Common use of Pledge; Grant of Security Interest Clause in Contracts

Pledge; Grant of Security Interest. In order to secure the payment of all amounts owed to Pledgee under the Credit Agreement and any of the other Credit Documents, with interest at the rates set forth therein and the full performance by Pledgor of all of the other terms, covenants and obligations set forth in the Credit Documents or herein (the “Secured Obligations”), Pledgor hereby unconditionally and irrevocably pledges, assigns, transfers and gives as security interest to Pledgee, pursuant to the provisions of Article 1,419 to 1,437 and 1,451 et seq. of the Brazilian Civil Code, all of its present and future credit rights of Pledgor in relation to (i) all incomes, rents, revenues, profits, proceeds, accounts receivable, security deposits and other benefits, present or future, derived from its activities and trading business, (ii) all proceeds from insurance payable to the Pledgor, whether or not such insurance coverage is specifically required under the terms of the Credit Agreement, (iii) all proceeds arising on account of condemnation of any of its properties, and recoveries for any diminution in the value of its properties and (iv) to the extent not included in the foregoing items, all proceeds and products of the property referred to in items above and whatever is received upon any exchange, sale or other disposition of any of such property, whether cash or non-cash proceeds, and any and all other amounts paid or payable under or in connection with any of the foregoing and any and all documents or instruments related thereto, (the "Pledged Rights"). 2.1. For purposes of Article 1,424 of the Brazilian Civil Code, it is expressly covenanted by the Parties that the principal conditions and characteristics of the Secured Obligations are those established in the Credit Agreement. The total estimated principal amount of the Secured Obligations, the final maturity date and the interest rates provided in the Credit Agreement for such Secured Obligations are, on this date, those set forth in Exhibit A hereof.

Pledge; Grant of Security Interest. In order to secure the full and prompt payment and performance when due (whether at stated maturity, by acceleration or otherwise) of all amounts owed to Pledgee obligations and liabilities of the Company under each of the Credit Agreement Note Purchase Agreements and any Note issued thereunder and of all obligations and liabilities of the Company to the Pari Passu Secured Parties, which may arise under, out of, or in connection with, the Note Purchase Agreements, the Common Terms Agreement, or any other Credit DocumentsPari Passu Financing Document, whether on account of principal, interest, reimbursement obligations, fees, indemnities, costs, expenses or otherwise (including, without limitation, all fees and disbursements of counsel to the Pari Passu Secured Parties that are required to be paid by the Company pursuant to the terms of the Note Purchase Agreements, the Common Terms Agreement or any other Pari Passu Financing Document) (collectively, the "Obligations"), and all obligations of the Company to the Collateral Agent or the Pari Passu Secured Parties created under this Equipment Pledge Agreement (such obligations together with the Obligations being collectively referred to as the "Secured Obligations"), which, for purposes of Article 761 of the Brazilian Civil Code, are estimated to be in (but expressly not limited to) the principal amount of up to US$1,019,000,000, equivalent on the date hereof to R$ 1,875,673,300, with interest at original final maturity on July 1, 2012 (subject to mandatory and optional repurchase and acceleration thereunder) or as otherwise provided for in the rates set forth therein Note Purchase Agreements, the Common Terms Agreement or the Notes, the Company hereby pledges, assigns and the full performance transfers (which transfer is effected by Pledgor of all means of the other termsconstituti clause, covenants pursuant to Articles 274 and obligations set forth in 199 of the Credit Documents or herein (Brazilian Commercial Code) to the “Collateral Agent for the benefit of the Pari Passu Secured Obligations”), Pledgor hereby unconditionally and irrevocably pledges, assigns, transfers and gives as security interest to PledgeeParties, pursuant to the provisions of Articles 271 to 279 of the Brazilian Commercial Code and Article 1,419 to 1,437 and 1,451 768 et seq. of the Brazilian Civil Code: (a) the equipment described and identified in Exhibit 1 hereto (the "Equipment"); (b) the inventory, all of its present and future credit rights of Pledgor in relation to (i) all incomesspare parts, rents, revenues, profits, proceeds, accounts receivable, security deposits supplies and other benefits, present or future, derived tangible personal property described and identified in Exhibit 2 hereto (the "Inventory"); (c) the rights arising from its activities and trading business, (ii) all proceeds from the insurance payable policies with respect to the Pledgor, whether or not such insurance coverage is specifically required under Equipment and Inventory as fully described and identified in Exhibit 3 hereto (the terms of the Credit Agreement, "Insurance Rights"; and (iiid) all proceeds arising on account of condemnation of any of its properties, and recoveries for any diminution in the value of its properties and (iv) to the extent not included in the foregoing items, all proceeds and products of the property referred to in items above clauses (a), (b) and (c), including (A) whatever is now or hereafter received upon any the sale, exchange, sale disposition or other disposition operation of any of such property, whether cash and (B) any proceeds or non-cash proceedsProducts of items in clause (A) (together with the Insurance Rights, the Equipment and any and all other amounts paid or payable under or in connection with any of the foregoing and any and all documents or instruments related theretoInventory, (the "Pledged RightsAssets"). 2.1. For purposes Notwithstanding anything in this Equipment Pledge Agreement to the contrary, Exhibits 1 and 2 are not required to include any assets that would otherwise be included as Collateral under the Common Terms Agreement, the book value of Article 1,424 which is less than $50,000 per item; provided, that the aggregate book value of the Brazilian Civil Code, it is expressly covenanted by the Parties that the principal conditions and characteristics assets of the Secured Obligations are those established Company and its Subsidiaries not listed on such Exhibits does not exceed [***] in the Credit Agreement. The total estimated principal amount of aggregate for the Secured Obligations, the final maturity date Company and the interest rates provided in the Credit Agreement for such Secured Obligations are, on this date, those set forth in Exhibit A hereofSubsidiaries taken as a whole.

Pledge; Grant of Security Interest. (a) In order to secure the full and prompt payment and performance when due (whether at the stated maturity, by acceleration or otherwise) of all amounts owed to Pledgee obligations and liabilities of the Company under the Credit Nortel Note Purchase Agreement and any Note issued thereunder and of all obligations and liabilities of the Company to the Secured Parties, which may arise under, out of, or in connection with, the Nortel Note Purchase Agreement, the Common Terms Agreement, or any other Credit DocumentsNote Document, whether on account of principal, interest, reimbursement obligations, fees, indemnities, costs, expenses or otherwise (including, without limitation, all fees and disbursements of counsel to the Secured Parties that are required to be paid by the Company pursuant to the terms of the Nortel Note Purchase Agreement, the Common Terms Agreement and any other Note Document) (the "Obligations"), and all obligations of the Company to the Proceeds Collateral Agent or Secured Parties created under this Account Pledge Agreement (such obligations together with the Obligations being collectively referred to as the "Secured Obligations"), which for the purposes of Article 761 of the Brazilian Civil Code, are estimated to Proceeds Account Pledge Agreement (Nortel NPA) be in (but expressly not limited to) the principal amount of up to US$1,019,000,000, equivalent on the date hereof to R$1,875,673,300, with interest at original final maturity on July 1, 2012 (subject to mandatory and optional repurchase and acceleration thereunder) or as otherwise provided for in the rates set forth therein and Nortel Note Purchase Agreement, the full performance by Pledgor of all Common Terms Agreement or the Notes the Company hereby pledges the Pledged Assets to the Proceeds Collateral Agent for the benefit of the other terms, covenants and obligations set forth in the Credit Documents or herein (the “Secured Obligations”), Pledgor hereby unconditionally and irrevocably pledges, assigns, transfers and gives as security interest to PledgeeParties, pursuant to the provisions of Articles 271 to 279 of the Brazilian Commercial Code and Article 1,419 to 1,437 and 1,451 768 et seq. of the Brazilian Civil Code. (b) The Company shall establish a special, segregated, restricted and irrevocable investment account which shall be maintained, at all times until the termination of its present this Account Pledge Agreement (the "Proceeds Account"), in the exclusive possession and future credit rights control of Pledgor the Fund Administrator, and which shall at all times be subject to this Account Pledge Agreement, the Nortel Note Purchase Agreement and the Common Terms Agreement. (c) All funds from the Initial Issuance of Notes and any funds otherwise to be deposited in relation to (i) all incomes, rents, revenues, profits, proceeds, accounts receivable, security deposits and other benefits, present or future, derived from its activities and trading business, (ii) all proceeds from insurance payable to the Pledgor, whether or not such insurance coverage is specifically required under Proceeds Account in accordance with the terms of the Credit this Account Pledge Agreement, (iii) all proceeds arising on account of condemnation of any of its properties, the Nortel Note Purchase Agreement and recoveries for any diminution in the value of its properties and (iv) Common Terms Agreement shall immediately be applied to the extent not included investment by the Company in the foregoing items, all proceeds and products quotas of the property referred to funds listed in items above and whatever is received upon any exchangeExhibit 1 hereto, sale or other disposition each of any of such property, whether cash or which shall be an exclusive investment mutual fund (fundo de investimento financeiro exclusivo) having the Fund Administrator as non-cash proceeds, discretionary exclusive administrator and any and all other amounts paid or payable under or in connection with any having the Fund Manager as exclusive manager of the foregoing and any and all documents or instruments related theretoFund's portfolio (each, (the a "Pledged RightsFund"). 2.1. For purposes of Article 1,424 of the Brazilian Civil Code, it is expressly covenanted by the Parties that the principal conditions and characteristics of the Secured Obligations are those established in the Credit Agreement. The total estimated principal amount of the Secured Obligations, the final maturity date and the interest rates provided in the Credit Agreement for such Secured Obligations are, on this date, those set forth in Exhibit A hereof.

Pledge; Grant of Security Interest. In order to secure the full and prompt payment and performance when due (whether at the stated maturity, by acceleration or otherwise) of all amounts owed to Pledgee obligations and liabilities of the Company under each of the Credit Agreement Note Purchase Agreements and any Note issued thereunder and of all obligations and liabilities of the Company to the Pari Passu Secured Parties, which may arise under, out of, or in connection with, the Note Purchase Agreements, the Common Terms Agreement, or any other Credit DocumentsPari Passu Financing Document, whether on account of principal, interest, reimbursement obligations, fees, indemnities, costs, expenses or otherwise (including, without limitation, all fees and disbursements of counsel to the Pari Passu Secured Parties that are required to be paid by the Company pursuant to the terms of the Note Purchase Agreements, the Common Terms Agreement or any other Pari Passu Financing Document) (the "Obligations"), and all obligations of the Company to the Collateral Agent or the Pari Passu Secured Parties created under this Cash Collateral Pledge Agreement (such obligations together with the Obligations being collectively referred to as the "Secured Obligations"), which, for the purposes of Article 761 of the Brazilian Civil Code, are estimated to be in (but expressly not limited to) the principal amount of up to US$1,019,000,000, equivalent on the date hereof to R$1,875,673,300, with interest at original final maturity on July 1, 2012 (subject to mandatory and optional repurchase and acceleration thereunder) or as otherwise provided for in the rates set forth therein and Note Purchase Agreements, the full performance by Pledgor of all Common Terms Agreement or the Notes, the Company hereby pledges to the Collateral Agent for the benefit of the other terms, covenants and obligations set forth in the Credit Documents or herein (the “Pari Passu Secured Obligations”), Pledgor hereby unconditionally and irrevocably pledges, assigns, transfers and gives as security interest to PledgeeParties, pursuant to the provisions of Articles 271 to 279 of the Brazilian Commercial Code and Article 1,419 to 1,437 and 1,451 768 et seq. of the Brazilian Civil Code, all of its present and future credit rights of Pledgor in relation to (i) all incomes, rents, revenues, profits, proceeds, accounts receivable, security deposits and other benefits, present or future, derived from its activities and trading business, (ii) all proceeds from insurance payable to the Pledgor, whether or not such insurance coverage is specifically required under the terms of the Credit Agreement, (iii) all proceeds arising on account of condemnation of any of its properties, and recoveries for any diminution in the value of its properties and (iv) to the extent not included in the foregoing items, all proceeds and products of the property referred to in items above and whatever is received upon any exchange, sale or other disposition of any of such property, whether cash or non-cash proceeds, and any and all other amounts paid or payable under or in connection with any of the foregoing and any and all documents or instruments related thereto, (the "Pledged Rights"). 2.1. For purposes of Article 1,424 of the Brazilian Civil Code, it is expressly covenanted by the Parties that the principal conditions and characteristics of the Secured Obligations are those established in the Credit Agreement. The total estimated principal amount of the Secured Obligations, the final maturity date and the interest rates provided in the Credit Agreement for such Secured Obligations are, on this date, those set forth in Exhibit A hereof.:

Pledge; Grant of Security Interest. (a) In order to secure the full and prompt payment and performance when due (whether at the stated maturity, by acceleration or otherwise) of all amounts owed to Pledgee obligations and liabilities of the Company under the Credit Qualcomm/Ericsson Note Purchase Agreement and any Note issued thereunder and of all obligations and liabilities of the Company to the Secured Parties, which may arise under, out of, or in connection with, the Qualcomm/Ericsson Note Purchase Agreement, the Common Terms Agreement, or any other Credit DocumentsNote Document, whether on account of principal, interest, reimbursement obligations, fees, indemnities, costs, expenses or otherwise (including, without limitation, all fees and disbursements of counsel to the Secured Parties that are required to be paid by the Company pursuant to the terms of the Qualcomm/Ericsson Note Purchase Agreement, the Common Terms Agreement and any other Note Document) (the "Obligations"), and all obligations of the Company to the Proceeds Collateral Agent or Secured Parties created under this Account Pledge Agreement (such obligations together with the Obligations being collectively referred to as the "Secured Obligations"), which, for the purposes of Article 761 of the Brazilian Civil Code, are estimated to be in (but expressly not limited to) the principal amount of up to US$1,019,000,000, equivalent on the date hereof to R$ [o], with interest at original final maturity on July 1, 2012 (subject to mandatory and optional repurchase and acceleration thereunder) or as otherwise provided for in the rates set forth therein and Qualcomm/Ericsson Note Purchase Agreement, the full performance by Pledgor of all Common Terms Agreement or the Notes, the Company hereby pledges the Pledged Assets to the Proceeds Collateral Agent for the benefit of the other terms, covenants and obligations set forth in the Credit Documents or herein (the “Secured Obligations”), Pledgor hereby unconditionally and irrevocably pledges, assigns, transfers and gives as security interest to PledgeeParties, pursuant Proceeds Account Pledge Agreement (Qualcomm/Ericsson NPA) 8 95 to the provisions of Articles 271 to 279 of the Brazilian Commercial Code and Article 1,419 to 1,437 and 1,451 768 et seq. of the Brazilian Civil Code. (b) To the extent funds from the initial Issuance (as defined in the Qualcomm/Ericsson Note Purchase Agreement) of Notes or the proceeds thereof are not applied pursuant to clause (c) below, the Company shall establish a special, segregated, restricted and irrevocable cash account (conta vinculada) which shall be maintained, at all times until the termination of its present this Account Pledge Agreement (the "Proceeds Account"), in the exclusive possession and future credit rights control of Pledgor the Fund Administrator, and which shall at all times be subject to this Account Pledge Agreement, the Qualcomm/Ericsson Note Purchase Agreement and the Common Terms Agreement. (c) All funds from the initial Issuance (as defined in relation the Qualcomm/Ericsson Note Purchase Agreement) of Notes and any funds otherwise to (i) all incomes, rents, revenues, profits, proceeds, accounts receivable, security deposits and other benefits, present or future, derived from its activities and trading business, (ii) all proceeds from insurance payable to be deposited in the Pledgor, whether or not such insurance coverage is specifically required under Proceeds Account in accordance with the terms of the Credit this Account Pledge Agreement, (iii) all proceeds arising on account of condemnation of any of its properties, the Qualcomm/Ericsson Note Purchase Agreement and recoveries for any diminution in the value of its properties and (iv) Common Terms Agreement shall immediately be applied to the extent not included investment by the Company in the foregoing items, all proceeds and products quotas of the property referred to funds listed in items above and whatever is received upon any exchangeExhibit 1 hereto, sale or other disposition each of any of such property, whether cash or which shall be an exclusive investment mutual fund (fundo de investimento financeiro exclusivo) having the Fund Administrator as non-cash proceedsdiscretionary exclusive administrator and manager (each, and any and all other amounts paid or payable under or in connection with any of the foregoing and any and all documents or instruments related thereto, (the a "Pledged RightsFund"). 2.1. For purposes of Article 1,424 of the Brazilian Civil Code, it is expressly covenanted by the Parties that the principal conditions and characteristics of the Secured Obligations are those established in the Credit Agreement. The total estimated principal amount of the Secured Obligations, the final maturity date and the interest rates provided in the Credit Agreement for such Secured Obligations are, on this date, those set forth in Exhibit A hereof.

Pledge; Grant of Security Interest. In order to secure the full and prompt payment and performance when due (whether at the stated maturity, by acceleration or otherwise) of all amounts owed to Pledgee obligations and liabilities of the Company under each of the Credit Agreement Note Purchase Agreements and any Note issued thereunder and of all obligations and liabilities of the Company to the Pari Passu Secured Parties, which may arise under, out of, or in connection with, the Note Purchase Agreements, the Common Terms Agreement, or any other Credit DocumentsPari Passu Financing Document, whether on account of principal, interest, reimbursement obligations, fees, indemnities, costs, expenses or otherwise (including, without limitation, all fees and disbursements of counsel to the Pari Passu Secured Parties that are required to be paid by the Company pursuant to the terms of the Note Purchase Agreements, the Common Terms Agreement or any other Pari Passu Financing Document) (collectively, the "Obligations"), and all obligations of the Company to the Collateral Agent or the Pari Passu Secured Parties created under this Contracts Pledge Agreement (such obligations together with the Obligations being collectively referred to as the "Secured Obligations"), which, for the purposes of Article 761 of the Brazilian Civil Code, are estimated to be in (but expressly not limited to) the principal amount of up to US$1,019,000,000, equivalent on the date hereof to R$1,875,673,300, with interest at original final maturity on July 1, 2012 (subject to mandatory and optional repurchase and acceleration thereunder) or as otherwise provided for in the rates set forth therein and Note Purchase Agreements, the full performance by Pledgor of all Common Terms Agreement or the Notes, the Company hereby pledges to the Collateral Agent for the benefit of the other terms, covenants and obligations set forth in the Credit Documents or herein (the “Pari Passu Secured Obligations”), Pledgor hereby unconditionally and irrevocably pledges, assigns, transfers and gives as security interest to PledgeeParties, pursuant to the provisions of Articles 271 to 279 of the Brazilian Commercial Code and Article 1,419 to 1,437 and 1,451 768 et seq. of the Brazilian Civil Code, all of its present and future credit rights of Pledgor in relation to (i) all incomes, rents, revenues, profits, proceeds, accounts receivable, security deposits and other benefits, present or future, derived from its activities and trading business, (ii) all proceeds from insurance payable to the Pledgor, whether or not such insurance coverage is specifically required under the terms of the Credit Agreement, (iii) all proceeds arising on account of condemnation of any of its properties, and recoveries for any diminution in the value of its properties and (iv) to the extent not included in the foregoing items, all proceeds and products of the property referred to in items above and whatever is received upon any exchange, sale or other disposition of any of such property, whether cash or non-cash proceeds, and any and all other amounts paid or payable under or in connection with any of the foregoing and any and all documents or instruments related thereto, (the "Pledged Rights"). 2.1. For purposes of Article 1,424 of the Brazilian Civil Code, it is expressly covenanted by the Parties that the principal conditions and characteristics of the Secured Obligations are those established in the Credit Agreement. The total estimated principal amount of the Secured Obligations, the final maturity date and the interest rates provided in the Credit Agreement for such Secured Obligations are, on this date, those set forth in Exhibit A hereof.:

Pledge; Grant of Security Interest. In order to secure the full and prompt payment and performance when due (whether at the stated maturity, by acceleration or otherwise) of all amounts owed to Pledgee obligations and liabilities of the Company under each of the Credit Agreement Note Purchase Agreements and any Note issued thereunder and of all obligations and liabilities of the Company to the Pari Passu Secured Parties, which may arise under, out of, or in connection with, the Note Purchase Agreements, the Common Terms Agreement or any other Credit DocumentsPari Passu Financing Document, whether on account of principal, interest, reimbursement obligations, fees, indemnities, costs, expenses or otherwise (including, without limitation, all fees and disbursements of counsel to the Pari Passu Secured Parties that are required to be paid by the Company pursuant to the terms of the Note Purchase Agreements, the Common Terms Agreement or any other Pari Passu Financing Document) (the "Obligations"), and all obligations of the Company to the Collateral Agent or the Pari Passu Secured Parties created under this Receivables Pledge Agreement (such obligations, together with the Obligations being collectively referred to as the "Secured Obligations"), which, for the purposes of Article 761 of the Brazilian Civil Code, are estimated to be in (but expressly not limited to) the principal amount of up to US$1,019,000,000, equivalent on the date hereof to R$1,875,673,300, with interest at an original final maturity on July 1, 2012 (subject to mandatory and optional repurchase and acceleration thereunder) or as otherwise provided for in the rates set forth therein and Note Purchase Agreements, the full performance by Pledgor of all Common Terms Agreement or the Notes, the Company hereby pledges to the Collateral Agent for the ratable benefit of the other terms, covenants and obligations set forth in the Credit Documents or herein (the “Pari Passu Secured Obligations”), Pledgor hereby unconditionally and irrevocably pledges, assigns, transfers and gives as security interest to PledgeeParties, pursuant to the provisions of Articles 271 to 279 of the Brazilian Commercial Code and Article 1,419 to 1,437 and 1,451 768 et seq. of the Brazilian Civil Code, all of its present and future credit rights of Pledgor in relation to (i) all incomes, rents, revenues, profits, proceeds, accounts receivable, security deposits and other benefits, present or future, derived from its activities and trading business, (ii) all proceeds from insurance payable to the Pledgor, whether or not such insurance coverage is specifically required under the terms of the Credit Agreement, (iii) all proceeds arising on account of condemnation of any of its properties, and recoveries for any diminution in the value of its properties and (iv) to the extent not included in the foregoing items, all proceeds and products of the property referred to in items above and whatever is received upon any exchange, sale or other disposition of any of such property, whether cash or non-cash proceeds, and any and all other amounts paid or payable under or in connection with any of the foregoing and any and all documents or instruments related thereto, (the "Pledged Rights"). 2.1. For purposes of Article 1,424 of the Brazilian Civil Code, it is expressly covenanted by the Parties that the principal conditions and characteristics of the Secured Obligations are those established in the Credit Agreement. The total estimated principal amount of the Secured Obligations, the final maturity date and the interest rates provided in the Credit Agreement for such Secured Obligations are, on this date, those set forth in Exhibit A hereof.:

Pledge; Grant of Security Interest. In order to secure the full and prompt payment and performance when due (whether at the stated maturity, by acceleration or otherwise) of all amounts owed to Pledgee obligations of the Company under each of the Credit Agreement Note Purchase Agreements and any Note issued thereunder and of all obligations and liabilities of the Company to the Pari Passu Secured Parties, which may arise under, out of, or in connection with, the Note Purchase Agreements, the Common Terms Agreement, or any other Credit DocumentsPari Passu Financing Document, whether on account of principal, interest, reimbursement obligations, fees, indemnities, costs, expenses or otherwise (including, without limitation, all fees and disbursements of counsel to the Pari Passu Secured Parties that are required to be paid by the Company pursuant to the terms of the Note Purchase Agreements, the Common Terms Agreement or any other Pari Passu Financing Document) (the "Obligations"), and all obligations of the Shareholders to the Collateral Agent or the Pari Passu Secured Parties created under this Pledge Agreement (being such obligations together with the Obligations being collectively referred to as the "Secured Obligations"), which, for the purposes of Article 761 of the Brazilian Civil Code, are estimated to be in (but expressly not limited to) the principal amount of up to US$1,019,000,000, equivalent on the date hereof to R$l,875,673,300, with interest at original final maturity on July 1, 2012 (subject to mandatory and optional repurchase and acceleration thereunder) or as otherwise provided for in the rates set forth therein and Note Purchase Agreements, the full performance by Pledgor of all Common Terms Agreement or the Notes each Shareholder hereby pledges to the Collateral Agent for the benefit of the other terms, covenants and obligations set forth in the Credit Documents or herein (the “Pari Passu Secured Obligations”), Pledgor hereby unconditionally and irrevocably pledges, assigns, transfers and gives as security interest to PledgeeParties, pursuant to the provisions of Articles 271 to 279 of the Brazilian Commercial Code and Article 1,419 to 1,437 and 1,451 et seq. 768 of the Brazilian Civil Code, all of its present and future credit rights of Pledgor in relation to (i) all incomes, rents, revenues, profits, proceeds, accounts receivable, security deposits and other benefits, present or future, derived from its activities and trading business, (ii) all proceeds from insurance payable to the Pledgor, whether or not such insurance coverage is specifically required under the terms of the Credit Agreement, (iii) all proceeds arising on account of condemnation of any of its properties, loan agreements and recoveries for any diminution promissory notes fully described in the value of its properties and (iv) to the extent not included in the foregoing items, all proceeds and products of the property referred to in items above and whatever is received upon any exchange, sale or other disposition of any of such property, whether cash or non-cash proceeds, and any and all other amounts paid or payable under or in connection with any of the foregoing and any and all documents or instruments related thereto, Exhibit 1 hereto (the "Pledged RightsAssets"). 2.1. For purposes of Article 1,424 of the Brazilian Civil Code, it is expressly covenanted by the Parties that the principal conditions and characteristics of the Secured Obligations are those established in the Credit Agreement. The total estimated principal amount of the Secured Obligations, the final maturity date and the interest rates provided in the Credit Agreement for such Secured Obligations are, on this date, those set forth in Exhibit A hereof.