Common use of Allowed Creditors Clause in Contracts

Allowed Creditors. The concept of Allowed Creditors is only applicable for the assumptions of Permitted Guaranteed Indebtedness. The Allowed Creditors must have the authorization of the Grantor to credit that condition, complying to previously submit Annex 10 of this contract befor the Grantor for his approval. For said purposes, the Allowed Creditor will be: (i) Any multilateral credit institution from which the State of the Republic of Peru is member, (ii) Any institution, export credit agency or any governmental agency of any country with which the State of the Republic of Peru keeps diplomatic relationships, (iii) Any International financial institution appointed as first category bank in Circular N° 036-2015-BCRP, published in the Official Gazette El Peruano on September 25, 2015, issued by the Central Reserve Bank of Peru, or any other circular that modifies it, and additionally those that replace them, incorporating new institutions, (iv) Any other International financial institution that has a risk classification not less than the Peruvian sovereign debt corresponding to long term foreign currency assigned by an international risk classifying entity that classifies the Republic of Peru, (v) Any other national financial institution that has a local risk classification not less than “A”, assessed by a national risk classifying company duly authorized by the Superintendence of Securities Market (SSM), (vi) All institucional investors considered as such by the legal regulations in force in Peru or in their country of origin who directly or indirectly acquire any kind of transferable security or debt instrument by: (i) the CONCESSIONAIRE, or (ii) a trust estate, investment funds or securitization company that acquires rights and/or assets derived from the concession contract, (vii) Any natural or legal person who directly or indirectly acquires sny kinf of transferable security or debt instrument issued by the CONCESSIONAIRE through public or private offer, or through of trust estate, investment funds or securitization company established in Peru or abroad. Only for the case of structuring this kind of transactions, it must be considered that the representative of bondholders acting on behalf of future people who acquire such securities or instruments, will have temporarily the qualification of Allowed CrFEStor and initially will be responsible to submit Annex 10, to this end they must comply, where appropriate, the requirements listed in sections (i) to (vii) above. Said qualification will be extinguished with the corresponidng financial placement and shall proceed the corresponding replacement of Annex 10 that will be subscribed by the representative of bondholders appointed according to the provisions set forth in Article 87°, 88° and 92° of the Law of Securities Market and according to the powers issued by the acquirers in favor of it. The Allowed Creditors may not have economic link with the CONCESSIONAIRE, according to indications made in CONASEV Resolution Nº 090-2005-EF-94.10, modified by CONASEV Resolution Nº 005-2006-EF/94.10, or regulation that replaces it. In the case of transferable securities, the Allowed Creditors must be represented by the representative of bondholders (according to the provisions set forth in Article 87° of the Law of Securities Market and Article 325° of the General Law of Corporations), which must comply with the requirements indicated in Sections (i) to (vi) above. In case of syndicated crFESts, the Allowed Creditors may be represented by an administrative agent or agent of guarantees, who must comply with the requirements indicated in Sections (i) to (vi) above. For that purposes, it shall be considered:

Allowed Creditors. The concept of Allowed Creditors is only applicable for the assumptions of Permitted Guaranteed Indebtedness. The Allowed Creditors must shall have the authorization of the Grantor to credit prove that condition, complying to previously submit Annex 10 of this contract befor the Grantor for his approval. For said that purposes, the Allowed Creditor will may be: (i) i. Any multilateral credit institution from which the State of the Republic of Peru is member,; (ii) . Any institution, export credit agency or any governmental agency of any country with which the State of the Republic of Peru keeps diplomatic relationships,relations; (iii) . Any International international financial institution appointed as first category bank in Circular N° 036048-2015-2015- BCRP, published in the Official Gazette El Peruano on September 25, 2015, issued by the Central Reserve Bank of Peru, or any other circular that later modifies it, and additionally those that replace themor replaces it, incorporating but only, in the case it incorporates new institutions,. (iv) . Any other International international financial institution that has a risk classification not less than the classification of Peruvian sovereign debt corresponding to foreign currency at long term foreign currency assigned by an international risk classifying entity that classifies qualifies the Republic of Peru,. (v) v. Any other national financial institution that has with a local risk classification not less than (“A”), assessed evaluated by a national risk classifying company company, duly authorized by the Superintendence of Securities Market (SSMSMV),; (vi) . All institucional institutional investors considered as such by the legal regulations in force in Peru or in their country (such as the Administrators of origin who Pensions Funds– AFP), that directly or indirectly acquire any kind of transferable security or debt instrument by: (issued by i) the CONCESSIONAIREConcessionaire, or (ii) a trust estate, investment funds the fiduciary or securitization company constituted in Peru or abroad that acquires acquire rights and/or assets derived from the concession contract,Concession Contract; (vii) . Any natural or legal person who directly or indirectly acquires sny kinf any kind of transferable security or debt instrument issued by the CONCESSIONAIRE Concessionaire through public or private offer, offering or through of trust estate, investment funds or securitization company established Securitization Company incorporated in Peru or abroad. Only for the case of structuring this kind of transactions, it must It shall be considered expressly established that the representative of bondholders acting on behalf of future people who acquire such securities or instruments, will have temporarily the qualification of Allowed CrFEStor and initially under no circumstance will be responsible to submit Annex 10, to this end they must comply, where appropriate, the requirements listed in sections (i) to (vii) above. Said qualification will be extinguished with the corresponidng financial placement and shall proceed the corresponding replacement allowed that shareholders or holders of Annex 10 that will be subscribed by the representative of bondholders appointed according to the provisions set forth in Article 87°, 88° and 92° participatory interests of the Law of Securities Market and according to the powers issued by the acquirers in favor of itConcessionaire are Allowed Creditors directly or indirectly. The Allowed Creditors may shall not have any economic link with the CONCESSIONAIREConcessionaire, according to indications made in of CONASEV Resolution Nº N° 090-2005-EF-94.10, modified by CONASEV Resolution Nº No. 005-2006-EF/94.10, or regulation that replaces itit1. In the case cases of transferable securities, the Allowed Creditors must be represented by the representative of bondholders (according to the provisions set forth in Article 87° of the Law of Securities Market and Article 325° of the General Law of Corporations), which must comply with the requirements indicated in Sections Literals (i) to (vi) abovev), to be considered Allowed Creditor it shall have that condition on the date of subscription of its respective financing Contract. In case of syndicated crFEStscredits, the Allowed Creditors may be represented by an administrative agent Administrative Agent or agent Agents of guaranteesGuarantees. 1 The Regulation of Indirect Property, who must comply with Link and Economic Groups, approved by Resolution of the requirements indicated Superintendence N° 00019-2015-SMV/01, will be in Sections (i) to (vi) above. For that purposesforce since 01.01.2017, it shall be considered:repealing CONASEV Resolution N° 090-2005-EF-94.10., except its Article 2.