0001193125-17-383709 Sample Contracts

AGREEMENT FOR THE PROCESSING OF MANGO EXPORTS (2015 – 2016 CAMPAIGN)
Exclusivity Agreement • December 29th, 2017 • Camposol Holding PLC • Agricultural production-crops

Witnesseth hereby the Agreement for the Processing of Mango Exports (2015-2016 Campaign), hereinafter referred to as the “Agreement,” entered into by and between:

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MASTER AGREEMENT OF COMMERCIAL AGREEMENT DATED DECEMBER 2, 2015
Master Agreement of Commercial Agreement • December 29th, 2017 • Camposol Holding PLC • Agricultural production-crops

• SOCIEDAD AGRICOLA VIRU S.A., identified by Taxpayer Registration (RUC) No. 20373860736, domiciled at the North Pan-American Highway km 521, District and Province of Virú, Department of La Libertad, acting by and through its General Manager, Ms. Yoselyn Malamud Kessler, identified by National Identity Document (DNI) No. 09343554, and Mr. Oscar Guido Echegaray Rengifo, identified by National Identity Document (DNI) No. 06681107, as per powers-of-attorney registered in Item No. 11009404 of the Registry of Legal Entities of the Public Registry in and for Trujillo, hereinafter referred to as “VIRU,” as party of the first part; and

PROFESSIONAL SERVICES AGREEMENT
Service Agreement • December 29th, 2017 • Camposol Holding PLC • Agricultural production-crops

Witnesseth hereby the Professional Services Agreement entered into by and between CAMPOSOL S.A., holder of Tax ID Number (RUC) 20340584237, with principal place of business at Av. El Derby 250, Piso 4, Urbanización El Derby de Monterrico, District of Santiago de Surco, Province and Department of Lima, acting by and through its attorney-in-fact, Maria Cristina COUTURIER LLERENA, holder of National Identity Card (DNI) 10544281, according to the power of attorney registered in Electronic Card 11009728 of the Registry of Companies in and for Lima and El Callao, hereinafter referred to as “CAMPOSOL”; and GESTORA DEL PACIFICO S.A.C., holder of Tax ID Number (RUC) 20600686756, with principal place of business at Av. El Derby 250, Urbanización El Derby de Monterrico, District of Santiago de Surco, Province and Department of Lima, acting by and through its attorneys-in-fact, Rosa Amelia CORIAT VALERA, holder of National Identity Card (DNI) 08203288, and Juan Sebastian WONG PINCHEZ, holder of Na

MID-TERM LOAN AGREEMENT Entered into by and between BANCO INTERNACIONAL DEL PERÚ S.A.A. – INTERBANK and CAMPOSOL S.A.
Surety Agreement • December 29th, 2017 • Camposol Holding PLC • Agricultural production-crops

In the district of Jesus Maria, city of Lima, on this fifth day (05) of the month of September, 2016, EDUARDO LAOS DE LA LAMA, Atty., Notary Public in and for Lima, identified with Peruvian National Identity Card # 07700630 and with Peruvian Taxpayer’s Registration # (R.U.C.) 10077006309, hereby grants this formal public instrument between:

AGREEMENT FOR THE PROCESSING OF AVOCADO EXPORTS (2016 CAMPAIGN)
Camposol Holding PLC • December 29th, 2017 • Agricultural production-crops

Witnesseth hereby the Agreement for the Processing of Avocado Exports (2016 Campaign), hereinafter referred to as the “Agreement,” entered into by and between:

SERVICE AGREEMENT FOR THE PROCESSING OF GRAPE EXPORTS
Service Agreement • December 29th, 2017 • Camposol Holding PLC • Agricultural production-crops

Witnesseth hereby the Service Agreement for the Processing of Grape Exports (2016-2017 Campaign), hereinafter the “Agreement,” entered into by and between:

ADVISING AGREEMENT
Advising Agreement • December 29th, 2017 • Camposol Holding PLC • Agricultural production-crops

• GESTORA DEL PACIFICO SAC, identified by Tax ID Number (RUC) 20600686756, with principal place of business at Av. El Derby 250, Urbanización El Derby de Monterrico, District of Santiago de Surco, Province and Department of Lima, acting by and through Mr. Piero Martin Dyer Coriat, identified by National Identity Card (DNI) 40685471, and Mr. Samuel Barnaby Dyer Coriat, identified by National Identity Card (DNI) 10223178, according to the powers of attorney registered in Electronic Registry N° 13486904 of the Registry of Companies of Lima, hereinafter referred to as (“GDP”).

CAMPOSOL S.A. 10.50% SENIOR SECURED NOTES DUE 2021 INDENTURE Dated as of May 27, 2016 CAMPOSOL S.A., as Issuer CAMPOSOL HOLDING LTD., as Parent Guarantor CAMPOINCA S.A. and MARINAZUL S.A., as Subsidiary Guarantors THE BANK OF NEW YORK MELLON, as...
Indenture • December 29th, 2017 • Camposol Holding PLC • Agricultural production-crops • New York

INDENTURE, dated as of May 27, 2016, among CAMPOSOL S.A., a corporation (sociedad anónima) organized under the laws of Peru (the “Issuer”), CAMPOSOL HOLDING LTD., a public limited company organized under the laws of Cyprus (the “Parent Guarantor”), CAMPOINCA S.A., a corporation (sociedad anónima) organized under the laws of Peru and MARINAZUL S.A., a corporation (sociedad anónima) organized under the laws of Peru (together, the “Subsidiary Guarantors”, and together with the Parent Guarantor, the “Guarantors”), THE BANK OF NEW YORK MELLON, a banking corporation, organized and existing under the laws of the State of New York as trustee (together with its successors hereunder, in such capacity, the “Trustee”), registrar (in such capacity, the “Registrar”), transfer agent (in such capacity, the “Transfer Agent”) and paying agent (in such capacity, the “Paying Agent”, and together with any other paying agents under this Indenture in their respective capacities as such, the “Paying Agents”),

MASTER AGREEMENT FOR THE SUPPLY OF PACKAGING AND PACKING MATERIALS
Master Agreement • December 29th, 2017 • Camposol Holding PLC • Agricultural production-crops

Witnesseth hereby the Master Agreement for the Supply of Packaging and Packing Materials, hereinafter the “Agreement,” entered into by and between:

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