Pursuant to Articles. 15 and 16 of Colombia’s Civil Code (Código Civil), the waiver of immunity granted under applicable sections of the Transaction Documents is permissible provided that said waiver only affects the rights of the waiving party and taking into account the exceptions and limitations to grant such waiver as indicated herein and in the Transaction Documents. Under Colombian law any immunity from proceedings which might be available in the future cannot be validly waived in advance.
Pursuant to Articles. 11.1 (a) and (b), in the event the funeral/ memorial service or internment is not held during the normal bereavement period but deferred to a later date, the employee shall be granted one (1) day bereavement leave to attend same without loss of pay, provided the total number of paid bereavement days does not exceed the number of days provided in Articles 11.1 (a) and (b), whichever is applicable.
Pursuant to Articles. 23.1 and 23.2 of the Articles, we hereby confirm our exercise of the Drag Along Option and request that the Company copy to each of the Called Shareholders: (a) the Drag Along Notice in the form of Annex 1; and (b) the Sale Agreements in the form of Annex 2, which the Called Shareholders are required to execute in connection with the sale of their Shares to the Purchaser.
Pursuant to Articles. 15 and 16 of Colombia’s Civil Code (Código Civil), the waiver of rights is permissible provided that said waiver only affects the rights of the waiving party. Under Colombian law any immunity from proceedings which might be available in the future cannot be validly waived in advance. The Borrower and its properties are not subject to immunity from the jurisdiction of courts or from set-off or any legal process subject to the terms, conditions, limitations or exceptions under: (i) article 1677 of the Colombian Civil Code (Código Civil) and Article 684 of Colombia’s Code of Civil Procedure (Código de Procedimiento Civil) (which will be abrogated by article 594 of Law 1564 of 2012 (Código General del Proceso) once it is ruled effective by the Colombian Council of the Judiciary (Consejo Superior de la Judicatura)).
