13. Certain Defined Terms. For purposes of this Agreement,
(i) except where otherwise expressly provided, the term affiliate has the meaning set forth in Rule 405 under the Securities Act; (ii) the term business day means any day other than a day on which
banks are permitted or required to be closed in New York City; and (iii) the term subsidiary has the meaning set forth in Rule 405 under the Securities Act.
(a) Authority of the Representatives. Any action by the Underwriters hereunder may be taken by the
Representatives on behalf of the Underwriters, and any such action taken by the Representatives shall be binding upon the Underwriters.
(b) Notices. Except for any communication under Section 4(l), all notices and other communications
hereunder shall be in writing and shall be deemed to have been duly given if mailed or transmitted and confirmed by any standard form of telecommunication. Notices to the Underwriters shall be given to the Representatives at:
Goldman Sachs (Asia) L.L.C.
68/F, Cheung Kong Center
Queens Road Central
Facsimile: +852 2978 0440
Attention: Credit Capital Markets
J.P. Morgan Securities LLC
383 Madison Avenue
York, New York 10179
Facsimile: +1 212 834 6081
Attention: Investment Grade Finance Syndicate Desk 3rd floor
with a copy to:
Securities (Asia Pacific) Limited
28/F, Chater House
8 Connaught Road Central
Facsimile: +852 2877 0736
Attention: Head of Debt Syndicate
the Company shall be given to it at:
No. 10 Shangdi
Haidian District, Beijing 100085
The Peoples Republic of China
Facsimile: +86 10 5992 0000
(c) Governing Law. This Agreement and any claim, controversy or dispute arising under or related to this
Agreement shall be governed by and construed in accordance with the laws of the State of New York.