Vale Capital Limited Debt Securities Guaranteed by Companhia Vale do Rio Doce UNDERWRITING AGREEMENT BASIC PROVISIONSUnderwriting Agreement • June 18th, 2007 • Vale Capital LTD • Metal mining • New York
Vale Capital Limited, a Cayman Islands exempted company incorporated with limited liability (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell from time to time certain of its debt securities specified in the Terms Agreement described below. The debt securities will be irrevocably and unconditionally guaranteed (the “Guaranty”) as to payment of principal, premium (if any) and interest by Companhia Vale do Rio Doce, a company organized under the laws of Brazil, as guarantor (the “Guarantor”). Unless otherwise specified in the Terms Agreement, such debt securities will be issued under an Indenture (the “Indenture”) to be entered into by and among the Company, the Guarantor and The Bank of New York, as trustee (the “Trustee”). Such debt securities may have varying designations, denominations, currencies, interest rates and payment dates, maturities, redemption provisions and conversion and selling prices.
Page 1 Definitions and Other Provisions of General Application 1 1.1 Definitions 1 1.2 Compliance Certificates and Opinions 8 1.3 Form of Documents Delivered to Trustee 8 1.4 Acts of Holders; Record Dates 9 1.5 Notices, Etc., to Trustee, Company and...Indenture • June 18th, 2007 • Vale Capital LTD • Metal mining • New York
Indenture, dated as of , 2007, (the “Indenture”) among VALE CAPITAL LIMITED, a Cayman Islands exempted company incorporated with limited liability (herein called the “Company”), having its principal office at Walker House, 87 Mary Street, George Town, Grand Cayman, KY1-9002, Cayman Islands, COMPANHIA VALE DO RIO DOCE, a company duly organized and existing under the laws of the Federative Republic of Brazil (herein called the “Guarantor”), having its principal office at Avenida Graça Aranha, No. 26, 17° Andar, 20030-900 Rio de Janeiro, RJ, Brazil, and THE BANK OF NEW YORK, a banking corporation duly organized and existing under the laws of the State of New York, having its principal corporate trust office at 101 Barclay Street, New York, New York 10286, as Trustee (herein called the “Trustee”).
VALE CAPITAL LIMITED, as Company and COMPANHIA VALE DO RIO DOCE, as Guarantor and THE BANK OF NEW YORK, as Trustee SECOND SUPPLEMENTAL INDENTURE Dated as of June 25, 2007 Supplemental to Indenture dated as of June 25, 2007Second Supplemental Indenture • June 25th, 2007 • Vale Capital LTD • Metal mining • New York
Second Supplemental Indenture, dated as of June 25, 2007, (this “Supplemental Indenture”) among VALE CAPITAL LIMITED, a Cayman Islands exempted company incorporated with limited liability (herein called the “Company”), having its principal office at Walker House, 87 Mary Street, George Town, Grand Cayman, KY1-9002, Cayman Islands, COMPANHIA VALE DO RIO DOCE, a company duly organized and existing under the laws of the Federative Republic of Brazil (herein called “CVRD” or the “Guarantor”), having its principal office at Avenida Graça Aranha, No. 26, 17° Andar, 20030-900 Rio de Janeiro, RJ, Brazil, and THE BANK OF NEW YORK, a banking corporation duly organized and existing under the laws of the State of New York, having its principal corporate trust office at 101 Barclay Street, New York, New York 10286, as Trustee (herein called the “Trustee”) under the Indenture, dated as of June 25, 2007, among the Company, the Guarantor and the Trustee (the “Base Indenture”).
VALE CAPITAL LIMITED, as Company and COMPANHIA VALE DO RIO DOCE, as Guarantor and THE BANK OF NEW YORK, as Trustee FIRST SUPPLEMENTAL INDENTURE Dated as of June 25, 2007 Supplemental to Indenture dated as of June 25, 2007First Supplemental Indenture • June 25th, 2007 • Vale Capital LTD • Metal mining • New York
First Supplemental Indenture, dated as of June 25, 2007, (this “Supplemental Indenture”) among VALE CAPITAL LIMITED, a Cayman Islands exempted company incorporated with limited liability (herein called the “Company”), having its principal office at Walker House, 87 Mary Street, George Town, Grand Cayman, KY1-9002, Cayman Islands, COMPANHIA VALE DO RIO DOCE, a company duly organized and existing under the laws of the Federative Republic of Brazil (herein called “CVRD” or the “Guarantor”), having its principal office at Avenida Graça Aranha, No. 26, 17° Andar, 20030-900 Rio de Janeiro, RJ, Brazil, and THE BANK OF NEW YORK, a banking corporation duly organized and existing under the laws of the State of New York, having its principal corporate trust office at 101 Barclay Street, New York, New York 10286, as Trustee (herein called the “Trustee”) under the Indenture, dated as of June 25, 2007, among the Company, the Guarantor and the Trustee (the “Base Indenture”).
