Transfer Agreement of Equity Sample Contracts

Contract
Transfer Agreement of Equity • September 5th, 2003 • Bionova Holding Corp • Agricultural services

TRANSFER AGREEMENT OF EQUITY PARTICIPATIONS (HEREINAFTER THE “AGREEMENT), EXECUTED BY (i) AGROMOD, S.A. DE C.V. REPRESENTED BY MR. JOSE LUIS MARTINEZ GONZALEZ (HEREINAFTER “AGROMOD”), AND BIONOVA HOLDING CORPORATION REPRESENTED BY MR. JOSE MANUEL GARCIA GARCIA (HEREINAFTER “BIONOVA USA”, AND JOINTLY WITH AGROMOD, THE “TRANSFERORS”), TECNOLOGIA APLICADA EN PROCESOS, S. DE R.L. DE C.V. (HEREINAFTER “TAP”), HEREBY REPRESENTED BY MR CARLOS GERARDO MAHUAD MENDEZ; (iii) AGROBIONOVA, S.A. DE C.V. REPRESENTED BY MR. FIDEL HOYOS PESCADOR (HEREINAFTER “AGROBIONOVA”); (iv) PROMO-TOW, S. DE R.L. DE C.V. (HEREINAFTER “PROMOTOW”), REPRESENTED BY ITS LEGAL REPRESENTATIVE MR. NICOLAS VILLAREAL MARTINEZ, AND (v) GRUPO METALSA, S.A. DE C.V. (HEREINAFTER “GRUPO METALSA)”, REPRESENTED BY ITS LEGAL REPRESENTATIVE MR. NICOLAS VILLAREAL MARTINEZ AND JOINTLY WITH PROMOTOW, (THE “ASSIGNEES”), AGREEMENT THAT IS BOUND AND EXECUTED ACCORDING TO THE FOLLOWING RECITALS AND STATEMENTS:

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