Common use of Determination of Multipliers Clause in Contracts

Determination of Multipliers. The Note Issuer has requested that HSBC Bank USA, N.A. delays the determination of the multipliers to be included in the Note, the Note Indenture and the Offering Memorandum with respect to the Yen Rate of the Note in order to increase the likelihood of optimal pricing of the Note for the Note Issuer. The Note Issuer shall cause HSBC Bank USA, N.A. to determine such multipliers in its discretion, in consultation with the Note Issuer, prior to the opening of business New York City time on May 8, 2007, based on market pricing for HSBC Bank USA, N.A.’s hedging activities relating to Extinguishable Cross-Currency Swap. The Note Issuer agrees that the multipliers determined by HSBC Bank USA, N.A. shall be binding on the Note Issuer regardless of their amount and acknowledges that it understands, and has agreed to bear, the market risks relating to the determination of these multipliers. If the foregoing is in accordance with your understanding, please indicate your acceptance of this Agreement by signing in the space provided below. Very truly yours, C10-EUR CAPITAL (SPV) LIMITED By /s/ Xxxxxxx Xxx Name: Xxxxxxx Xxx Title: Authorised Signatory for Ogier Managers (BVI) Limited, Director CEMEX, S.A.B. de C.V. By /s/ Xxxxxxx Xxxxxxx Name: Xxxxxxx Xxxxxxx Title: Chief Financial Officer CEMEX MÉXICO, S.A. de C.V. By /s/ Xxxxxxx Xxxxxxx Name: Xxxxxxx Xxxxxxx Title: Chief Financial Officer NEW SUNWARD HOLDING B.V. By s/ Xxxx Xxxxxxx Urionabarrenechea Güenechea Name: Xxxx Xxxxxxx Urionabarrenechea Güenechea Title: Attorney-in-Fact 40 NEW SUNWARD HOLDING FINANCIAL VENTURES B.V. By /s/ Xxxx Xxxxxxx Urionabarrenechea Güenechea Name: Xxxx Xxxxxxx Urionabarrenechea Güenechea Title: Attorney-in-Fact Accepted: May 3, 2007 BARCLAYS BANK PLC By__/s/ Xxxx Craven_____________ Name: Xxxx Xxxxxx Title: Authorized Signatory

Determination of Multipliers. The Note Issuer has requested that HSBC Bank USAJPMorgan Chase Bank, N.A. delays ("JPMCB") delay the determination of the multipliers to be included in the Note, the Note Indenture and the Offering Memorandum with respect to the Yen Rate (as defined in the Preliminary Offering Memorandum) of the Note in order to increase the likelihood of optimal pricing of the Note for the Note Issuer. The Note Issuer JPMCB shall cause HSBC Bank USA, N.A. to determine such multipliers in its discretion, in consultation with the Note Issuer, prior to the opening close of business New York City time on May 8Wednesday, 2007December 13, 2006, based on market pricing for HSBC Bank USA, N.A.JPMCB’s hedging activities relating to Extinguishable Cross-Currency SwapSwap (as defined in the Preliminary Offering Memorandum). The Note Issuer agrees that the multipliers determined by HSBC Bank USA, N.A. JPMCB shall be binding on the Note Issuer regardless of their amount and acknowledges that it understands, and has agreed to bear, the market risks relating to the determination of these multipliers. If the foregoing is in accordance with your understanding, please indicate your acceptance of this Agreement by signing in the space provided below. Very truly yours, C10-EUR C10 CAPITAL (SPV) LIMITED By /s/ Xxxxxxx Xxx Name: Xxxxxxx Xxx Title: Authorised Signatory for Ogier Atlantic Managers (BVI) LimitedLtd, Director CEMEX, S.A.B. de C.V. By /s/ Xxxxxxx Xxxxxxx Name: Xxxxxxx Xxxxxxx Title: Chief Financial Officer Attorney-in-Fact CEMEX MÉXICO, MÉXICO S.A. de C.V. By /s/ Xxxxxxx Xxxxxxx Name: Xxxxxxx Xxxxxxx Title: Chief Financial Officer Attorney-in-Fact NEW SUNWARD HOLDING B.V. By s/ Xxxx /s/ Xxxxxxx Urionabarrenechea Güenechea Xxxxxxx Name: Xxxx Xxxxxxx Urionabarrenechea Güenechea Xxxxxxx Title: Attorney-in-Fact 40 NEW SUNWARD HOLDING FINANCIAL VENTURES B.V. By /s/ Xxxx Xxxxxxx Urionabarrenechea Güenechea Xxxxxxx Name: Xxxx Xxxxxxx Urionabarrenechea Güenechea Xxxxxxx Title: Attorney-in-Fact Accepted: May 3December 11, 2007 BARCLAYS BANK PLC By__/s/ Xxxx Craven_____________ Name: Xxxx Xxxxxx Title: Authorized Signatory2006

Determination of Multipliers. The Note Issuer has requested that HSBC Bank USAJPMorgan Chase Bank, N.A. delays ("JPMCB") delay the determination of the multipliers to be included in the Note, the Note Indenture and the Offering Memorandum with respect to the Yen Rate (as defined in the Preliminary Offering Memorandum) of the Note in order to increase the likelihood of optimal pricing of the Note for the Note Issuer. The Note Issuer JPMCB shall cause HSBC Bank USA, N.A. to determine such multipliers in its discretion, in consultation with the Note Issuer, prior to the opening close of business New York City time on May 8Wednesday, 2007December 13, 2006, based on market pricing for HSBC Bank USA, N.A.JPMCB’s hedging activities relating to Extinguishable Cross-Currency SwapSwap (as defined in the Preliminary Offering Memorandum). The Note Issuer agrees that the multipliers determined by HSBC Bank USA, N.A. JPMCB shall be binding on the Note Issuer regardless of their amount and acknowledges that it understands, and has agreed to bear, the market risks relating to the determination of these multipliers. If the foregoing is in accordance with your understanding, please indicate your acceptance of this Agreement by signing in the space provided below. Very truly yours, C10-EUR C5 CAPITAL (SPV) LIMITED By /s/ By__/s/ Xxxxxxx Xxx Name: Xxxxxxx Xxx Title: Authorised Signatory for Ogier Managers (BVI) Limited, Director CEMEX, S.A.B. de C.V. By /s/ Xxxxxxx Xxxxxxx Name: Xxxxxxx Xxxxxxx Title: Chief Financial Officer CEMEX MÉXICO, S.A. de C.V. By /s/ Xxxxxxx Xxxxxxx Name: Xxxxxxx Xxxxxxx Title: Chief Financial Officer NEW SUNWARD HOLDING B.V. By s/ Xxxx Xxxxxxx Urionabarrenechea Güenechea Name: Xxxx Xxxxxxx Urionabarrenechea Güenechea Title: Attorney-in-Fact 40 NEW SUNWARD HOLDING FINANCIAL VENTURES B.V. By /s/ Xxxx Xxxxxxx Urionabarrenechea Güenechea Name: Xxxx Xxxxxxx Urionabarrenechea Güenechea Title: Attorney-in-Fact Accepted: May 3, 2007 BARCLAYS BANK PLC By__/s/ Xxxx CravenFay________________ Name: Xxxx Xxxxxx Xxxxxxx Xxx Title: Authorized SignatoryAuthorised Signatory for Atlantic Managers Ltd, Director CEMEX, S.A.B. de C.V. By___/s/ Xxxxxxx Treviño_________ Name: Xxxxxxx Xxxxxxx Title: Attorney-in-Fact CEMEX MÉXICO S.A. de C.V. By___/s/ Xxxxxxx Treviño_________ Name: Xxxxxxx Xxxxxxx Title: Attorney-in-Fact NEW SUNWARD HOLDING B.V. By___/s/ Xxxxxxx Treviño_________ Name: Xxxxxxx Xxxxxxx Title: Attorney-in-Fact 33 NEW SUNWARD HOLDING FINANCIAL VENTURES B.V. By___/s/ Xxxxxxx Treviño_________ Name: Xxxxxxx Xxxxxxx Title: Attorney-in-Fact 34 Accepted: December 11, 2006

Determination of Multipliers. The Note Issuer has requested that HSBC Barclays Bank USA, N.A. delays PLC ("Barclays") delay the determination of the multipliers to be included in the Note, the Note Indenture and the Offering Memorandum with respect to the Yen Rate (as defined in the Preliminary Offering Memorandum) of the Note in order to increase the likelihood of optimal pricing of the Note for the Note Issuer. The Note Issuer Barclays shall cause HSBC Bank USA, N.A. to determine such multipliers in its discretion, in consultation with the Note Issuer, prior to the opening close of business New York City time on May 8February ___, 2007, based on market pricing for HSBC Bank USA, N.A.’s Barclays’ hedging activities relating to Extinguishable Cross-Currency SwapSwap (as defined in the Preliminary Offering Memorandum). The Note Issuer agrees that the multipliers determined by HSBC Bank USA, N.A. Barclays shall be binding on the Note Issuer regardless of their amount and acknowledges that it understands, and has agreed to bear, the market risks relating to the determination of these multipliers. If the foregoing is in accordance with your understanding, please indicate your acceptance of this Agreement by signing in the space provided below. Very truly yours, C10-EUR C8 CAPITAL (SPV) LIMITED By /s/ Xxxxxxx Xxx Name: Xxxxxxx Xxx Title: Authorised Signatory for Ogier Managers (BVI) Limited, Limited Director CEMEX, S.A.B. de C.V. By /s/ Xxxxxxx Xxxxxxx Name: Xxxxxxx Xxxxxxx Title: Chief Financial Officer CEMEX MÉXICO, S.A. de C.V. By /s/ Xxxxxxx Xxxxxxx Name: Xxxxxxx Xxxxxxx Title: Chief Financial Officer NEW SUNWARD HOLDING B.V. By s/ Xxxx /s/ Xxxxxxx Urionabarrenechea Güenechea Name: Xxxx Xxxxxxx Urionabarrenechea Güenechea Title: Attorney-in-Fact 40 NEW SUNWARD HOLDING FINANCIAL VENTURES B.V. By /s/ Xxxx Xxxxxxx Urionabarrenechea Güenechea Name: Xxxx Xxxxxxx Urionabarrenechea Güenechea Title: Attorney-in-Fact Accepted: May 3, 2007 BARCLAYS BANK PLC By__/s/ Xxxx Craven____Treviño_________ Name: Xxxx Xxxxxx Xxxxxxx Xxxxxxx Title: Authorized SignatoryAttorney-in-Fact NEW SUNWARD HOLDING FINANCIAL VENTURES B.V. By /s/ Xxxxxxx Xxxxxxx Name: Xxxxxxx Xxxxxxx Title: Attorney-in-Fact Accepted: February 6, 2007