Common use of Borrowing Mechanics Clause in Contracts

Borrowing Mechanics. No Loan shall be made hereunder unless each and all of the following conditions precedent have been complied with: (a) not less than two (2) Business Days before the proposed date of the making of such Loan, the Borrower shall have irrevocably requested to the Lender, by means of the Confirmation, the making of the respective Loan. The execution of the Confirmation by the Borrower shall be considered an irrevocable offer by the Borrower to borrow the amount specified in such Confirmation on the date stated therein; (b) the Lender shall have agreed to make such Loan, by the execution and return to the Borrower of the Confirmation; (c) any loans made by the Lender to Compañía Argentina de Granos S.A. prior to the Execution Date have been repaid to the Lender in full; (d) any financing statements to be made in accordance with the terms of the Assignment Agreement related to such Loan have been duly filed, including without limitation a UCC-1 financing statement, in form and substance satisfactory to the Lender, duly filed in the appropriate registry in Washington, D.C., United States of America; (e) the Lender shall have received such other documents as it may reasonably request; (f) both immediately prior to the making of such Loan and after giving effect thereto and to the intended use of the proceeds thereof (i) no Event of Default, and no event which with notice or lapse of time or both would become an Event of Default, shall have occurred and be continuing, and (ii) the representations and warranties made by the Borrower in Section 8 shall be true and complete on and as of the date of the making of such Loan with the same force and effect as if made on and as of such date; (g) there shall have been no Material Adverse Change; (h) the Lender shall have received from the Borrower a sworn statement, substantially in the form of Exhibit C hereto, duly executed and completed, through which the Borrower shall represent and warrant to the Lender that it has authorized and entered into a Qualifying Export Agreement, and that it shall exclusively allocate such Qualifying Export Agreement for the benefit of ING to the repayment of the requested Loan (the “Sworn Statement”); (i) the Lender shall have received a promissory note (▇▇▇▇▇▇) (hereinafter, “Promissory Note”), each substantially in the form of Exhibit B hereto, duly executed and completed by the Borrower evidencing the principal amount and interest of such Loan; (j) the Lender shall have received from the Borrower (1) an Assignment Agreement (as defined in Section 4.4 below) duly executed by the Borrower, whereby the Borrower assigns to the Lender all of its rights (but not its obligations) under Qualifying Export Agreements in an aggregate amount sufficient to comply with the requirements of Section 9.10 below, in guarantee of the full performance by the Borrower of all its obligations hereunder, together with (2) a copy of the relevant Qualifying Export Agreement assigned thereto, and (3) a copy of the notification(s) to, and acknowledgement(s) by, the relevant Buyer(s) party(ies) to the respective Qualifying Export Agreement(s), in each case, to the Lender’s satisfaction; (k) the Coverage Ratio shall be equal to or higher than 1.25; and (1) the Borrower shall have filed with the Argentine Financial Institution with which it shall enter into the Exchange Contact the necessary documents as requested by such Argentine Financial Institution or any other documentation required by the applicable Foreign Exchange Regulations, in order to evidence to such Argentine Financial Institution that the requested Loan shall qualify as an export pre-financing, that such Loan shall be repaid with the proceeds of the allocated Qualifying Export Agreement, and that such proceeds shall not be applied to the repayment of any other export pre-financing Indebtedness of the Borrower.

Borrowing Mechanics. No Loan shall be made hereunder unless each and all Unless otherwise approved by the Initial Lender, to request the borrowing of Loans pursuant to Section 2.01 on the following conditions precedent have been complied with: (a) not less than two (2) Business Days before the proposed date of the making of such LoanClosing Date, the Borrower shall have irrevocably requested to notify the Lender, by means of Administrative Agent and the Confirmation, the making of the respective Loan. The execution of the Confirmation by the Borrower shall be considered an irrevocable offer by the Borrower to borrow the amount specified in such Confirmation on the date stated therein; (b) the Initial Lender shall have agreed to make such Loan, by the execution and return to the Borrower of the Confirmation; (c) any loans made by the Lender to Compañía Argentina de Granos S.A. prior to the Execution Date have been repaid to the Lender in full; (d) any financing statements to be made in accordance with the terms of the Assignment Agreement related to such Loan have been duly filed, including without limitation a UCC-1 financing statement, in form and substance satisfactory to the Lender, duly filed in the appropriate registry in Washington, D.C., United States of America; (e) the Lender shall have received such other documents as it may reasonably request; (f) both immediately prior to the making of such Loan and after giving effect thereto and to the intended use of the proceeds thereof (i) no Event of Default, and no event which with notice or lapse of time or both would become an Event of Default, shall have occurred and be continuing, and (ii) the representations and warranties made request by the Borrower delivering a duly completed written Borrowing Request in Section 8 shall be true and complete on and as of the date of the making of such Loan with the same force and effect as if made on and as of such date; (g) there shall have been no Material Adverse Change; (h) the Lender shall have received from the Borrower a sworn statement, substantially in the form of Exhibit C heretosigned by an Authorized Officer, duly executed not later than 12:00 p.m., New York time, three (3) Business Day prior to the Closing Date and completedshall specify the aggregate amount required to be paid to the trustee in respect of the Existing Convertible Notes to cause the Existing Convertible Note Redemption plus the amounts required for fees and expenses with respect to the Transactions, through except that such amount shall not exceed the Maximum Loan Amount. Such Borrowing Request shall be irrevocable (provided that such notice may be conditioned upon other transactions that constitute conditions under Section 4.02, in which case, such notice may be revoked or extended if such transactions are not consummated or are delayed) and shall specify the location and number of the Borrower’s account to which funds are to be disbursed. Unless the Administrative Agent agrees otherwise, the proceeds of the Loan shall be disbursed directly to the “Paying Agent” in respect of the Existing Convertible Notes to fund the Existing Convertible Notes Redemption no later than three (3) Business Days after the funding of the Loan. The Initial Lender shall make the Loan available upon satisfaction or waiver of the conditions precedent specified herein, to the Borrower shall represent and warrant on the Closing Date in same day funds in Dollars, such funds to be credited to the Lender that it has authorized and entered into a Qualifying Export Agreement, and that it shall exclusively allocate account of the Borrower or to such Qualifying Export Agreement for the benefit of ING other account or accounts as may be designated in writing to the repayment of the requested Loan (the “Sworn Statement”); (i) the Initial Lender shall have received a promissory note (▇▇▇▇▇▇) (hereinafter, “Promissory Note”), each substantially in the form of Exhibit B hereto, duly executed and completed by the Borrower evidencing the principal amount and interest of such Loan; (j) the Lender shall have received from the Borrower (1) an Assignment Agreement (as defined in Section 4.4 below) duly executed by the Borrower, whereby the Borrower assigns to the Lender all of its rights (but not its obligations) under Qualifying Export Agreements in an aggregate amount sufficient to comply compliance with the requirements of Section 9.10 below, in guarantee of the full performance by the Borrower of all its obligations hereunder, together with (2) a copy of the relevant Qualifying Export Agreement assigned thereto, and (3) a copy of the notification(s) to, and acknowledgement(s) by, the relevant Buyer(s) party(ies) to the respective Qualifying Export Agreement(s), in each case, to the Lender’s satisfaction; (k) the Coverage Ratio shall be equal to or higher than 1.25; and (1) the Borrower shall have filed with the Argentine Financial Institution with which it shall enter into the Exchange Contact the necessary documents as requested by such Argentine Financial Institution or any other documentation required by the applicable Foreign Exchange Regulations, in order to evidence to such Argentine Financial Institution that the requested Loan shall qualify as an export pre-financing, that such Loan shall be repaid with the proceeds of the allocated Qualifying Export this Agreement, and that such proceeds shall not be applied to the repayment of any other export pre-financing Indebtedness of the Borrower.