Common use of Vendor Note Documents Clause in Contracts

Vendor Note Documents. (a) A copy of the Vendor Note executed by the parties to it. (b) Evidence (in the form of applicable bank statements or written confirmation from the applicable account bank(s)) that the aggregate of: (i) the U.S. dollar equivalent (determined using the Exchange Rate (as defined in the Merger Agreement) applied in paragraph (e) of Section 7.02 of the Merger Agreement) of the aggregate balance standing to the credit of each Onshore VLN Account (after deducting any PRC withholding Tax that would apply if such balance were paid to Giant HK by way of dividends from WFOE (Zhengtu) or, as applicable, WFOE (Zhengduo)); (ii) the aggregate balance standing to the credit of the Offshore VLN Account; and (iii) the U.S. dollar equivalent of the aggregate balance standing to the credit of the Onshore VLN Retention Accounts. is not less than the Vendor Note Amount. (c) A copy of the Vendor Note Subordination Deed executed by the parties thereto (together with customary legal opinion in respect of the capacity, power, authority and legal personality of the Vendor Note Lender and the enforceability, legality and validity of obligations under the Vendor Note Subordination Deed).