RESTATED PRE-EXPORT FINANCE AGREEMENT as restated on 27 September, 2006 pursuant to a Restatement Agreement dated 27 September, 2006 for VOTORANTIM CELULOSE E PAPEL S.A. arranged by ABN AMRO BANK N.V. and BANCO SANTANDER CENTRAL HISPANO S.A., LONDON...Export Finance Agreement • February 1st, 2007 • Votorantim Pulp & Paper Inc • Paper mills • England
Votorantim Celulose e Papel S.A. – Restated $102,000,000 Pre-Export Finance Agreement (the “Agreement”), as restated pursuant to a restatement agreement dated [•] 2006
EXCHANGE AGREEMENT between VOTORANTIM CELULOSE E PAPEL S.A. and INTERNATIONAL PAPER INVESTMENTS (HOLLAND) B.V. on September 19, 2006Exchange Agreement • February 1st, 2007 • Votorantim Pulp & Paper Inc • Paper mills
By this EXCHANGE AGREEMENT (this “Agreement”) between, on one side, VOTORANTIM CELULOSE E PAPEL S.A., a company (sociedade por ações) organized under the laws of the Federative Republic of Brazil, with head offices in the City of São Paulo, State of São Paulo, at Al. Santos, 1357, 6th floor, enrolled with the Legal Entities Taxpayers’ Registry (CNPJ/MF) under No. 60.643.228/0001-21, herein represented in accordance with its bylaws (“VCP”), and, on the other side, INTERNATIONAL PAPER INVESTMENTS (HOLLAND) B.V., a company organized under the laws of The Netherlands, with head offices at Rokin 55, 1012 KK, in the city of Amsterdam, enrolled with the Legal Entities Taxpayers’ Registry (CNPJ/MF) under No 05.501.662/0001-69, herein represented in accordance with its corporate documents (“IP”).
ASSIGNMENT AGREEMENTVotorantim Pulp & Paper Inc • February 1st, 2007 • Paper mills
IN WITNESS WHEREOF this Assignment has been signed on behalf of the Trustee and executed as a deed by the Assignor and is intended to be and is hereby delivered by it as a deed on the date specified above.
RESTATEMENT AGREEMENT dated 27 September 2006 for VOTORANTIM CELULOSE E PAPEL S.A. as Borrower and THE OTHER PARTIES named herein relating to the Syndicated Facility Agreement as defined hereinAgreement • February 1st, 2007 • Votorantim Pulp & Paper Inc • Paper mills
RESTATEMENT AGREEMENT dated 27 September 2006 for VOTORANTIM CELULOSE E PAPEL S.A. as Borrower and THE OTHER PARTIES named herein relating to the ABN AMRO Facility Agreements and the ABN Loan No. 3 as defined hereinAgreement • February 1st, 2007 • Votorantim Pulp & Paper Inc • Paper mills
ASSIGNMENT AGREEMENTVotorantim Pulp & Paper Inc • February 1st, 2007 • Paper mills
IN WITNESS WHEREOF this Assignment has been signed on behalf of the Trustee and executed as a deed by the Assignor and is intended to be and is hereby delivered by it as a deed on the date specified above.
VCP OVERSEAS HOLDING EXPORT PREPAYMENT FACILITY AGREEMENT dated as of June 30, 2006 among VCP OVERSEAS HOLDING KFT., as the Borrower, VOTORANTIM CELULOSE E PAPEL S.A., as the Guarantor, VCP OVERSEAS HOLDING LTD BUDAPEST, BAAR BRANCH, as the Importer,...Export Prepayment Agreement • February 1st, 2007 • Votorantim Pulp & Paper Inc • Paper mills • New York
VCP OVERSEAS HOLDING EXPORT PREPAYMENT FACILITY AGREEMENT, dated as of June 30, 2006 (as it may be amended from time to time, this “Agreement”), among VCP OVERSEAS HOLDING KFT., a corporation organized under the laws of Hungary (the “Borrower”), VOTORANTIM CELULOSE E PAPEL S.A., a corporation organized under the laws of Brazil (the “Guarantor”), VCP OVERSEAS HOLDING LTD BUDAPEST, BAAR BRANCH, a branch of the Borrower licensed in the commercial register of the canton of Zug, Switzerland (the “Importer”), each of the Lenders that is a signatory hereto on the signature pages hereto and each other Person that becomes a “Lender” under the terms hereof (each a “Lender”), ABN AMRO BANK N.V., as the administrative agent for the Lenders (in such capacity, together with its successors in such capacity, the “Administrative Agent”), and LASALLE BANK NATIONAL ASSOCIATION, as the collateral agent for the Lender Parties (as defined below) (in such capacity, together with its successors in such capaci
EXPORT FINANCE AGREEMENTExport Finance Agreement • February 1st, 2007 • Votorantim Pulp & Paper Inc • Paper mills • New York
THIS EXPORT FINANCE AGREEMENT, dated as of June 30, 2006 (as amended, modified or supplemented from time to time, this “Agreement”), is entered into among VCP Overseas Holding Kft., a corporation duly organized and validly existing under the laws of the Republic of Hungary (“VCP Overseas”), VCP Overseas Holding Ltd Budapest, Baar Branch, a branch of VCP Overseas duly organized and validly existing under the laws of Switzerland (the “Importer”), Votorantim Celulose e Papel, S.A., a corporation duly organized and validly existing under the laws of Brazil (the “Exporter”), and LaSalle Bank National Association, as Collateral Agent (the “Collateral Agent”). Except as otherwise provided herein, terms used but not defined herein have the respective meanings given to such terms in the Export Prepayment Agreement (as defined below).
COLLATERAL ACCOUNT CONTROL AGREEMENTCollateral Account Control Agreement • February 1st, 2007 • Votorantim Pulp & Paper Inc • Paper mills • New York
COLLATERAL ACCOUNT CONTROL AGREEMENT (as amended, restated or otherwise modified from time to time, the “Agreement”) dated as of June 30, 2006 among VCP OVERSEAS HOLDING KFT. and VCP OVERSEAS HOLDING LTD BUDAPEST, BAAR BRANCH, (collectively, “VCP”), and LASALLE BANK NATIONAL ASSOCIATION, as the Collateral Agent pursuant to the Export Prepayment Agreement and Security Agreement referred to below (in such capacity, together with its successors in such capacity, the “Collateral Agent”), and, as the securities intermediary and depositary bank hereunder (the “Intermediary”).
RESTATEMENT AGREEMENT dated 27 September 2006 for VOTORANTIM CELULOSE E PAPEL S.A. as Borrower and THE OTHER PARTIES named herein relating to the Santander Facility Agreements and the Santander Loan No. 6 as defined hereinAgreement • February 1st, 2007 • Votorantim Pulp & Paper Inc • Paper mills
SECURITY AGREEMENTSecurity Agreement • February 1st, 2007 • Votorantim Pulp & Paper Inc • Paper mills • New York
SECURITY AGREEMENT dated as of June 30, 2006 (as it may be amended, supplemented or otherwise modified from time to time, this “Agreement”) among VCP OVERSEAS HOLDING KFT., (the “Borrower”), VOTORANTIM CELULOSE E PAPEL S.A. (the “Guarantor”), VCP OVERSEAS HOLDING LTD BUDAPEST, BAAR BRANCH (the “Importer”), and LASALLE BANK NATIONAL ASSOCIATION, as the agent for the Secured Parties (as hereinafter defined) (in such capacity, together with its successors in such capacity, the “Collateral Agent”).
