COSAN S. A. INDÚSTRIA E COMÉRCIO, a company organized and existing under the laws of Brazil, with its head office at Avenida Presidente Jxxxxxxxx Xxxxxxxxxx nº 1327, 4º andar, sala 01, Bairro Vila Nova Conceição, enrolled with the Brazilian tax registry under No. 50.746.577/0001-15 (“Cosan”);
COSAN S. A., a corporation organized and existing according to the laws of Brazil, with headquarters in the City of São Paulo, State of São Paulo, at Xxxxxxx Xxxxxxxxxx Xxxxx Xxxx, 4100, 16th floor, room 1, Itaim Bibi, CEP 04538-132, enrolled with the Brazilian tax registry under No.50.746.577/0001-15, with its Byelaws registered at Commercial Registry of the State of São Paulo under NIRE 00.000.000.000, herein represented by its authorized undersigned legal representatives, hereinafter referred to as “COSAN S.A.”;
COSAN S. A. INDÚSTRIA )
COSAN S. A.’s proportional interest in each of Raízen Energia S.A.’s and Raízen Combustíveis S.A.’s EBITDA, as each such item is reported on the most recent consolidated financial statements delivered by the Company to the Trustee and prepared in accordance with IFRS. For the avoidance of doubt, each of (i) Cosan Logística S.A., (ii) Rumo S.A. and (iii) any Persons in which Cosan Logística S.A. or Rumo S.A. has a direct or indirect interest, in each case, irrespective of whether any such Person is consolidated by the Company, are included in the calculation of Adjusted EBITDA. The Company’s proportional interest in Raízen Energia S.A. and Raízen Combustíveis S.A. and their respective Subsidiaries shall be included in the calculation of Adjusted EBITDA. While Adjusted EBITDA of Raízen Energia S.A. and Raízen Combustíveis S.A. and their respective Subsidiaries has been considered on a proportional interest base method, any eventual equity pick up from such entities during the same period shall be excluded, to avoid duplication. For avoidance of doubt, in calculating Adjusted EBITDA, the Company will deem any reported income/expense as a recurring item unless the item is greater than U.S.$50.0 million, in which case, the Company will make a good faith determination on an item-by-item basis as to whether it is recurring.
COSAN S. A., Cosan Investimentos, Shell and the Company are hereinafter referred to together as the “Parties” and individually as “Party”.
COSAN S. A., a company (sociedade por ações) organized under the laws of the Federative Republic of Brazil, enrolled with the Brazilian Taxpayers’ Registry (CNPJ/MF) under No. 50.746.577/0001-15, with head offices at Av. Xxxxxxxxxx Xxxxx Xxxx, No. 4,100, 16th floor, suite 01, ZIP CODE 04.538-132, in the City of São Paulo, State of São Paulo, Brazil (“Controlling Shareholder”); and
COSAN S. A., Cosan Nove, Shell and the Company are hereinafter referred to together as the “Parties” and individually as “Party”.
COSAN S. A.’s proportional interest in Xxxxxx X.X.’s EBITDA and any equity pick-up in any entity holding interests in Vale S.A.
COSAN S. A. Industria e Comercio, a Brazilian corporation (the “Parent” and, together with the Borrower, the “Loan Parties), in connection with the $450,000,000 Term Loan Agreement dated as of the date hereof (the “Term Loan Agreement”) between the Borrower, the lenders party thereto (the “Lenders”) and Mxxxxx Sxxxxxx Senior Funding, Inc. as Administrative Agent (the “Administrative Agent”). Terms used (but not defined) herein have the meanings assigned to them in the Term Loan Agreement. We have reviewed executed copies of:
COSAN S. A. INDÚSTRIA ) E COMÉRCIO )/s/ Mxxxxx Xxxxxxx Lxxx by ) Name: Mxxxxx Xxxxxxx Lxxx Title: and by ) )/s/ Mxxxxxx Xxxxxxx Xxxxxxx ) Name: Mxxxxxx Xxxxxxx Xxxxxxx Title: /s/ Dxxxxxx Xxxxxxxxx Xxxxxxxxx Name: Dxxxxxx Xxxxxxxxx Xxxxxxxxx Title: /s/ Nxxxxxxx Xxxxxx Cipelli Name: Nxxxxxxx Xxxxxx Cipelli Title: Ispagnac Participações Ltda. ) by ) /s/ Mxxxxx xx Xxxxxxxx Lxxxx Name: Mxxxxx xx Xxxxxxxx Lxxxx Title: Officer and by ) ) ) Name: Title: /s/ Dxxxxxx Xxxxxxxxx Xxxxxxxxx Name: Dxxxxxx Xxxxxxxxx Xxxxxxxxx Title: /s/ Nxxxxxxx Xxxxxx Cipelli Name: Nxxxxxxx Xxxxxx Cipelli Title: by )/s/ Mxxxxx xx Xxxxxxxx Lxxxx Name: Mxxxxx xx Xxxxxxxx Lxxxx Title: Officer and by ) ) ) Name: Title: /s/ Dxxxxxx Xxxxxxxxx Xxxxxxxxx Name: Dxxxxxx Xxxxxxxxx Xxxxxxxxx Title: /s/ Nxxxxxxx Xxxxxx Cipelli Name: Nxxxxxxx Xxxxxx Cipelli Title: The Shareholder Representatives shall:
