ADDENDUM TO THE LONG-TERM LOAN AGREEMENT
EXHIBIT 10.3
ADDENDUM TO THE LONG-TERM LOAN AGREEMENT
This Addendum to the Long-Term Loan Agreement (hereinafter, the “Agreement”) is made and entered into by and between:
| • | BANCO BBVA PERÚ, identified by Tax ID Number (RUC) 20100130204, with principal place of business at República de Panamá 3055, district of San Xxxxxx, province and department of Lima, acting by and through Xxxxx Xxxxx XXXXXXXX XXXXXXXXX, holder of National Identity Card (DNI) No. 00000000, and Xxxxxx Xxxxxxx XXXXXX XXXXXXX, holder of National Identity Card (DNI) No. 00000000, both of them registered in entries C331 and C313 of Registration Card No. 00000000 of the Registry of Companies in and for Lima (hereinafter, the “Bank”); and |
| • | CAMPOSOL S.A., identified by Tax ID Number (RUC) 20340584237, with principal place of business at Xx. Xxxxx 000, xxxx 0, Xxxxxxxxxxxx el Derby de Monterrico, district of Xxxxxxxx de Surco, province and department of Lima, acting by and through Xxxxxx Xxxxxx XXXXXXXX SAS, holder of National Identity Card (DNI) No. 00000000, and Xxxxxxxxxx Xxxxxxx XXXXXXX XXXXXX, holder of National Identity Card (DNI) No. 00000000, as per powers of attorney granted in the Shareholders’ Meeting held on September 30, 2019 (hereinafter, “Camposol”). |
The Bank and Camposol shall be hereinafter jointly referred to as the Parties and individually as the Party.
SECTION ONE: RECITALS
By notarially recorded instrument dated November 12, 2019, executed before Xxxxxxx Laos de Lama, Attorney-at-Law and Notary Public in and for Lima (KARDEX 299908), the Bank granted a loan to Camposol in the amount of USD 20,000,000.00 (Twenty Million and 00/100 Dollars) in order to repay its financial liabilities.
In this regard, as this is in their best interests, the Parties have agreed to amend the Agreement as per the terms and conditions set forth in Section Two hereof.
SECTION TWO: AMENDMENTS TO THE AGREEMENT
The Parties hereby agree to amend the definition of LIBOR contained in Section One of the Agreement, which shall read as follows:
“SECTION 1.01: DEFINITIONS
The terms detailed below shall have the following meaning for the purposes of this Agreement:
(…)
(xxvi) “LIBOR”: It means the ninety (90)-day interest rate at which Eurodollars are offered during the same term in the London interbank market, registered on a daily basis at around 11:00 hours (London time, England), as it appears on Reuters Screen LIBOR 01 page two (2) Business Days prior to the start of each
interest period. However, it is established that, if more than one rate appears on the Reuters Screen LIBOR 01 page, the applicable rate shall be the arithmetic mean of all such rates (rounded upwards, if necessary, to the nearest 1/100 of one percent (1%)).
If a rate cannot be calculated as specified above, the applicable rate shall be the alternative LIBOR rate selected by the Central Bank or a similar entity, that is consistent with the market practices as a replacement of the first rate (the “Alternative Rate”). Without prejudice to the foregoing, if no consensus is reached according to market practices with regard to the Alternative Rate, the Borrower, with the prior consent of the Bank (which may not be unreasonably delayed or withheld), shall appoint a financial advisor to set an appropriate Alternative Rate, and the decision of such financial advisor shall be binding on the Parties.
Solely for the purposes of the definition of Alternative Rate, “Business Day” shall mean the day in which the banks in London, England, offer deposits in Dollars to the main banks of the London interbank market.”
SECTION THREE: SUBSISTENCE OF PROVISIONS
All other provisions of the Agreement shall remain unchanged.
IN WITNESS WHEREOF, this Addendum has been executed in the city of Lima in two (02) counterparts this 26th day of November, 2019.
| BANCO BBVA PERÚ | ||
| /S/ Xxxxxx Xxxxxxx Xxxxxx Xxxxxxx | ||
| Name: | Xxxxxx Xxxxxxx Xxxxxx Xxxxxxx | |
| XX No.: | 07879913 | |
| Title: | Attorney-in-Fact | |
| /s/ Xxxxx Xxxxx Xxxxxxxx Xxxxxxxxx | ||
| Name: | Xxxxx Xxxxx Xxxxxxxx Xxxxxxxxx | |
| XX No.: | 09339170 | |
| Title: | Attorney-in-Fact | |
| CAMPOSOL S.A. | ||
| /s/ Xxxxxx Xxxxxx Xxxxxxxx Sas | ||
| Name: | Xxxxxx Xxxxxx Xxxxxxxx Sas | |
| DNI No.: | 00000000 | |
| Title: | Attorney-in-Fact | |
| /s/ Xxxxxxxxxx Xxxxxxx Xxxxxxx Xxxxxx | ||
| Name: | Xxxxxxxxxx Xxxxxxx Xxxxxxx Xxxxxx | |
| XX No.: | 09533596 | |
| Title: | Attorney-in-Fact | |
