 


 






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	Note 1:	If a party to this Agreement is a minor or other person without full legal capacity, this Agreement shall be signed in person
by his legal representative.




 


	Note 2:	For the purposes of this Agreement, the security provider refers to a person providing security other than in the form of such
negotiable securities as stocks, bonds, certificates of deposit, or beneficial certificates. Persons providing security in the
form of such negotiable securities as stocks, bonds, certificates of deposit, or beneficial certificates shall submit a security
provision agreement as required.




 


	Note 3:	For the resolution of disputes and avenues of complaints arising out of this Agreement, please refer to the FEIB website.




 


 


 


 


Date: April 11th, 2019


 


 


 


 






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