Exhibit 4.48

 

EXECUTION VERSION

3 May 2016

 

 

 

 

 

ALIBABA GROUP HOLDING LIMITED
  as the Company

 

THE FINANCIAL INSTITUTIONS LISTED HEREIN
  as Original Lenders

 

THE FINANCIAL INSTITUTIONS LISTED HEREIN
  as New Lenders

 

CITICORP INTERNATIONAL LIMITED
  as Agent

 




 

SYNDICATION AND
 AMENDMENT AGREEMENT
 in respect of a
 US$3,000,000,000 Facility Agreement
 dated 9 March 2016

 




 



 











 

CONTENTS

 

	
CLAUSE
    	
 
    	
PAGE
    
	
 
    	
 
    	
 
    
	
1.
    	
DEFINITIONS AND   INTERPRETATION
    	
1
    
	
2.
    	
TRANSFER BY NOVATION   AND AMENDMENTS
    	
2
    
	
3.
    	
CONSENT OF THE NEW   LENDERS
    	
5
    
	
4.
    	
CONSENTS AND WAIVERS
    	
5
    
	
5.
    	
MISCELLANEOUS
    	
5
    
	
6.
    	
GOVERNING LAW
    	
6
    
	
7.
    	
ENFORCEMENT
    	
6
    
	
SCHEDULE   1 THE PARTIES
    	
7
    
	
PART A   THE ORIGINAL LENDERS
    	
7
    
	
PART B   THE NEW LENDERS
    	
8
    
	
SCHEDULE   2 THE LENDERS
    	
9
    
	
SCHEDULE   3 EFFECTIVE DATE PARTICIPATIONS
    	
10
    
	
SCHEDULE   4 AMENDMENTS TO ORIGINAL FACILITY AGREEMENT
    	
11
    
	
SCHEDULE   5 ACCOUNT DETAILS
    	
13
    
				


 











 

THIS SYNDICATION AND AMENDMENT AGREEMENT (this Agreement) is dated 3 May 2016 and made between:

 

(1)                                 ALIBABA GROUP HOLDING LIMITED (the Company);

 

(2)                                 THE FINANCIAL INSTITUTIONS listed in Part A of Schedule 1 (The Parties) as original lenders (the Original Lenders);

 

(3)                                 THE FINANCIAL INSTITUTIONS listed in Part B of Schedule 1 (The Parties) as new lenders (the New Lenders); and

 

(4)                                 CITICORP INTERNATIONAL LIMITED as facility agent of the Finance Parties (other than itself) (the Agent).

 

WHEREAS:

 

(A)                               The Company, the Agent and the Original Lenders entered into a facility agreement dated 9 March 2016 (the Original Facility Agreement).

 

(B)                               Each Original Lender as part of syndication is transferring by way of novation certain of its Commitments, rights and obligations under the Original Facility Agreement to the New Lenders on the terms set out in this Agreement.

 

(C)                               The parties to this Agreement have agreed that on the Effective Date (as defined below) the Total Commitments under the Original Facility Agreement will be increased from US$3,000,000,000 to US$4,000,000,000 and the Original Facility Agreement shall be amended on the terms set out in this Agreement.

 

IT IS AGREED as follows:

 

1.                                      DEFINITIONS AND INTERPRETATION

 

1.1                                          In this Agreement:

 

Amended Facility Agreement means the Original Facility Agreement, as amended by this Agreement.

 

Effective Date means 5 May 2016, provided that on or before such date, the Agent has given the notification referred to in paragraph (c)(i) of Clause 2.6 (New Lenders’ participations).

 

Party means a party to this Agreement.

 

1.2                                         Save as defined in this Agreement, words and expressions defined in the Original Facility Agreement shall have the same meanings in this Agreement.

 

1.3                                         Clauses 1.2 (Construction) and 1.3 (Third Party rights) of the Original Facility Agreement shall be deemed to be incorporated into this Agreement save that references in the Original Facility Agreement to “this Agreement” shall be construed as references to this Agreement.

 

1.4                                         This Agreement constitutes a Finance Document for the purposes of the Original Facility Agreement and the Amended Facility Agreement.

 

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2.                                      TRANSFER BY NOVATION AND AMENDMENTS 

 

2.1                               Transfer by novation and amendments

 

With effect from the Effective Date:

 

(a)                                 each Original Lender shall transfer by novation in accordance with Clause 21.5 (Procedure for transfer) of the Original Facility Agreement (except to the extent amended or varied pursuant to the terms of this Agreement) all or part of its Commitment, and the corresponding rights and obligations under the Original Facility Agreement to a New Lender;

 

(b)                                 in addition to the Commitments, and the corresponding rights and obligations being transferred to the New Lenders in accordance with paragraph (a) above, the Original Lenders and the New Lenders shall provide certain additional Commitments; and

 

(c)                                  the Original Facility Agreement shall be amended as set out in Schedule 4 (Amendments to Original Facility Agreement),

 

so that on the Effective Date:

 

(i)                                each New Lender will become a Lender under the Amended Facility Agreement with the Commitment as set out in the column opposite its name in Schedule 2 (The Lenders);

 

(ii)                             each Original Lender’s Commitment shall be reduced to the respective amount set out in the column opposite its name in Schedule 2 (The Lenders);

 

(iii)                          each Party agrees that this Agreement constitutes a Transfer Certificate and consents to the New Lenders becoming Lenders under the Amended Facility Agreement;

 

(iv)                         each New Lender will become a Lender under the Amended Facility Agreement with a participation in each Loan which was made before the Effective Date and which is outstanding on the Effective Date as set out in the column opposite its name in Schedule 3 (Effective Date Participations);

 

(v)                            each Original Lender’s participation in each Loan which was made before the Effective Date and which is outstanding on the Effective Date shall be as set out in the column opposite its name in Schedule 3 (Effective Date Participations); and

 

(vi)                         the Total Commitments under the Original Facility Agreement (being US$3,000,000,000 at the date of this Agreement) shall be increased to US$4,000,000,000.

 

2.2                               Procedure for transfer by novation

 

The transfer by novation set out in paragraph (a) of Clause 2.1 (Transfer by novation and amendments) above shall take effect on the Effective Date so that:

 

(a)                                 to the extent that in Clause 2.1 (Transfer by novation and amendments) an Original Lender seeks to transfer by novation its rights and obligations under the Original

 

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Facility Agreement to a New Lender, the Company and such Original Lender shall be released from further obligations towards one another under the Finance Documents and their respective rights against one another shall be cancelled (being the Discharged Rights and Obligations);

 

(b)                                 the Company and such New Lender shall assume obligations towards one another and/or acquire rights against one another which differ from the Discharged Rights and Obligations only insofar as the Company and such New Lender have assumed and/or acquired the same in place of the Company and such Original Lender;

 

(c)                                  the Agent, such New Lender and the other Lenders shall acquire the same rights and assume the same obligations between themselves as they would have acquired and assumed had such New Lender been an Original Lender with the rights and/or obligations acquired or assumed by it as a result of the transfer by novation and to that extent the Agent and such Original Lender shall each be released from further obligations to each other under the Finance Documents; and

 

(d)                                 such New Lender shall become a party to the Amended Facility Agreement as a Lender.

 

2.3                               Amounts due on or before the Effective Date

 

Any amounts payable to the Original Lenders by the Company pursuant to any Finance Document (including, without limitation, all interest, fees and commission payable on the Effective Date) in respect of any period ending on or before the Effective Date shall be for the account of the Original Lenders and none of the New Lenders shall have any interest in, or any rights in respect of, any such amount.

 

2.4                               Limitation of responsibility of Original Lenders

 

(a)                                 On the Effective Date, each New Lender confirms to the Original Lenders that it:

 

(i)                           has received a copy of the Original Facility Agreement together with such other information as it has required in connection with the transaction contemplated under this Agreement and the Original Facility Agreement;

 

(ii)                        has made (and shall continue to make) its own independent investigation and assessment of the financial condition and affairs of the Company and its related entities in connection with its participation in this Agreement and the Original Facility Agreement and has not relied exclusively on any information provided to it by any Original Lender in connection with any Finance Document;

 

(iii)                     will continue to make its own independent appraisal of the creditworthiness of the Company and its related entities whilst any amount is or may be outstanding under the Finance Documents or any Commitment is in force; and

 

(iv)                    is a New Lender within the meaning of Clause 21.1 (Transfer by the Lenders) of the Original Facility Agreement and that it is not a Prohibited Transferee.

 

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(b)                                 Unless expressly agreed to the contrary, no Original Lender or Administrative Party makes any representation or warranty or assumes any responsibility to the New Lenders for:

 

(i)                           the legality, validity, effectiveness, adequacy or enforceability of the Finance Documents or any other documents;

 

(ii)                        the financial condition of the Company;

 

(iii)                     the performance and observance by the Company of its obligations under the Finance Documents or any other documents; or

 

(iv)                    the accuracy of any statements (whether written or oral) made in or in connection with the Finance Documents or any other document,

 

and any representations or warranties implied by law are excluded.

 

(c)                                  Nothing in any Finance Document obliges any Original Lender to:

 

(i)                           accept a re-transfer from any New Lender of any of the rights and obligations transferred by novation under this Agreement; or

 

(ii)                        support any losses directly or indirectly incurred by a New Lender by reason of the non-performance by the Company of its obligations under the Finance Documents or otherwise.

 

2.5                               Administrative Details and Account Details

 

Each New Lender confirms to the Agent that:

 

(a)                                 for the purposes of Clause 28.2 (Addresses) of the Amended Facility Agreement, its Facility Office details and address, fax number and attention details for notices are as notified in writing to the Agent prior to the date on which it becomes a Party; and

 

(b)                                 for the purposes of Clause 26.2 (Distributions by the Agent) of the Amended Facility Agreement, its account details for payments under the Finance Documents are as specified in Schedule 5 (Account details).

 

2.6                               New Lenders’ participations

 

(a)                                 On or before 5 May 2016, each New Lender shall fund the Agent’s account as the Agent has notified to the New Lenders (for the account of the Original Lenders) (such that by 12:00 noon (Hong Kong time) (the Cut-off Time) the Agent receives remittance evidence in the form of MT202 or MT103 in respect of such funding (collectively, the Remittance Evidence)) in an amount equal to their respective funded commitments as set out in the column opposite its name in Schedule 3 (Effective Date Participations) (the aggregate of such amount, the Funding Proceeds).

 

(b)                                 If, by the Cut-Off Time on 5 May 2016, the Agent has not received the Remittance Evidence in respect of all the Funding Proceeds, each of the New Lenders which has so funded in accordance with paragraph (a) above will have returned to it on the

 

4











 

immediately following Business Day that amount of the Funding Proceeds it has paid to the Agent, and no Effective Date will occur for the purposes of this Agreement.

 

(c)                                  If the Agent has received the Remittance Evidence in respect of the Funding Proceeds by the Cut-Off Time on 5 May 2016, the Agent shall:

 

 

(i)                           as soon as reasonably practicable upon such receipt, give a notification to each other Party of the completion of the steps described in paragraph (a) above; and

 

(ii)                        as soon as reasonably practicable after the giving of the notification described in paragraph (c)(i) above, make such balancing payments out of the Funding Proceeds to each Original Lender (by crediting the relevant amount into such account as the relevant Original Lender has notified to the Agent) as may be required so as to ensure that each Lender’s (including each New Lender’s and each Original Lender’s) participation in outstanding Loans as at the Effective Date shall be the amount as set out in the column opposite its name in Schedule 3 (Effective Date Participations).

 

(d)                                 For the avoidance of doubt, no Break Costs will be payable as a result of the readjustment of participations in outstanding Loans pursuant to this Agreement.

 

3.                                      CONSENT OF THE NEW LENDERS

 

Pursuant to Clause 21.7 (Existing consents and waivers) of the Original Facility Agreement, each New Lender is bound by any consent, waiver, election or decision given or made by the Original Lenders under or pursuant to any Finance Documents prior to the signing by all Parties of this Agreement.

 

4.                                      CONSENTS AND WAIVERS

 

4.1                               Consent and Waiver

 

The Company, the Original Lenders and the Agent:

 

(a)                                 consent to the New Lenders becoming Lenders; and

 

(b)                                 waive the requirements of Clause 21 (Changes to the Lenders) of the Original Facility Agreement for the purposes of this Agreement and for the transfer by novation effected pursuant to this Agreement.

 

4.2                               Agent’s Waiver

 

The Agent waives the requirement for the payment of the fee referred to in Clause 21.3 (Transfer fee) of the Original Facility Agreement in respect of the transfers by novation effected pursuant to this Agreement.

 

5.                                      MISCELLANEOUS

 

5.1                               This Agreement is a Finance Document.

 

5.2                               This Agreement may be executed in any number of counterparts and all of such counterparts taken together shall be deemed to constitute one and the same instrument.

 

5











 

5.3                               The provisions of the Original Facility Agreement and the other Finance Documents shall, save as amended by this Agreement, continue in full force and effect.

 

6.                                      GOVERNING LAW

 

This Agreement and any non-contractual obligations arising out of or in connection with it are governed by English law.

 

7.                                      ENFORCEMENT

 

7.1          The courts of England have exclusive jurisdiction to settle any dispute arising out of or in connection with this Agreement (including any dispute to any non-contractual obligations arising from or in connection with this Agreement and any dispute relating to the existence, validity or termination of this Agreement) (a Dispute).

 

7.2                               The Parties agree that the courts of England are the most appropriate and convenient courts to settle Disputes and accordingly no Party will argue to the contrary.

 

7.3                               This Clause 7 is for the benefit of the Finance Parties only. As a result, no Finance Party shall be prevented from taking proceedings relating to a Dispute in any other courts with jurisdiction. To the extent allowed by law, the Finance Parties may take concurrent proceedings in any number of jurisdictions.

 

This Agreement has been entered into on the date stated at the beginning of this Agreement.

 

6











 

SCHEDULE 1

 

THE PARTIES

 

Part A
 THE ORIGINAL LENDERS

 

Australia and New Zealand Banking Group Limited


 Citibank N.A., Hong Kong Branch


 Credit Suisse AG, Singapore Branch


 Deutsche Bank AG, Singapore Branch


 Goldman Sachs Bank USA


 Goldman Sachs International Bank


 JPMorgan Chase Bank, N.A., Hong Kong Branch


 Mizuho Bank, Ltd., Hong Kong Branch


 Morgan Stanley Bank, N.A.

 

7











 

Part B
 THE NEW LENDERS

 

Wing Lung Bank, Limited

 

China Construction Bank (Asia) Corporation Limited


 Bank of China Limited Macau Branch


 Industrial and Commercial Bank of China (Asia) Limited


 Bank of Communications Co., Ltd (Acting through its Offshore Banking Unit)


 Bank of Communications Co., Ltd. Hong Kong Branch


 China Merchants Bank Co., Ltd., Hong Kong Branch


 China Merchants Bank Co.,Ltd, Off-Shore Banking Center


 DBS BANK LTD.

 

Nanyang Commercial Bank, Limited

 

Standard Chartered Bank (Hong Kong) Limited


 The Bank of East Asia, Limited ()


 Wells Fargo Bank, National Association


 Hang Seng Bank Limited

 

Bank of Communications Co., Ltd. Macau Branch


 KGI Bank

 

Sumitomo Mitsui Banking Corporation


 Cathay United Bank

 

Mega International Commercial Bank Co., Ltd., Offshore Banking Branch


 Taishin International Bank

 

8









 

SCHEDULE 2

 

THE LENDERS

 

9











 

SCHEDULE 3

 

EFFECTIVE DATE PARTICIPATIONS

 

10











 

SCHEDULE 4

 

AMENDMENTS TO ORIGINAL FACILITY AGREEMENT

 

(a)                                 Clause 1.1   (Definitions) is amended as follows:

 

(i)                  the following new definitions shall be added:

 

““Increased Commitments” means the difference between the Total Commitments as of the Upsize Effective Date and the Original Commitments.

 

“Original Commitments” means the Total Commitments as of the date of this Agreement, being US$3,000,000,000.

 

“Syndication and Amendment Agreement” means the syndication and amendment agreement between (among others) the Company, the Original Lenders and the Agent.

 

“Upsize Effective Date” means 5 May 2016.”

 

(ii)                    the definition of “Availability Period” shall be deleted and replaced in its entirety with the following:

 

““Availability Period” means:

 

(a)                                 in respect of the Original Commitments, the period from and including the date of this Agreement to and including the date falling three (3) months after the date of this Agreement; and

 

(b)                                 in respect of the Increased Commitments, the period from and including the Upsize Effective Date to and including the date falling three (3) months after the Upsize Effective Date.”

 

(iii)                     the definition of “Total Commitments” shall be deleted and replaced in its entirety with the following:

 

““Total Commitments” means the aggregate of the Commitments (being US$3,000,000,000 at the date of this Agreement and US$4,000,000,000 at the Upsize Effective Date).”

 

(iv)                    the definition of “Commitment” shall be deleted and replaced in its entirety with the following:

 

““Commitment” means:

 

(a)                                 in relation to an Original Lender, (i) the amount set opposite its name under the heading Commitment in (at any time prior to occurrence of the Upsize Effective Date) Schedule 1 (The Original Lenders) or (with effect from the occurrence of the Upsize Effective Date) Schedule 2 (The Lenders) to the Syndication and Amendment Agreement and (ii) the amount of any other Commitment transferred to it under this Agreement or assumed by it in accordance with

 

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Clause 2.2 (Increase) or Clause 2.3 (Additional Commitments); and

 

(b)                                 in relation to any other Lender, the amount of any Commitment transferred to it under this Agreement or assumed by it in accordance with Clause 2.2 (Increase) or Clause 2.3 (Additional Commitments) or the Syndication and Amendment Agreement,

 

to the extent not cancelled, reduced or transferred by it under this Agreement.”

 

(b)                                 The following new paragraph (a)(v) shall be added in Clause 1.2 (Construction) and the subsequent paragraphs shall be renumbered accordingly:

 

“(v)                           “the date of this Agreement” is a reference to 9 March 2016;”

 

(c)                                  Paragraph (a) of Clause 11.1 (Commitment fee) shall be deleted and replaced in its entirety with the following:

 

“(a)                           The Company shall pay to the Agent (for the account of each Lender) a fee in US Dollars computed and accruing on a daily basis with effect from (but excluding) the date falling 45 days after the Upsize Effective Date (the “Commitment Fee Commencement Date”) at 0.25 per cent. per annum on that Lender’s Available Commitment for the Availability Period of the Increased Commitments at close of business (in New York) on each day of such Availability Period falling after the Commitment Fee Commencement Date (or, if any such day shall not be a Business Day, at such close of business on the immediately preceding Business Day).”

 

(d)                                 The phrase “the giving of notice of the lapse of time” shall be replaced by the phrase “the giving of notice or the lapse of time” in Clause 18.4 (Notification of default).

 

(e)                                  The phrase “on the due for payment” shall be replaced by the phrase “on the due date for payment” in the last sentence of paragraph (a) of Clause 26.5 (Impaired Agent).

 

(f)                                   The paragraph reference “(ii)” shall be replaced by the paragraph reference “(i)” in paragraph (a)(ii) of Clause 26.6 (Partial payments).

 

12









 

SCHEDULE 5

 

ACCOUNT DETAILS

 

13









 

SIGNATURE PAGES

 

The Company

 

ALIBABA GROUP HOLDING LIMITED

 

	
By:
    	
 
    
	
 
    	

    
	
 
    	
 
    
	
Name: 
    	
Timothy Alexander Steinert
    
	
Title: 
    	
Authorized Signatory
    


 

[Signature Page to the Syndication and Amendment Agreement]

 











 

The Original Lenders

 

AUSTRALIA AND NEW ZEALAND BANKING GROUP LIMITED

 

	
By:
    	
 
    	
 
    
	
 
    	

    	
 
    	

    
	
 
    	
Chris RACITI
    	
 
    	
Elizabeth Davies
    
	
 
    	
Head of North &   North-East Asia
    	
 
    	
Head of Loans Structuring & Execution,   Asia
    
	
 
    	
Loan Syndications
    	
 
    	
 
    


 

[Signature Page to the Syndication and Amendment Agreement]

 











 

CITIBANK, N.A., HONG KONG BRANCH

 

	
By: 
    	

    	
Asghar   Ali
    	
 
    


 

[Signature Page to the Syndication and Amendment Agreement]

 











 

CREDIT SUISSE AG, SINGAPORE BRANCH 

 

	
By:
    	

    	

    
	
Colin Rice
    	
Andrea Woo 
    
	
Director 
   General Counsel Division
    	
Director
    


 

[Signature Page to the Syndication and Amendment Agreement]

 











 

DEUTSCHE BANK AG, SINGAPORE BRANCH

 

	
By:
    	

    	

    
	
 
    	
 
    
	
 
    	
 
    	
Ananda Chakravorty
    
	
 
    	
 
    	
Managing Director
    


 

[Signature Page to the Syndication and Amendment Agreement]

 











 

GOLDMAN SACHS BANK USA

 

	
By:
    	

    	
 
    
	
 
    	
Rebecca  Kratz
    	
 
    
	
 
    	
Authorized Signatory
    	
 
    
				


 

[Signature Page to the Syndication and Amendment Agreement]

 











 

GOLDMAN SACHS INTERNATIONAL BANK

 

	
By:
    	

    	
 
    


 

[Signature Page to the Syndication and Amendment Agreement]

 











 

JPMORGAN CHASE BANK, N.A., HONG KONG BRANCH

 

	
By:
    	

    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
Neha Rastogi 
    	
 
    
	
 
    	
Executive Director
    	
 
    


 

[Signature Page to the Syndication and Amendment Agreement]

 











 

MIZUHO BANK, LTD., HONG KONG BRANCH

 

	
By:
    	

    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
Davis Chai
    	
 
    
	
 
    	
Senior Deputy   General Manager
    	
 
    


 

[Signature Page to the Syndication and Amendment Agreement]

 











 

MORGAN STANLEY BANK, N.A.

 

	
By:
    	

    	
 
    
	
Name:
    	
Michael King
    	
 
    
	
Title:
    	
Authorized Signatory
    	
 
    


 

[Signature Page to the Syndication and Amendment Agreement]

 









 

The New Lenders

 

WING LUNG BANK, LIMITED 

 

	
By: 
    	
 
    
	
 
    	

    	

    
	
 
    	
Wilson He
    	
 
    	
Boris Liu
    
	
 
    	
Department Head
    	
 
    	
Syndication Head
    
	
 
    	
Corporate Banking Department
    	
 
    


 

[Signature Page to the Syndication and Amendment Agreement]

 











 

CHINA CONSTRUCTION BANK (ASIA) CORPORATION LIMITED

 

	
By:
    	
 
    
	

    	

    
	
1831 MA, Ivan Siu-Wah
    	
 
    
	
 
    	
Benny Ha
    
	
 
    	
General Manager   of CBDI
    


 

[Signature Page to the Syndication and Amendment Agreement]

 











 

BANK OF CHINA LIMITED MACAU BRANCH

 

	
By:
    	

    


 

[Signature Page to the Syndication and Amendment Agreement]

 











 

INDUSTRIAL AND COMMERCIAL BANK OF CHINA (ASIA) LIMITED 

 

	
By:
    
	
 
    	

    	

    
	
 
    	
CHOI, Mau Keung
    	
Ms. Wong Wing Nar
    


 

[Signature Page to the Syndication and Amendment Agreement]

 











 

BANK OF COMMUNICATIONS CO., LTD (ACTING THROUGH ITS OFFSHORE BANKING UNIT)

 

	
By:
    	
 
    
	
 
    	

    


 

[Signature Page to the Syndication and Amendment Agreement]

 











 

BANK OF COMMUNICATIONS CO., LTD. HONG KONG BRANCH

 

	
By:
    	
 
    	
 
    
	
 
    	

    	

    
	
CHEN BUN (A118)
    	
YIP YEE LEUNG (A060)
    


 

[Signature Page to the Syndication and Amendment Agreement]

 











 

CHINA MERCHANTS BANK CO., LTD., HONG KONG BRANCH 

 

	
By:
    	
 
    
	
 
    	

    


 

[Signature Page to the Syndication and Amendment Agreement]

 











 

CHINA MERCHANTS BANK CO.,LTD, OFF-SHORE BANKING CENTER

 

	
By:
    	
 
    
	
 
    	

    


 

[Signature Page to the Syndication and Amendment Agreement]

 











 

DBS BANK LTD.

 

	
By:
    	
 
    	
 
    
	
 
    	

    	
Heng Yeow Khing
   Managing Director
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
				


 

[Signature Page to the Syndication and Amendment Agreement]

 











 

NANYANG COMMERCIAL BANK, LIMITED 

 

	
By:
    	
 
    	
 
    
	
 
    	

    	
 
    


 

[Signature Page to the Syndication and Amendment Agreement]

 









 

STANDARD CHARTERED BANK (HONG KONG) LIMITED 

 

	
By:
    
	
 
    	

    
	
 
    
	
Lewis Wong
    
	
Managing   Director & Regional Head,
    
	
Loan   Syndications, G C & NEA
    
	
Corporate   Finance
    


 

[Signature Page to the Syndication and Amendment Agreement]

 











 

THE BANK OF EAST ASIA, LIMITED 

 

	
By:
    	
 
    	
 
    
	
 
    	

    	

    
	
 
    	
Christine Wong
    	
Fanny Mok
    


 

[Signature Page to the Syndication and Amendment Agreement]

 











 

WELLS FARGO BANK, NATIONAL ASSOCIATION 

 

	
By:
    	
 
    
	
 
    	

    
	
 
    	
John C. Gough 
    
	
 
    	
Senior Vice   President
    


 

[Signature Page to the Syndication and Amendment Agreement]

 











 

HANG SENG BANK LIMITED

 

	
By:
    	
 
    
	
 
    	

    	
 
    


 

[Signature Page to the Syndication and Amendment Agreement]

 











 

BANK OF COMMUNICATIONS CO., LTD. MACAU BRANCH 

 

	
By:
    	
 
    
	
 
    	

    
	
 
    	
 
    


 

[Signature Page to the Syndication and Amendment Agreement]

 











 

	
KGI   BANK 
    
	
 
    
	
By:
    	
 
    	
 
    
	
 
    	

    	
 
    
	
Name:
    	
Jean Wu
    	
 
    
	
Title:
    	
Executive Vice President
    	
 
    


 

[Signature Page to the Syndication and Amendment Agreement]

 











 

SUMITOMO MITSUI BANKING CORPORATION 

 

	
By:
    	
 
    	
 
    
	
 
    	

    	
 
    


 

[Signature Page to the Syndication and Amendment Agreement]

 











 

CATHAY UNITED BANK 

 

	
By:
    	
 
    
	
 
    	

    


 

[Signature Page to the Syndication and Amendment Agreement]

 









 

MEGA INTERNATIONAL COMMERCIAL BANK CO., LTD., OFFSHORE BANKING BRANCH

 

	
By:
    	
 
    	
 
    
	

    	
 
    
	
Name:
    	
Yen Chen 
    	
 
    
	
Title: 
    	
SVP & GM
    	
 
    


 

[Signature Page to the Syndication and Amendment Agreement]

 











 

TAISHIN INTERNATIONAL BANK

 

	
By:
    	

    


 

[Signature Page to the Syndication and Amendment Agreement]

 











 

The Agent

 

CITICORP INTERNATIONAL LIMITED

 

	
 
    	
 
    	
 
    
	
By:
    	

    	
 
    
	
 
    	
Terence Yeng
    	
 
    
	
 
    	
Vice President
    	
 
    


 

[Signature Page to the Syndication and Amendment Agreement]