Common use of Conditions of the Bond Issue Clause in Contracts

Conditions of the Bond Issue. The Bond Issue was subject to a limited number of customary conditions for this type of transaction (which are listed and defined in the Placement Agreement) and negotiated between the Joint Lead Managers and the Issuer, including the terms of the best effort obligation of the Joint Lead Managers to place the Bonds with investors at the issue price. Furthermore, the Placement Agreement provided that the Joint Lead Managers had the right to immediately terminate their obligations in the following events: (a) the occurrence of a change in national or international financial, political or economic conditions or currency exchange rates or exchange controls as would in the reasonable opinion of the Joint Lead Managers acting in good faith be likely to prejudice the success of the Bond Issue or the placement of the Bonds; (b) the occurrence of a Material Adverse Change (as defined in the Placement Agreement) which, in the reasonable judgment of the Joint Lead Managers acting in good faith, made it impracticable or inadvisable to conduct the placement of the Bonds in the manner contemplated in the Placement Agreement, or (c) a breach by the Issuer of any provision of the Placement Agreement or of the Terms and Conditions of the Bonds or any event rendering untrue or incorrect any of the warranties or representations contained in the Placement Agreement which, in the reasonable opinion of the Joint Lead Managers acting in good faith, would have been likely to prejudice the success of the Bond Issue or the placement of the Bonds. If the conditions for the Bond Issue were not fulfilled by the Issue Date, the Bonds would not be issued. In this event, any amounts paid for the subscription of the Bonds would have been repaid to the investors no later than 7 (seven) Business Days after the date set as the Issue Date. The investors could not claim any interest on these amounts. The Bond Issue and the obligations of the Joint Lead Managers could also be terminated if the conditions of the Bond Issue, as agreed between the Joint Lead Managers and the Issuer under the Placement Agreement, were not met.

Conditions of the Bond Issue. ‌ The Bond Issue was subject to a limited number of customary conditions for this type of transaction (which are listed and defined in the Placement Agreement) and negotiated between the Joint Lead Managers and the Issuer, including the terms of the best effort obligation of the Joint Lead Managers to place the Bonds with investors at the issue price. Furthermore, the Placement Agreement provided that the Joint Lead Managers had the right to immediately terminate their obligations in the following events: (a) the occurrence of a change in national or international financial, political or economic conditions or currency exchange rates or exchange controls as would in the reasonable opinion of the Joint Lead Managers acting in good faith be likely to prejudice the success of the Bond Issue or the placement of the Bonds; (b) the occurrence of a Material Adverse Change (as defined in the Placement Agreement) which, in the reasonable judgment of the Joint Lead Managers acting in good faith, made it impracticable or inadvisable to conduct the placement of the Bonds in the manner contemplated in the Placement Agreement, or (c) a breach by the Issuer of any provision of the Placement Agreement or of the Terms and Conditions of the Bonds or any event rendering untrue or incorrect any of the warranties or representations contained in the Placement Agreement which, in the reasonable opinion of the Joint Lead Managers acting in good faith, would have been likely to prejudice the success of the Bond Issue or the placement of the Bonds. If the conditions for the Bond Issue were not fulfilled by the Issue Date, the Bonds would not be issued. In this event, any amounts paid for the subscription of the Bonds would have been repaid to the investors no later than 7 (seven) Business Days after the date set as the Issue Date. The investors could not claim any interest on these amounts. The Bond Issue and the obligations of the Joint Lead Managers could also be terminated if the conditions of the Bond Issue, as agreed between the Joint Lead Managers and the Issuer under the Placement Agreement, were not met.