Common use of Executive Proceedings Clause in Contracts

Executive Proceedings. (a) This Agreement and any other Loan Documents which a Spanish Obligor is a guarantor or provider of security to, at the discretion of the Collateral Agent, as well as any amendments hereto or thereto, shall be formalised in a Spanish Public Document, so that it may have the status of a notarial document of loan for all purposes contemplated in Article 517, number 4 of the Spanish Civil Procedural Law (Law 1/2000 of 7th January) (“Ley de Ejuiciamiento Civil”) (the “Civil Procedural Law”). (b) Upon enforcement, the sum payable by any Spanish Obligor shall be the total aggregate amount of the balance of the accounts maintained by the Administrative Agent (or the relevant Lender, as the case may be). For the purposes of Articles 517 et seq. of the Civil Procedural Law, the Credit Parties expressly agree that such balances shall be considered as due, liquid and payable and may be claimed pursuant to the same provisions of such law. (c) For the purpose of the provisions of Art, 571, et seq. of the Civil Procedural Law, it is expressly agreed by the Credit Parties that the determination of the debt to be claimed through the executive proceedings shall be effected by the Administrative Agent (or the relevant Lender, as the case may be) by means of the appropriate certificate evidencing the balances shown in the relevant account(s) referred to in paragraph (b) above. By virtue of the foregoing, to exercise executive action by the Collateral Agent or any of the Lenders it will be sufficient to present: (i) an original notarial first or authentic copy of this Agreement; (ii) a notarial certificate, if necessary, for the purposes described in paragraph (d) below; (iii) the notarial document (acta notarial) which incorporates the certificate issued by the Administrative Agent (or the relevant Lender, as the case may be) of the amount due by the Spanish Obligor including an excerpt of the credits and debits (including the interest applied) which appear in the relevant account(s) referred to in paragraph (b) above, evidencing that the determination of the amounts due and payable by the Spanish Obligor have been calculated as agreed in this Agreement and that such amounts coincide with the balance of such accounts; and (iv) a notarial document (acta notarial) evidencing that the Spanish Obligor has been served notice of the amount that is due and payable. (d) Paragraph (c) above is also applicable to any Lender with regard to its Commitment. Such Lender may issue the appropriate certification of the balances of the relevant account(s) referred to in paragraph (b) above and the certification of the balances of such accounts may be legalised by a notary. (e) The amount of the balances so established shall be notified to the Spanish Obligor in an attestable manner at least three (3) days in advance of exercising the executive action set out in paragraph (c) above. (f) The Spanish Obligor hereby expressly authorises the Administrative Agent and the Collateral Agent (and each Lender, as appropriate) to request and obtain certificates and documents issued by the notary who has formalised this Agreement in order to evidence its compliance with the entries of his registry-book and the relevant entry date for the purpose of number 4 of Article 517, of the Civil Procedural Law. The cost of such certificate and documents will be for the account of the Spanish Obligor in the manner provided under this Agreement.

Executive Proceedings. (a) This Agreement and any other Loan Documents which a Spanish Obligor is a guarantor or provider of security to, at At the discretion of the Collateral Agentholders of the Notes, the ratification of the position of each Spanish Obligor as well as any amendments hereto or thereto, a Subsidiary Guarantor under this Agreement shall be formalised formalized in a Spanish Public Documentpublic document (escritura pública), so that it may have has the status of a notarial document of loan for all purposes contemplated in Article article 517, paragraph 2, number 4 of the Spanish Civil Procedural Law (Law 1/2000 of 7th January) (“Ley de Ejuiciamiento Civil”) (the “Civil Procedural Law”). (b) Upon enforcement, the sum payable by any Spanish Obligor shall be the total aggregate principal amount of the balance of the accounts maintained by the Administrative Agent (or the relevant Lenderoutstanding under all Notes issued hereunder together with all accrued interest and Make-Whole Amount, as the case may be)if any, on such Notes. For the purposes of Articles 517 571 et seq. of the Civil Procedural Law, the Credit Parties Obligors and the holders of the Notes expressly agree that such balances shall be considered as due, liquid and payable and may be claimed pursuant to the same provisions of such law. (c) For the purpose purposes of the provisions of Art, 571, Articles 571 et seq. of the Civil Procedural Law, it is expressly agreed by the Credit Parties Obligors and the holders of the Notes that the determination of the debt to be claimed through the executive proceedings shall be effected by the Administrative Agent (or holders of the relevant Lender, as the case may be) Notes by means of the appropriate certificate evidencing the balances shown in the relevant account(s) referred to in paragraph (b) above. By virtue of the foregoing, to exercise executive action by the Collateral Agent or any holders of the Lenders Notes it will be sufficient to present: deliver (i) an original notarial first or authentic copy of this Agreement; , (ii) a notarial certificate, if necessary, for the purposes described in paragraph (d) below; (iii) the notarial document (acta notarial) which incorporates the certificate issued by the Administrative Agent (or holders of the relevant Lender, as the case may be) Notes of the amount due by the any Spanish Obligor including an excerpt of the credits and debits (debits, including the interest applied) , which appear in the relevant account(s) referred to in paragraph (b) above, evidencing that the determination of the amounts due and payable by the Spanish Obligor have has been calculated as agreed in this Agreement and that such amounts coincide with the balance of such accounts; and , and (iviii) a notarial document (acta notarial) evidencing that the Spanish Obligor has Obligors have been served notice of the amount that is due and payable. (d) Paragraph (c) above is also applicable to any Lender with regard to its Commitment. Such Lender may issue the appropriate certification of the balances of the relevant account(s) referred to in paragraph (b) above and the certification of the balances of such accounts may be legalised by a notary. (e) The amount of the balances so established shall be notified to the Spanish Obligor Obligors in an attestable manner at least three (3) days in advance of exercising the executive action set out in paragraph (c) above. (fe) The Spanish Obligor Obligors hereby expressly authorises authorize the Administrative Agent and holders of the Collateral Agent (and each Lender, as appropriate) Notes to request and obtain certificates and documents documents, including second or further copies of the deed in which the ratification of the position of the Spanish Obligors as Subsidiary Guarantors under this Agreement is formalized, issued by the notary who has formalised formalized the ratification of the position of the Spanish Obligors as Subsidiary Guarantors under this Agreement in order to evidence its compliance with the entries of his registry-book and the relevant entry date for the purpose of article 517, paragraph 2, number 4 of Article 517, of the Civil Procedural Law. The cost of such certificate certificates and documents will be for the account of the Spanish Obligor in the manner provided under this Obligors. UTi Worldwide Inc. Note Purchase Agreement.

Executive Proceedings. (a) 39.1 This Agreement and any other Loan Documents which a Spanish Obligor is a guarantor or provider of security to, Finance Document at the discretion of the Collateral Facility Agent, as well as any amendments hereto or thereto, shall be formalised in a Spanish Public Document, so that it may have the status of a notarial document of loan for all purposes contemplated in Article 517, number 4 of the Spanish Civil Procedural Law (Law 1/2000 of 7th January) (“Ley de Ejuiciamiento Enjuiciamiento Civil”) (the “Civil Procedural Law”), and Articles 913-4 and 914-2 in relation to Article 916-2 of the Spanish Commercial Code and other related provisions. (b) 39.2 Upon enforcement, the sum payable by any the Spanish Obligor Guarantor shall be the total aggregate amount of the balance of the accounts control account(s) (“cuentas de crédito”) maintained by the Administrative Facility Agent (or the relevant Lender, as the case may be). For the purposes of Articles 517 571 et seq. of the Civil Procedural Law, the Credit Parties parties expressly agree that such balances shall be considered as due, liquid and payable and may be claimed pursuant to the same provisions of such law. (c) 39.3 For the purpose of the provisions of Art, 571, . 571 et seq. of the Civil Procedural Law, it is expressly agreed by the Credit Parties that the determination of the debt to be claimed through the executive proceedings shall be effected by the Administrative Facility Agent (or the relevant Lender, as the case may be) by means of the appropriate certificate evidencing the balances shown in the relevant account(s) referred to in paragraph (b) aboveClause 39.2. By virtue of the foregoing, to exercise executive action by the Collateral Facility Agent or any of the Lenders it will be sufficient to present: present (i) an original notarial first or authentic copy of this Agreement; , (ii) a notarial certificate, if necessary, for the purposes described in paragraph (d) Clause 39.6 below; , (iii) the notarial document (“acta notarial”) which incorporates the certificate issued by the Administrative Facility Agent (or the relevant Lender, as the case may be) of the amount due by the Spanish Obligor Guarantor including an excerpt of the credits and debits (debits, including the interest applied) , which appear in the relevant account(s) referred to in paragraph (b) aboveClause 39.2, evidencing that the determination of the amounts due and payable by the Spanish Obligor Guarantor have been calculated as agreed in this Agreement and that such amounts coincide with the balance of such accounts; and , and (iv) a notarial document (“acta notarial”) evidencing that the Spanish Obligor Guarantor has been served notice of the amount that is due and payable. (d) Paragraph (c) 39.4 Clause 39.3 above is also applicable to any Lender with regard to its Commitment. Such Lender may issue the appropriate certification of the balances of the relevant account(s) referred to in paragraph (b) above Clause 39.2 and the certification of the balances of the such accounts may be legalised by a notary. (e) 39.5 The amount of the balances so established shall be notified to the Spanish Obligor Guarantor in an attestable manner at least three (3) days in advance of exercising the executive action set out in paragraph (c) Clause 39.3 above. (f) 39.6 The Spanish Obligor Guarantor hereby expressly authorises the Administrative Agent and the Collateral Facility Agent (and each Lender, as appropriate) to request and obtain certificates and documents issued by the notary who has formalised this Agreement in order to evidence its compliance with the entries of his registry-book and the relevant entry date for the purpose of number 4 of Article 517, of the Civil Procedural Law. The cost of such certificate and documents will be for the account of the Spanish Obligor Guarantor in the manner provided under this Agreement.. The Parent UK 4345939 The Company Switzerland CH-170.3.025.302.8 Xstrata Capital Corporation A.V.V. Aruba 13174.0 Asturiana de Zinc, S.A. Spain C.I.F.A82689753 Xstrata Coal Pty Limited Australia ABN 18 0▇▇ ▇▇▇ ▇▇▇ Xstrata Coal Marketing AG Switzerland CH-170.3.024.285-1 Xstrata Coal Investments Australia Pty Limited Australia ABN 14 082 271 912

Executive Proceedings. (a) This Agreement Each Senior Finance Document and any other Loan Documents which a Spanish Obligor is a guarantor or provider of security toamendments thereto, shall, at the discretion of the Collateral Facility Agent, as well as any amendments hereto or thereto, shall be formalised in a Spanish Public Document, so that it may have the status of a notarial document of loan for all purposes contemplated in Article 517, number 4 Articles 517 et seq. of the Spanish Civil Procedural Law (Law 1/2000 of 7th January) (“Ley de Ejuiciamiento Civil”) (the “Civil Procedural Law”)and other related provision. (b) Upon enforcement, the sum payable by any Spanish Obligor shall be the total aggregate amount of the balance of the accounts maintained by the Administrative Facility Agent (or the relevant Lender, as the case may be) pursuant to Clause 29 (Calculations and Accounts). For the purposes of Articles 517 571 et seq. of the Spanish Civil Procedural Law, the Credit Finance Parties expressly agree that such balances shall be considered as due, liquid and payable and may be claimed pursuant to the same provisions of such law. (c) For the purpose of the provisions of Art, 571, Articles 571 et seq. of the Spanish Civil Procedural Law, it is expressly agreed by the Credit Parties agree that the determination amount of the debt to be claimed through the executive proceedings shall be effected by the Administrative Facility Agent (or the relevant Lender, as the case may be) by means of the appropriate in a certificate evidencing the balances balance(s) shown in the relevant account(s) referred to in paragraph (b) above. By virtue of For the foregoing, Facility Agent or a Lender to exercise executive action by the Collateral Agent or any of the Lenders action, it will be sufficient to must present: : (i) an original notarial first or authentic copy of this Agreement; ; (ii) a notarial certificate, if necessaryrequired, for the purposes described in paragraph (d) below; ; and (iii) the notarial document (acta notarial) which which: A. incorporates the certificate of amounts due by the Spanish Obligor issued by the Administrative Facility Agent (or the relevant Lender, as the case may be) of the amount due by the Spanish Obligor including ); B. sets out an excerpt of the credits and debits (debits, including the interest applied) , which appear appears in the relevant account(s) referred to in paragraph (b) above, evidencing ; and C. evidences that the determination of the amounts due and payable by the Spanish Obligor have been calculated as agreed in accordance with this Agreement and that such amounts coincide with match the balance of such the accounts; and (iv) a notarial document (acta notarial) evidencing D. evidences that the Spanish Obligor has been served notice of for the amount that is due and payable. (d) Paragraph (c) above is also applicable to any Lender with regard to its Commitment. Such Lender may issue the appropriate certification of the balances of the relevant account(s) referred to in paragraph (b) above and the certification of the balances of such accounts may be legalised by a notary. (e) The amount of the balances so established shall be notified to the Spanish Obligor in an attestable manner at least three (3) days in advance of exercising the executive action set out in paragraph (c) above. (f) The Spanish Obligor hereby expressly authorises the Administrative Agent and the Collateral Agent (and each Lender, as appropriate) to request and obtain certificates and documents issued by the notary who has formalised this Agreement in order to evidence its compliance with the entries of his registry-book and the relevant entry date for the purpose of number 4 of Article 517, of the Civil Procedural Law. The cost of such certificate and documents will be for the account of the Spanish Obligor in the manner provided under this Agreement.

Executive Proceedings. (a) This Agreement and any other Loan Documents which a At the Lender’s discretion, the ratification of the position of each Spanish Obligor is as a guarantor or provider of security to, at the discretion of the Collateral Agent, as well as any amendments hereto or thereto, Subsidiary Guarantor under this Agreement shall be formalised formalized in a Spanish Public Documentpublic document (escritura pública), so that it may have has the status of a notarial document of loan for all purposes contemplated in Article article 517, paragraph 2, number 4 of the Spanish Civil Procedural Law (Law 1/2000 of 7th January) (“Ley de Ejuiciamiento Civil”) (the “Civil Procedural Law”). (b) Upon enforcement, the sum payable by any Spanish Obligor shall be the total aggregate amount of the balance of the accounts maintained by the Administrative Agent (or the relevant Lender, as the case may be)full Obligations hereunder. For the purposes of Articles 517 571 et seq. of the Civil Procedural Law, the Credit Parties Obligors expressly agree that such balances shall be considered as due, liquid and payable and may be claimed pursuant to the same provisions of such law. (c) For the purpose purposes of the provisions of Art, 571, Articles 571 et seq. of the Civil Procedural Law, it is expressly agreed by the Credit Parties Obligors and the Lender that the determination of the debt to be claimed through the executive proceedings shall be effected by the Administrative Agent (or the relevant Lender, as the case may be) Lender by means of the appropriate certificate evidencing the balances shown in the relevant account(s) referred to in paragraph (b) aboveObligations. By virtue of the foregoing, to exercise executive action by the Collateral Agent or any of the Lenders Lender it will be sufficient to present: deliver (i) an original notarial first or authentic copy of this Agreement; , (ii) a notarial certificate, if necessary, for the purposes described in paragraph (d) below; (iii) the notarial document (acta notarial) which incorporates the certificate issued by the Administrative Agent (or the relevant Lender, as the case may be) Lender of the amount due by the any Spanish Obligor including an excerpt of the credits and debits (debits, including the interest applied) which appear in the relevant account(s) referred to in paragraph (b) above, evidencing that the determination of the amounts due and payable by the Spanish Obligor have has been calculated as agreed in this Agreement Agreement, and that such amounts coincide with the balance of such accounts; and (iviii) a notarial document (acta notarial) evidencing that the Spanish Obligor has Obligors have been served notice of the amount that is due and payable. (d) Paragraph (c) above is also applicable to any Lender with regard to its Commitment. Such Lender may issue the appropriate certification of the balances of the relevant account(s) referred to in paragraph (b) above and the certification of the balances of such accounts may be legalised by a notary. (e) The amount of the balances so established shall be notified to the Spanish Obligor Obligors in an attestable manner at least three (3) days in advance of exercising the executive action set out in paragraph (c) above. (fe) The Spanish Obligor Obligors hereby expressly authorises authorize the Administrative Agent and the Collateral Agent (and each Lender, as appropriate) Lender to request and obtain certificates and documents documents, including second or further copies of the deed in which the ratification of the position of the Spanish Obligors as Subsidiary Guarantors under this Agreement is formalized, issued by the notary who has formalised formalized the ratification of the position of the Spanish Obligors as Subsidiary Guarantors under this Agreement in order to evidence its compliance with the entries of his registry-book and the relevant entry date for the purpose of article 517, paragraph 2, number 4 of Article 517, of the Civil Procedural Law. The cost of such certificate certificates and documents will be for the account of the Spanish Obligor in the manner provided under this AgreementObligors.

Executive Proceedings. (a) 19.3.1 This Agreement and any other Loan Documents which a Spanish Obligor is a guarantor or provider of security toamendments thereto, shall, at the discretion of the Collateral Transaction Agent, as well as any amendments hereto or thereto, shall be formalised in a Spanish Public Document, so that it may have the status of a notarial document of loan for all purposes contemplated in Article 517, number 4 Articles 517 et seq. of the Spanish Civil Procedural Law (Law 1/2000 of 7th January) (“Ley de Ejuiciamiento Civil”) (the “Civil Procedural Law”)and other related provision. (b) 19.3.2 Upon enforcement, the sum payable by any Spanish Obligor the Borrower shall be the total aggregate amount of the balance of the accounts maintained by the Administrative Agent (or Spanish Servicer on behalf of the relevant Lender, as Borrower pursuant to the case may be)Spanish Servicing Agreement. For the purposes of Articles 517 571 et seq. of the Spanish Civil Procedural Law, the Credit Parties Lender expressly agree agrees that such balances shall be considered as due, liquid and payable and may be claimed pursuant to the same provisions of such law. (c) 19.3.3 For the purpose of the provisions of Art, 571, Articles 571 et seq. of the Spanish Civil Procedural Law, it is expressly agreed by the Credit Parties agree that the determination amount of the debt to be claimed through the executive proceedings shall be effected by the Administrative Agent (or the relevant Lender, as the case may be) by means of the appropriate Spanish Servicer in a certificate evidencing the balances balance(s) shown in the relevant account(s) referred to in paragraph (b) Clause 19.3.2 above. By virtue of For the foregoing, Lender to exercise executive action by the Collateral Agent or any of the Lenders action, it will be sufficient to must present: : (i) an original notarial first or authentic copy of this Agreement; ; and (ii) a notarial certificate, if necessary, for the purposes described in paragraph (d) below; (iii) the notarial document (acta notarial) which which: (i) incorporates the certificate of amounts due by the Borrower issued by the Administrative Agent (Lender or the relevant Lender, as the case may be) Issuer Cash Manager (on behalf of the amount due by the Spanish Obligor including Lender); (ii) sets out an excerpt of the credits and debits (debits, including the interest applied) , which appear appears in the relevant account(s) referred to in paragraph Clause 19.3.2 above; (biii) above, evidencing evidences that the determination of the amounts due and payable by the Spanish Obligor Borrower have been calculated as agreed in accordance with this Agreement and that such amounts coincide with match the balance of such the accounts; and (iv) a notarial document (acta notarial) evidencing evidences that the Spanish Obligor Borrower has been served notice of for the amount that is due and payable. (d) Paragraph (c) above is also applicable to any Lender with regard to its Commitment. Such Lender may issue the appropriate certification of the balances of the relevant account(s) referred to in paragraph (b) above and the certification of the balances of such accounts may be legalised by a notary. (e) 19.3.4 The amount of the balances so established determined in accordance with this Clause 19.3 shall be notified to the Spanish Obligor Borrower in an attestable manner at least three (3) days in advance of exercising the any executive action set out in paragraph (c) aboveaction. (f) 19.3.5 The Spanish Obligor Borrower hereby expressly authorises the Administrative Agent Lender and the Collateral Agent Issuer Cash Manager (and each Lender, as appropriateon its behalf) to request and obtain certificates and documents issued by the notary who has formalised which notarises this Agreement in order to evidence its compliance with the entries of his its registry-book and the relevant entry date for the purpose of number 4 of Article 517, of the Spanish Civil Procedural Law. The cost of such certificate and documents will be for the account of the Spanish Obligor in the manner provided under this AgreementBorrower.

Executive Proceedings. (a) This Agreement and any other Loan Documents which a Spanish Obligor is a guarantor or provider of security to, at At the discretion of the Collateral Agentholders of the Notes, the ratification of the position of each Spanish Obligor as well as any amendments hereto or thereto, a Subsidiary Guarantor under this Agreement shall be formalised formalized in a Spanish Public Documentpublic document (escritura pública), so that it may have has the status of a notarial document of loan for all purposes contemplated in Article article 517, paragraph 2, number 4 of the Spanish Civil Procedural Law (Law 1/2000 of 7th January) (“Ley de Ejuiciamiento Civil”) (the “Civil Procedural Law”). (b) Upon enforcement, the sum payable by any Spanish Obligor shall be the total aggregate principal amount of the balance of the accounts maintained by the Administrative Agent (or the relevant Lenderoutstanding under all Notes issued hereunder together with all accrued interest and Make-Whole Amount, as the case may be)if any, on such Notes. For the purposes of Articles 517 571 et seq. of the Civil Procedural Law, the Credit Parties Obligors and the holders of the Notes expressly agree that such balances shall be considered as due, liquid and payable and may be claimed pursuant to the same provisions of such law. (c) For the purpose purposes of the provisions of Art, 571, Articles 571 et seq. of the Civil Procedural Law, it is expressly agreed by the Credit Parties Obligors and the holders of the Notes that the determination of the debt to be claimed through the executive proceedings shall be effected by the Administrative Agent (or holders of the relevant Lender, as the case may be) Notes by means of the appropriate certificate evidencing the balances shown in the relevant account(s) referred to in paragraph (b) above. By virtue of the foregoing, to exercise executive action by the Collateral Agent or any holders of the Lenders Notes it will be sufficient to present: deliver (i) an original notarial first or authentic copy of this Agreement; , (ii) a notarial certificate, if necessary, for the purposes described in paragraph (d) below; (iii) the notarial document (acta notarial) which incorporates the certificate issued by the Administrative Agent (or holders of the relevant Lender, as the case may be) Notes of the amount due by the any Spanish Obligor including an excerpt of the credits and debits (debits, including the interest applied) , which appear in the relevant account(s) referred to in paragraph (b) above, evidencing that the determination of the amounts due and payable by the Spanish Obligor have has been calculated as agreed in this Agreement and that such amounts coincide with the balance of such accounts; and , and (iviii) a notarial document (acta notarial) evidencing that the Spanish Obligor has Obligors have been served notice of the amount that is due and payable.. UTI Worldwide Inc. Note Purchase Agreement (d) Paragraph (c) above is also applicable to any Lender with regard to its Commitment. Such Lender may issue the appropriate certification of the balances of the relevant account(s) referred to in paragraph (b) above and the certification of the balances of such accounts may be legalised by a notary. (e) The amount of the balances so established shall be notified to the Spanish Obligor Obligors in an attestable manner at least three (3) days in advance of exercising the executive action set out in paragraph (c) above. (fe) The Spanish Obligor Obligors hereby expressly authorises authorize the Administrative Agent and holders of the Collateral Agent (and each Lender, as appropriate) Notes to request and obtain certificates and documents documents, including second or further copies of the deed in which the ratification of the position of the Spanish Obligors as Subsidiary Guarantors under this Agreement is formalized, issued by the notary who has formalised formalized the ratification of the position of the Spanish Obligors as Subsidiary Guarantors under this Agreement in order to evidence its compliance with the entries of his registry-book and the relevant entry date for the purpose of article 517, paragraph 2, number 4 of Article 517, of the Civil Procedural Law. The cost of such certificate certificates and documents will be for the account of the Spanish Obligor in the manner provided under this AgreementObligors.

Executive Proceedings. (a) This Agreement Each Senior Finance Document and any other Loan Documents which a Spanish Obligor is a guarantor or provider of security toamendments thereto, shall, at the discretion of the Collateral Facility Agent, as well as any amendments hereto or thereto, shall be formalised in a Spanish Public Document, so that it may have the status of a notarial document of loan for all purposes contemplated in Article 517, number 4 Articles 517 et seq. of the Spanish Civil Procedural Law (Law 1/2000 of 7th January) (“Ley de Ejuiciamiento Civil”) (the “Civil Procedural Law”)and other related provision. (b) Upon enforcement, the sum payable by any Spanish Obligor shall be the total aggregate amount of the balance of the accounts maintained by the Administrative Facility Agent (or the relevant Lender, as the case may be) pursuant to Clause 29 (Calculations and Accounts). For the purposes of Articles 517 571 et seq. of the Spanish Civil Procedural Law, the Credit Finance Parties expressly agree that such balances shall be considered as due, liquid and payable and may be claimed pursuant to the same provisions of such law. (c) For the purpose of the provisions of Art, 571, Articles 571 et seq. of the Spanish Civil Procedural Law, it is expressly agreed by the Credit Parties agree that the determination amount of the debt to be claimed through the executive proceedings shall be effected by the Administrative Facility Agent (or the relevant Lender, as the case may be) by means of the appropriate in a certificate evidencing the balances balance(s) shown in the relevant account(s) referred to in paragraph (b) above. By virtue of For the foregoing, Facility Agent or a Lender to exercise executive action by the Collateral Agent or any of the Lenders action, it will be sufficient to must present: : (i) an original notarial first or authentic copy of this Agreement; ; (ii) a notarial certificate, if necessaryrequired, for the purposes described in paragraph (d) below; ; and (iii) the notarial document (acta notarial) which which: A. incorporates the certificate of amounts due by the Spanish Obligor issued by the Administrative Facility Agent (or the relevant Lender, as the case may be) of the amount due by the Spanish Obligor including ); B. sets out an excerpt of the credits and debits (debits, including the interest applied) , which appear appears in the relevant account(s) referred to in paragraph (b) above, evidencing ; and C. evidences that the determination of the amounts due and payable by the Spanish Obligor have been calculated as agreed in accordance with this Agreement and that such amounts coincide with match the balance of such the accounts; and (iv) a notarial document (acta notarial) evidencing D. evidences that the Spanish Obligor has been served notice of for the amount that is due and payable. (d) Paragraph (c) above is shall also applicable apply to any Lender with regard in relation to its Commitment. Such Lender may issue the appropriate certification of the balances of the relevant account(s) referred to in paragraph (b) above and the certification of the balances of such accounts may be legalised by a notary. (e) The amount of the balances so established determined in accordance with this Clause 46 shall be notified to the relevant Spanish Obligor in an attestable manner at least three (3) days in advance of exercising the any executive action set out in paragraph (c) aboveaction. (f) The Each Spanish Obligor hereby expressly authorises the Administrative Agent and the Collateral Facility Agent (and each Lender, as appropriate) to request and obtain certificates and documents issued by the notary who has formalised which notarises this Agreement in order to evidence its compliance with the entries of his its registry-book and the relevant entry date for the purpose of number 4 of Article 517, of the Spanish Civil Procedural Law. The cost of such certificate and documents will be for the account of the relevant Spanish Obligor Obligor. As witness the hands of the duly authorised representatives of the Parties hereto the day and year first before written. Schedule 1 This Schedule is subject to Clause 2.1 (Grant of the Facility). To the extent that the maximum principal amount of the Euro Tranche or the Italian Tranche is reduced in accordance with Clause 2.1 (Grant of the manner provided Facility), the Total Commitment will be reduced accordingly and the Commitments of each of the Euro Tranche Lenders under this Agreementthe Euro Tranche, or the Italian Tranche Lenders under the Italian Tranche (as the case may be) will be reduced pro rata. Crédit Agricole Corporate and Investment Bank 350,000,000 ▇▇▇▇ ▇/▇/▇▇▇▇▇▇▇/▇▇▇▇- ▇▇▇▇▇▇ Crédit Agricole Corporate and Investment Bank, Milan Branch None 180,000,000 Total Commitment (subject to Clause 2.1 (Grant of the Facility)) 350,000,000 180,000,000 1 The Mandatory Cost Rate is an addition to the interest rate to compensate Lenders for the cost of compliance with (a) the requirements of the Bank of England and/or the Financial Services Authority (or, in either case, any other authority which replaces all or any of its functions) or (b) the requirements of the European Central Bank.

Executive Proceedings. (a) This Agreement and any other Loan Documents which a Spanish Obligor is a guarantor or provider of security to, at At the discretion of Issuing Bank, the Collateral Agent, ratification of the position of each Spanish Obligor as well as any amendments hereto or thereto, Subsidiary Guarantors under this Agreement shall be formalised in formalized into a Spanish Public Documentpublic document (escritura pública), so that it may have has the status of a notarial document of loan for all purposes contemplated in Article 517, paragraph 2, number 4 of the Spanish Civil Procedural Law (Law 1/2000 of 7th January) (“Ley de Ejuiciamiento Civil”) (the “Civil Procedural Law”).. UTi Worldwide Inc. Nedbank Letter of Credit Agreement (b) Upon enforcement, the sum payable by any Spanish Obligor shall be the total aggregate amount of the balance entries made of the accounts maintained by the Administrative Agent (or the relevant Lender, as the case may be)Issuing Bank pursuant to Section 3.7. For the purposes of Articles 517 571 et seq. of the Civil Procedural Law, the Credit Parties Obligors and the Issuing Bank expressly agree agrees that such balances shall be considered as due, liquid and payable and may be claimed pursuant to the same provisions of such law. (c) For the purpose purposes of the provisions of Art, 571, Articles 571 et seq. of the Civil Procedural Law, it is expressly agreed by the Credit Parties Obligors and the Issuing Bank that the determination of the debt to be claimed through the executive proceedings shall be effected by the Administrative Agent (or the relevant Lender, as the case may be) Issuing Bank by means of the appropriate certificate evidencing the balances shown in the relevant account(s) referred to in paragraph (b) above. By virtue of the foregoing, to exercise executive action by the Collateral Agent or any of the Lenders Issuing Bank it will be sufficient to present: deliver (i) an original notarial first or authentic copy of this Agreement; , (ii) a notarial certificate, if necessary, for the purposes described in paragraph (d) below; (iii) the notarial document (acta notarial) which incorporates the certificate issued by the Administrative Agent (or the relevant Lender, as the case may be) Issuing Bank of the amount due by the any Spanish Obligor including an excerpt of the credits and debits (debits, including the interest applied) , which appear in the relevant account(s) referred to in paragraph (b) above, evidencing that the determination of the amounts due and payable by the Spanish Obligor have has been calculated as agreed in this Agreement and that such amounts coincide with the balance of such accounts; and , and (iviii) a notarial document (acta notarial) evidencing that the Spanish Obligor has Obligors have been served notice of the amount that is due and payable. (d) Paragraph (c) above is also applicable to any Lender with regard to its Commitment. Such Lender may issue the appropriate certification of the balances of the relevant account(s) referred to in paragraph (b) above and the certification of the balances of such accounts may be legalised by a notary. (e) The amount of the balances so established shall be notified to the Spanish Obligor Obligors in an attestable manner at least three (3) days in advance of exercising the executive action set out in paragraph (c) above. (fe) The Spanish Obligor Obligors hereby expressly authorises the Administrative Agent and the Collateral Agent (and each Lender, as appropriate) authorize Issuing Bank to request and obtain certificates and documents documents, including second or further copies of the deed in which the position of each Spanish Obligor as Subsidiary Guarantors under this Agreement is formalized, issued by the notary who has formalised formalized the position of each Spanish Obligor as Subsidiary Guarantors under this Agreement in order to evidence its compliance with the entries of his registry-book and the relevant entry date for the purpose of number 4 of Article 517, paragraph 2, number 4 of the Civil Procedural Law. The cost of such certificate certificates and documents will be for the account of the Spanish Obligor in the manner provided under this AgreementObligors.

Executive Proceedings. (a) 14.14.1. This Agreement and any other Loan Documents which a Spanish Obligor is a guarantor or provider of security to, at the discretion of the Collateral Agent, as well as any amendments hereto or thereto, shall be formalised in a Spanish Public Document, so that it may have the status of a notarial document of loan for all purposes contemplated in Article 517, number 4 of the Spanish Civil Procedural Law (Law 1/2000 of 7th January) (“Ley de Ejuiciamiento Civil”) (the “Civil Procedural Law”). (b) 14.14.2. Upon enforcement, the sum payable by any Spanish Obligor shall be the total aggregate amount of the balance of the accounts maintained by the Administrative Agent (or the relevant Lender, as the case may be). For the purposes of Articles 517 et seq. of the Civil Procedural Law, the Credit Parties expressly agree that such balances shall be considered as due, liquid and payable and may be claimed pursuant to the same provisions of such law. (c) 14.14.3. For the purpose of the provisions of Art, 571, et seq. of the Civil Procedural Law, it is expressly agreed by the Credit Parties that the determination of the debt to be claimed through the executive proceedings shall be effected by the Administrative Agent (or the relevant Lender, as the case may be) by means of the appropriate certificate evidencing the balances shown in the relevant account(s) referred to in paragraph (b) above. By virtue of the foregoing, to exercise executive action by the Collateral Agent or any of the Lenders it will be sufficient to present: (i) 14.14.3.1. an original notarial first or authentic copy of this Agreement; (ii) 14.14.3.2. a notarial certificate, if necessary, for the purposes described in paragraph (d) below; (iii) ; BUSINESS.31606820.2 14.14.3.3. the notarial document (acta notarial) which incorporates the certificate issued by the Administrative Agent (or the relevant Lender, as the case may be) of the amount due by the Spanish Obligor including an excerpt of the credits and debits (including the interest applied) which appear in the relevant account(s) referred to in paragraph (b) above, evidencing that the determination of the amounts due and payable by the Spanish Obligor have been calculated as agreed in this Agreement and that such amounts coincide with the balance of such accounts; and (iv) a notarial document (acta notarial) evidencing that the Spanish Obligor has been served notice of the amount that is due and payable. (d) Paragraph (c) above is also applicable to any Lender with regard to its Commitment. Such Lender may issue the appropriate certification of the balances of the relevant account(s) referred to in paragraph (b) above and the certification of the balances of such accounts may be legalised by a notary. (e) The amount of the balances so established shall be notified to the Spanish Obligor in an attestable manner at least three (3) days in advance of exercising the executive action set out in paragraph (c) above. (f) The Spanish Obligor hereby expressly authorises the Administrative Agent and the Collateral Agent (and each Lender, as appropriate) to request and obtain certificates and documents issued by the notary who has formalised this Agreement in order to evidence its compliance with the entries of his registry-book and the relevant entry date for the purpose of number 4 of Article 517, of the Civil Procedural Law. The cost of such certificate and documents will be for the account of the Spanish Obligor in the manner provided under this Agreement.