0000950103-11-000451 Sample Contracts

TERM LOAN AGREEMENT
Term Loan Agreement • February 4th, 2011 • Pepsico Inc • Beverages

This Term Loan Agreement (this “Agreement”) is made as of February 2, 2011 by and between Wimm Bill Dann Finance Cyprus Ltd., a company incorporated under the laws of Cyprus (“Lender”), and PepsiCo Russia (Bermuda) Limited, a company incorporated under the laws of Bermuda (“Borrower”), to record the terms of the Term Loan Facility (as defined in the Terms & Conditions attached hereto as Exhibit A (the “Terms & Conditions”) under the caption “Term Loan Facility”) made by Lender to Borrower.

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Term Loan Agreement • February 4th, 2011 • Pepsico Inc • Beverages

[Russian translation intentionally omitted] TERM LOAN AGREEMENT This Term Loan Agreement (this “Agreement”) is made as of 04 February, 2011 by and between Wimm-Bill-Dann Finance Co. Ltd., a company incorporated under the laws of Russian Federation (“Lender”), and OJSC Lebedyansky, a company incorporated under the laws of Russian Federation (“Borrower”), to record the terms of the Term Loan Facility (as defined in the Terms & Conditions attached hereto as Exhibit A (the “Terms & Conditions”) under the caption “Term Loan Facility”) made by Lender to Borrower. Subject to the terms and conditions of this Agreement (including the exhibits attached hereto and made a part hereof), Lender hereby makes available to Borrower the Term Loan Facility for the Principal Amount (as set forth in the Terms & Conditions under the caption “Principal Amount”). The advances from Lender to Borrower under the Term Loan Facility shall be evidenced by a promissory note substantially in the form of Exhibit B att

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