ENGLISH TRANSLATION) 2nd Addendum to DSUA No. DICGN / 190 — DSUA / 05.2008 2ND ADDENDUM TO THE DISTRIBUTION SYSTEM USE AGREEMENT BETWEEN EMPRESA ENERGÉTICA DE MATO GROSSO DO SUL S.A. — ENERSUL AND ANGÉLICA AGROENERGÉTICA LTDA.

Exhibit 10.27

(ENGLISH TRANSLATION)

2^nd Addendum to DSUA No. DICGN / 190 — DSUA / 05.2008

2^ND ADDENDUM TO THE DISTRIBUTION SYSTEM USE AGREEMENT BETWEEN EMPRESA ENERGÉTICA DE MATO ▇▇▇▇▇▇ DO SUL S.A. — ENERSUL AND ▇▇▇▇▇▇▇▇ AGROENERGÉTICA LTDA.

EMPRESA ENERGÉTICA DE MATO ▇▇▇▇▇▇ DO SUL S.A. — ENERSUL, a public utility concessionaire of electrical power, with main place of business in the city of Campo Grande, State of Mato ▇▇▇▇▇▇ do Sul, at ▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇. ▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, enrolled with the National Register of Legal Entities of the Ministry of Finance (“CNPJ/MF”) under No. 15.413.826/0001-50, herein represented in accordance with its Bylaws, hereinafter referred to as “DISTRIBUTOR”, and, on the other hand

▇▇▇▇▇▇▇▇ AGROENERGÉTICA LTDA., with main place of business in the city of ▇▇▇▇▇▇▇▇, State of Mato ▇▇▇▇▇▇ do Sul, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ — ▇▇▇▇▇▇▇ ▇▇ ▇▇▇, ▇▇ 14 — Fazenda Kurupay — Rural Area, enrolled with the National Register of Legal Entities of the Ministry of Finance (“CNPJ/MF”) under No. 07.903.169/0001-09, herein represented under the terms of its memorandum of association, hereinafter referred to as “GENERATION AGENT”, individually referred to as “Party” and jointly as “Parties”.

WHEREAS:

(i) On June 03, 2008, DISTRIBUTOR entered into Distribution System Use Agreement No. DICGN / 190 — DSUA / 05.2008 (“Agreement”) with GENERATION AGENT, and such Agreement is intended to regulate the rights and obligations of the Parties relating to the use of the distribution network of DISTRIBUTOR to meet GENERATION AGENT’s needs for power supply.

(ii) The following addenda were executed on the dates indicated below: 1^st Addendum on April 06, 2009;

(iii) DISTRIBUTOR and GENERATION AGENT intend to amend some Sections of the Agreement.

The Parties decide to enter into this Second Addendum to the Agreement that shall be governed by the following clauses and conditions:

SECTION ONE

1.1. The Parties agree that the agreed demand set forth in item 4.1. of Section 4 of the Agreement part of which is the Amount of Use of the Distribution System shall be substituted by Exhibit I hereto that shall henceforth be full part of the Agreement for all purposes of the law, in such a way that all references in the Agreement to item 4.1. shall be understood as references to Exhibit I hereto.

SECTION TWO

2.1. Item 5.3. of Section 5 of the Agreement — ENCUMBRANCE AND USE OF THE DISTRIBUTION SYSTEM — is amended and shall henceforth be effective with the following wording:

“In accordance with Art. 5 of ▇▇▇▇▇ Resolution No. 1,221 of January 22, 2008, no discount shall apply to the amount of the GENERATION DSUR during the validity of this DSUA, under the conditions established in the Resolution while the injected power is above thirty thousand kilowatts (30,000 kW).”

SECTION THREE

3.1. All other clauses and conditions of the Agreement and its addenda that have not been amended, modified, adjusted or substituted by means hereof shall remain effective and unchanged. In the event of any ambiguity or discrepancy between the Agreement, its addenda and the conditions hereof, those hereof shall prevail over those of the previous ones.

SECTION FOUR

4.1. The following attorneys are authorized to individually or jointly sign the pages of this Instrument and of its Exhibits on behalf of DISTRIBUTOR: ▇▇▇▇▇▇▇ ▇▇▇▇▇ Afonso, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Maduro and ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇, enrolled with the Brazilian Bar Association, São Paulo Chapter under No. 146.379, No. 147.517, No. 218.332 and 226.417, respectively.

In witness whereof, the Parties execute this instrument in two (02) counterparts of equal tenor, form and effects, in the presence of the undersigned witnesses.

Campo Grande, May 01, 2010.

EMPRESA ENERGÉTICA DE MATO ▇▇▇▇▇▇ DO SUL S.A. — ENERSUL

Enrolled with the Individual Taxpayers’ Register of the Ministry of Finance (“CPF/MF”) under No.: ▇▇▇.▇▇▇.▇▇▇-▇▇

Enrolled with the Individual Taxpayers’ Register of the Ministry of Finance (“CPF/MF”) under No.: ▇▇▇.▇▇▇.▇▇▇-▇▇

▇▇▇▇▇▇▇▇ AGROENERGÉTICA LTDA.

/s/

Name:

ID:

Enrolled with the Individual Taxpayers’ Register (“CPF”) under No.:

Name:

ID:

Enrolled with the Individual Taxpayers’ Register (“CPF”) under No.:

WITNESSES:

Enrolled with the Individual Taxpayers’ Register (“CPF”) under No.: ▇▇▇.▇▇▇.▇▇▇-▇▇

2)

Name:

ID:

Enrolled with the Individual Taxpayers’ Register (“CPF”) under No.:

EXHIBIT I

AGREED AMOUNT OF USE

		DEMAND (kW)
VALIDITY		PEAK				OFF — PEAK
June 01, 2008 to April 30, 2009			11,000				11,000
May 01, 2009 to May 31, 2010			20,000				20,000
June 01, 2010 to January 21, 2038			64,000				64,000