Exhibit
4.37

     

    
      	
              Branch
      of Banco
      Santander Banespa S.A.

              2.263

            	
              Current Account
      No.
130.003.017

            
	
              FINANCED
      PARTY

              Tim
      Celular S.A.

            	
              Corporate
      Taxpayer Register
CNPJ/MF

              04.206.050/0001-80

            
	
              Address

              Av.
      Giovanni Gronchi, 7143 – Vila Andrade

            	
              City/State

              São
      Paulo - SP

            
	
              GUARANTEES

              without
      effect

            
	
              LIMIT
      VALUE OF FACILITY

              JPY
      4,685,021.25 equivalent to R$ 74,290,388.32

            
	
              FINANCIAL
      CHARGES

              Fixed interest at the rate of
      being the contractor in every transaction % per annum, equivalent
      to being contracted in every transaction at % per month, calculated
      as simple interest, considering a year of 360
      consecutive days.

            
	
              MATURITY
      DATE

              07.16.2007

            
	
              RATES

              · TAMC – Facility Opening
      and Maintenance Fee: without effect % per annum, payable without
      effect.

            


    

    


    Hereby:
(i) Banco Santander
Banespa S.A.,
headquartered in the city of São Paulo, state of São Paulo, at Rua Amador Bueno, 474 – Santo
Amaro, corporate taxpayer register CNPJ of the Ministry of Finance
(CNPJ/MF) under No.
90.400.888/0001-42, hereinafter referred to as BANK and (ii) FINANCE
PARTY, appointed and identified in the preamble (“Preamble”); have mutually
agreed to execute this Facility Contract for Acquisition of Goods and Services
with Foreign Resources Transfer (“Contract”), which will be governed by the
following clauses and conditions:

    


    I
– PURPOSE

    


    1.1. The
BANK hereby, pursuant to the terms of this Contract, grants to the FINANCED
PARTY, a facility (“Facility”) with the ceiling indicated in the Preamble, by
transfer of foreign resources, obtained in Yens, based on Resolution No. 2770 of
the National Monetary Council, for its domestic currency value, intended
exclusively to the cash payment of the suppliers of the FINANCED PARTY
(manufacturers/ representatives/ distributors/ resellers of goods or contracting
of services), hereinafter referred to as “Suppliers”, as a result of purchases
of goods contracting of services by FINANCED PARTY (“Financings” or individually
“Financing”).

    


    1.2. This
Contract does not imply or constitute an obligation of the BANK to comply with
the credit requests of the FINANCED PARTY, which will be analyzed individually
by the BANK and will have their compliance subject to analysis, at each
opportunity, of the operating capacity, financial schedule, availability of
application of resources of the BANK and tax restrictions at any time by the
Central Bank of Brazil.

    


    1.3. The
Facility mentioned in the Preamble of this instrument may be used at the
discretion of the FINANCED PARTY until the maturity date stipulated in the
Preamble, in compliance with the provisions of this Contract.

    


    1.4. The
value of the Facility mentioned in the Preamble hereof may be altered, by
signing of the addendum to this Contract.

    


    II
– FINANCED PARTY

    


    2.1. The
FINANCED PARTY assumes liability for the existence of supporting documentation
of the purchases and contracting of the service contemplated in the Loans (bill
of sale, invoice, trade bills or other commercial documents), effectively
performed.

     

    
 

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

       

    

    2.2. The
FINANCED PARTY must send to the BANK, when requested, the documents mentioned in
the caput of this clause, in a 5 (five) weekdays term, starting from the day of
request, or in a term the pertinent authorities demand, under penalty of
responding civil or criminally for all the injuries, losses or sanctions
covenanted by the BANK, in case the mentioned documents are not sent, as long as
the FINANCED PARTY is proved guilt.

    


    III
– THE VALUE AND FINANCIAL CHARGES

    


    3.1. The
value of the Facility in use by the FINANCED PARTY may not exceed, in the
duration of this Contract, the ceiling of the Facility, established in the
Preamble hereof.

    


    3.2. The
financial charges will accrue on the value of the principal, financed in foreign
currency, as expressed in the Loan Spreadsheet – Disbursement Request – COMPROR,
in the molds of Attachment I hereof (“Spreadsheet”), mentioned in item 4.4.
below, to be calculated from the disbursement date also contemplated in the
Spreadsheet.

    


    IV
– FINANCING FORMALIZATION AND RELEASE

    


    4.1. The
loans will be release by BANK directly in favor of the Suppliers indicted by the
FINANCED PARTY, on its own account and order, by credit into current account,
DOC (domestic interbank credit document), TED (electronic transfer of funds),
payment order or payment of collection instruments.

    


    4.1.1. In
the case of payment of collection instruments, mentioned in the previous clause,
the parties hereby agree that the FINANCED PARTY may only present instruments,
which set forth the FINANCED PARTY as “drawee” and the Supplier as
“assignor”.

    


    4.2. The
FINANCED PARTY is responsible for all information provided to the BANK, in
connection wit the payment instructions given to the Suppliers, it being
established that eventual liens caused by contradictory information supplied by
the FINANCED PARTY will be the full responsibility of the latter.

    


    4.3. For
purposes of release of each Loan, there shall be previously agreed by the
FINANCED PARTY and the BANK the value, term, financial charges accruing and the
form of payment of the Loans.

    


    4.4. The
FINANCE PARTY will formalize the requests of loans through the spreadsheet
(“Spreadsheet”), according to Attachment I, and, if applicable, there may be
added to it an attached list with other requests, signed by the FINANCED PARTY,
which shall be sent to the BANK, with the respective collection slips. The
Spreadsheet shall contain: (i) the qualification of the Suppliers; (iii) data of
the bills of sale or invoices; (iii) date and form of payment to the respective
supplier (Available Electronic Transfer) TED, acquittance of collection
document, etc.). (iv) value in domestic currency both national and in foreign
currency; (v) term for payment of Loans; and (vi) financial charges
agreed.

    


    4.4.1. In
the event of the Loan requests occurring, by list of collection slips, the
parties establish that said list must contain the qualification of the
suppliers, as well as the respective amounts.

    


    4.4.2. The
parties determine that the Spreadsheet shall be delivered to the BANK by 12:00
p.m. (midday) of the disbursement date.

    


    4.4.3. The
spreadsheets sent containing payment requests after the time defined in the
previous item will not be processed, and the BANK may not be held liable for the
payments not being made.

    


    4.5. The
instruments used in the Spreadsheets shall be duly formalized and filed by the
FINANCED PARTY, who will be responsible moreover for sending a copy of the
documents necessary to performance of the payments on the relevant contracting
dates of the transactions and for filing original copies, as contemplated in
Clause II above.

     

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

    
 

    4.5. The
payments contemplated in this Contract will be made by BANK, in strict
compliance with the data supplied by the FINANCED PARTY, based on the
information set forth on the Spreadsheets, the BANK not having any liability for
payments made based on incorrect or inaccurate information, provided by the
FINANCED PARTY.

    


    4.6. In
the event of the FINANCED PARTY indicating on the spreadsheet obligations that
are not specific for the acquisition of assets for contracting services, or in
the case of the return of any payment, made, whose re-issue is not requested by
the FINANCED PARTY within 2 (two) business days after being informed by the
BANK, the FINANCED PARTY hereby agrees and authorizes the BANK to deal with said
transaction as a “loan” and, in this respect, debit it from the current account
informed in the Preamble of this Contract, all the taxes due as a result of the
change of mode.

    


    4.6.1.
After the payments are made, the BANK will not accept orders from the FINANCED
PARTY, requesting the transfer or reversal of values to any other
accounts.

    


    4.7. The
BANK shall supply to the FINANCED PARTY all evidence of acquittance of the bills
of sale, invoices, trade bills or other documents issued by the suppliers or
service providers of issuer against the BANK. Said evidence shall be delivered
within 2 (two) business days from the date of payment, under penalty of
reimbursing the FINANCED PARTY for all the damages it sustains as a result of
the eventual failure to evidence the acquittance of the debits before the
respective Suppliers. In the event of non-payment or delay in payment, by the
BANK, of the invoices, bills of sale or other documents, in the periods and
conditions established in the Spreadsheet, the BANK shall communicate
immediately this fact in writing to the FINANCED PARTY, and shall, moreover,
bear all the resulting arrears fines, liens and/or losses.

    


    4.8.
Considering that the current Brazilian Payment System (“SYSTEM”) provides
various forms of release or payment of the values corresponding to Supplies
through electronic systems, the BANK is expressly released, including before
third parties, from all and any liabilities that, given the evidence, result
from the following events: (i) interruptions in the telecommunications systems
arising out of failures and/or interventions by any state entity, licensee of
telecommunications services or services provided by third parties (“Network”),
which with evidence prevent the release and/or payment of funds;/ and (ii)
proven failures in the availability of the SYSTEM, in the respective access or
in the Network, as a result of acts of God and force majeure, which may
interfere in the release or payment of the values of the Loans made through the
SYSTEM, even if the events listed above result in financial loss to the FINANCED
PARTY.

    


    V
– PAYMENTS

    


    5.1. All
the values due by FINANCED PARTY will be paid, plus financial charges due, in
the form and on the date set forth in the Spreadsheets, by debit from the
current account of FINANCED PARTY, maintained with the financial institution,
whose data are in the Preamble, by use of other mechanisms and instruments of
pay orders available in the market, or by settlement of the collection notices
sent by the BANK. In the absence of payment on the due date, including
settlement of collection notices sent to it by the BANK, there shall be charged
the arrears charges contemplated in this Contract, from and including the day
following the maturity of the obligation.

    


    5.1.1.
With the exception of payments made by collection notice, eventual payment(s)
made by the FINANCED PARTY by check issued by it, credit document or any other
documents cleared by the Clearance Center of Checks and Other Papers, will only
be considered as effectively liquidated and/or received in immediately available
funds and, by virtue of this, there shall be charges for the use of the credit
in this period.

    


    5.2. If
the FINANCED PARTY decides for debit from its current account with the financial
institution, whose data are in the Preamble:

    


    (i) the
FINANCED PARTY shall maintain in said account sufficient and immediately
available funds for effecting the debit;

     

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

    
 

    (ii) the
FINANCED PARTY authorizes the BANK, irrevocably and irreversibly, to debit, on
the respective maturities, from the current account, including cash deposit, the
sums due in connection with this Contract; and

    


    (iii) on
the value, or the portion of the value to debit, for which there are no
available funds in the current account of the FINANCED PARTY, there shall
accrue, from the due date of the obligation due by the FINANCED PARTY, the
arrears charges described in this Contract.

    


    5.3.
Having in view that the Loans restricted to this Contract will be granted
through transfer by the BANK, of funds arising from external funding in foreign
currency, it is established that the reimbursement of the principal amount and
payment of the charges of each Loan shall be made by the FINANCED PARTY for
remuneration, in domestic currency, of the monetary provision expressed in
foreign currency. In these conditions, the FINANCED PARTY will be subject to the
foreign exchange risk inherent to the absolute parity rule, which will be
observed in the scope and by effect of the Loans, whatever the way this risk
presents itself until the date of effective delivery of the financial resources
to the BANK by the FINANCED PARTY.

    


    5.4. The
amount in domestic currency corresponding to the reimbursement values of the
principal and financial charges will be obtained, at each opportunity by
conversion of the values in foreign currency, based on the sale rate of the Yen,
relative to the business day immediately prior to the reimbursement or payment
date, disclosed for day of the relevant reimbursement or payment by the Central
Bank of Brazil, through SISBACEN, transaction “PTAX 800”, option 5 – currency
470 or based on another rate that officially substitutes it. If the conversion
parameter established herein fails to be disclosed by the Central Bank of
Brazil, through SISBACEN, the conversion of the amount due by the FINANCED PARTY
for its remuneration in domestic currency (reais) will occur (i) by the exchange
rate disclosed by Reuters, at 11:00 a.m., New York time, on a specific screen
referred to as “EFX=”, relative to the business day immediately prior to the due
date of the obligation, or, if this rate is not disclosed by Reuters (ii) by the
average of sell rates practiced by the market on the business day immediately
prior to the liquidation date, average exchange rate, which will be obtained by
the BANK from at least 03 (three) first class institutions authorized to operate
in foreign exchange, including abroad, and which are performing on the date, in
volumes compatible with the amount contemplated in the payment mentioned in this
Contract.

    


    5.5. If,
during the term of this Contract, there occurs any legal or normative change,
which may, directly or indirectly, change any of the conditions contemplated
herein, the Parties shall agree on the intention of giving continuity or
terminating this instrument.

    


    VI
– RATE OF OPENING AND MAINTENANCE OF A FACILITY

    


    6.1. As a
result of the provision of the Facility, the FINANCED PARTY shall pay to the
BANK the Rate of Opening and Maintenance of Facility defined in the Preamble,
calculated in linear form on the average of the daily balances of the unused
Facility, during the term of this Contract.

    


    6.1. The
Rate of Opening and Maintenance of a Facility shall be paid by the FINANCED
PARTY to the BANK on the date contemplated in the Preamble.

    


    VII
– GUARANTEES

    


    7.1. The
constitution of additional guarantees, if this is agreed by the parties, will be
formalized by specific document(s) to be established by the BANK, which will be
an integral and inseparable part of this Contract, as described in the
Preamble.

    


    7.2. Upon
default by the FINANCED PARTY, the guarantees effectively provided will become
due, regardless of any notification, interpellation, summons or any other legal
or extra-judicial formality.

     

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

    
 

    7.3. The
obligations in connection with the guarantee provided in this Contract, even
after termination or rescission hereof, will remain valid and enforceable,
within the originally stipulated reasons, until effective payment of the loans
acquired prior to the termination or rescission.

    


    VIII
– ENVIRONMENTAL LIABILITY

    


    8.1. The
FINANCED PARTY declares, irrevocably and irreversibly, that it knows and
complies with all the environmental rules contemplated by the Brazilian
legislation and that the use of the values resulting from this Contract will not
lead to breach of any of these rules.

    


    IX
– ARREARS

    


    9.1. The
FINANCED PARTY will legally incur in arrears, regardless of notice or
notification of any kind, if it fails to comply with any obligation derived from
this Contract or the respective Spreadsheets. From the arrears of the FINANCED
PARTY, the obligations in arrears shall no longer submit to foreign exchange
variation, releasing them from external funding in foreign currency. The
FINANCED PARTY will be automatically obliged to pay the obligation in arrears,
converted, on the date of the respective maturity, to its equivalent in domestic
currency (BRL), using the conversion parameter stipulated in Clause 5.4, plus
the following, cumulatively: (arrears interest on all sums due, per day of
delay, calculated at 12% (twelve percent) per annum, capitalized annually; (ii)
permanence commission, calculated per day of delay, according to the variation
of the average weighted and adjusted rate of loan transactions for one day,
hedge on federal public instruments and processed in the Special Liquidation and
Custody System (SELIC) or in assets clearance and liquidation chambers, as
committed transactions, published by the Central Bank of Brazil; and (iii)
contractual fine of 2% (two percent) of the amount due.

    


    9.1.1. The
accretions described in items (i) and (ii) of the heading of this Clause will be
calculated and will accrue from the maturity of the obligation until the
effective and full payment to the BANK.

    


    9.2. If
the BANK that goes to Court to receive the amount whose payment is due to it as
a result of this Contract; the FINANCED PARTY will be obliged, also, to pay the
legal costs of the proceedings and lawyers’ fees fixed judicially, if the action
is accepted by the BANK.

    


    X
– EARLY MATURITY

    


    10.1. The
BANK will be entitled to consider this Contract to have matured early and
require from FINANCED PARTY, regardless of notification, the full payment in a
single time, of the entire balance due resulting from this instrument, including
with the enforceability of guarantees constituted in the events contemplated in
the law, in the following events:

    


    (a) if
FINANCED PARTY incurs in arrears in connection with any obligation, which must
be complied by it as a result of this Contract;

    


    (b) if
FINANCED PARTY violates or does not comply, as a whole or in part, with any
clause or condition of this Contract and of the corresponding Spreadsheets,
which is not remedied within 10 (ten) days of receipt of a notification to do
so;

    


    (c) if
FINANCED PARTY has an instrument in connection with which it is jointly liable
or co-obliged for an amount superior to R$ 20,000,000.00 (twenty million), duly
protested or suffers execution or seizure of assets, without the explanation in
this respect, provided by the BANK has been presented by the FINANCED PARTY
within the period designated, or an explanation being or having been presented,
if the same is not considered satisfactory by the BANK;

    


    (e) if the
direct or indirect corporate control of the FINANCED PARTY is transferred to a
third party or it is incorporated, or there is a merger or transfer, whether
through split or in any other way, of operational assets to another entity
without the BANK, at its sole discretion, having formally expressed, within 5
(five) days counted from the date of the respective corporate acts its decision
not maintain this Contract in effect;

     

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

    


    (f) if the
FINANCED PARTY defaults on its obligations and/or does not liquidate, in the
respective maturity, a debit of its responsibility resulting from other
contracts, loans or discounts, executed with the BANK and/or any companies,
directly or indirectly associated, controlling or controlled by the BANK,
including abroad and/or if there is termination of the respective documents, by
negligence of the FINANCED PARTY;

    


    (g) if
there occurs the transfer to third parties of the rights and obligations of the
FINANCED PARTY, contemplated in this Contract and other documents resulting from
this instrument, without the written agreement by the BANK; or

    


    (h) if the
FINANCED PARTY and/or any companies that integrate the economic group of the
FINANCED PARTY, including abroad, become insolvent, have their bankruptcy,
judicial or extra-judicial recovery decreed.

    


    XI
– TERM

    


    11.1. This
Contract is valid from the date it is signed and will be in force for the period
stipulated in the Preamble. However, it may be terminated at any time by any of
the parties, upon remittance of communication in writing, with minimum notice of
24 (twenty-four) hours, with the exception that, in this event, the Loans
contracted until the date of rescission will remain valid and enforceable,
within the originally stipulated conditions until their effective payment,
contracting of any Loan after rescission of this Contract being
prohibited.

    


    11.2. The
FINANCED PARTY may only liquidate or amortize in advance any Loan by definition
of the conditions of the liquidation or amortization, it being established that
the BANK and the FINANCED PARTY shall previously agree to this
definition.

    


    XII
– EXPENSES

    


    12.1. The
FINANCED PARTY will, further, be responsible for all the existing or future
taxes of the liquidation or amortization, it being established that the BANK and
the FINANCED PARTY must previously agree to this definition.

    


    12.1.1.
All the payments due by the FINANCED PARTY, contemplated in this Clause, shall
be paid by the FINANCED PARTY, within 10 (ten) business days of the issued, by
the BANK, of the respective debit notice.

    


    12.1.2. In
the event of increase of the taxes, charges or tariffs set forth in the
Preamble, the FINANCED PARTY will be previously informed of the respective
increase, by one of the communication media contractually contemplated in Clause
13.2 below.

    


    12.1.3. In
the event of noncompliance with any of the monetary obligations due by this
contract, the FINANCED PARTY is obliged to pay the IOF (Tax on Financial
Transaction) accruing on such obligations due and not paid, which will be
calculated, based on the rate in force and applicable to loan transactions, from
the date of maturity of the obligation until the date of the effective
payment.

    


    XIII
– FINAL PROVISIONS

    


    13.1. The
FINANCED PARTY recognizes expressly that the BANK will not have any liability,
whether direct or indirect, including before third parties, for the failures or
interruptions in the electronic and telecommunications systems used for the
liquidation of transactions in the scope of the SPB – Brazilian Payment System,
including those cause by the following entities: (ii) Central Bank of Brazil;
(ii) Chambers and Service Providers of Clearance and Liquidation; (iii)
Concessionaire of Telecommunications Services; or (iv) any fact or act resulting
from third parties, foreign to the will of the BANK.

     

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

    


    13.2. All
the notices, notifications or communications, which, according to this Contract
must be made in writing, be considered valid by remittance of facsimile, telex,
telegram or by registered mail with confirmation of receipt, sent to the
addresses of the parties, indicated in the Preamble, or to any other address
subsequently communicated, in writing, by the addressee to the other
party.

    


    13.3. The
FINANCED PARTY recognizes herewith, as means of evidence of debit and/or credit
resulting from this instrument, the statements of current account, the notices
of assessments or collection notices will be sent to the FINANCED PARTY, through
the post, facsimile or electronically, at the discretion of the BANK, and when
not contested within 15 (fifteen) days, counted from the date of the respective
issue, will be considered accepted, good, net and certain, sufficient, being
valid as effective provision of accounts, operated and formalized among the BANK
and the FINANCED PARTY, for all legal purposes, the liquidity and credit of the
BANK being expressed and fully settled.

    


    13.4. The
BANK may, at any time, assign, transfer, pledge or in any other way dispose of
the rights and guarantees which it holds as a result of this Contract, to any
institution belonging to the same economic conglomerate as the BANK, regardless
of previous consultation and/or consent of the FINANCED PARTY.

    


    13.5. The
FINANCED PARTY may assign or transfer, as a whole or in part, in any way
permitted by law, the rights and obligations of this Contract, to any company
belonging to the group Tim Brasil, being valid only after express notification
to the BANK.

    


    13.6
Failure to use by parties any rights or facilities conferred upon it by law or
this Contract will not lead to waiver of such rights or faculty, but to
tolerance or reserve of the Parties to make them prevail at any other time or
opportunity.

    


    13.7. The
FINANCED PARTY undertakes to keep the BANK informed about any change of address,
telephone and other data, in connection with its location. There not being any
updated information, all the correspondence sent by the BANK to the address
existing in its registers will be, for all legal purposes, considered to have
been received.

    


    13.8. The
BANK is expressly authorized to include, consult and disclose the information of
FINANCED PARTY with the Central System of Credit Risk of the Central Bank of
Brazil, in accordance with Resolution 2724 of May 32, 2000, of the National
Monetary Council.

    


    13.9. The
parties provide that the registration information provided by the FINANCED PARTY
may the purpose of the disclosure to the companies belonging to the same
economic conglomerate as the BANK.

    


    13.10. The
FINANCED PARTY hereby authorizes the BANK to send any information referring to
this instrument by e-mail, to be sent to the address informed in the
Preamble.

    


    13.11. The
Parties hereby recognize that the FINANCED PARTY is subject to compliance with
the principles of the “Code of Ethics of Tim”, which provide that all the
business of the FINANCED PARTY, including this Contract, will be informed in
this respect: (i) to the environment, including regarding the disposal of
bacteria, issuance of pollutants, recycling of waste; (ii) to the safety and
health rules in the work locations, (iii) to the honesty and transparency to its
partners, suppliers, contractors, the market and the governmental bodies, (iv)
to the interests of society and of the Parties, above the individual interests
of their employees, representatives and service providers, who may not obtain
for themselves or for another, information, business opportunities, advantages,
gifts or benefits using the name and reputation of the FINANCED PARTY or as a
result of the exercise of their activities. The Code of Ethics of TIM is
available on the website of TIM Participações S.A. (www.timpartri.com.br –
Corporate Governance Area, Ethics Code) and filed at its headquarters and in all
of its establishments, at the disposal for public consultation.

    


    13.12. The
venue of the capital of the city and state of São Paulo is hereby elected to
settle any questions arising out of this Contract, the parties waiving any
other, however privileged. The BANK is, however, authorized to choose another
venue outside the domicile of the FINANCED PARTY.

     

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

    


    IN WITNESS
WHEREOF, the parties sign this Contract in 2 (two) counterparts of equal tenor
and form, before the undersigned witnesses.

    


    


    São Paulo,
June 14, 2007

    


    


     

    
      	
              [signatures]

              Tim
      Nordeste
      S.A.                                                                           

              Stefano
      De Angelis

              Administration,
      Finances and Control

              Director

              


              Witnesses:

            	Banco Santander
      Banespa S.A.
	 	 
	
              Name:                                                                           

              ID
      RG
      No.:                                                                

              CPF
      No.:                                                                

            	Name:
ID RG
      No.:
CPF No.:


    

     

    


    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

    


    Attachment
I to the Facility for Acquisition of Goods and Services with Transfer of Foreign
Resources –
COMPROR No. 1504655707

    


    Loan
Spreadsheet Model

    Disbursement
Request – COMPROR

    


    
      	
              FINANCED
      PARTY

              Tim
      Celular S.A.

            	
              CNPJ/MF

              004.206.050/0001-80

            


    

    Financed
Party Data

    Address

    Av.
Giovanni Gronchi, 7143 – Neighborhood: Vila Andrade – City/State: São Paulo –
SP

    


    
      	
              Current
      Account No.

              130.003.017

            	
              Branch:

              2263

            	
              Date
      of Contract:

            	
              Date
      of this Spreadsheet:

            	
              No.
      of this Spreadsheet

            


    

    FINANCING
CHARACTERISTICS

    
      	
              Value

              R$

            	
              JPY

            	
              Term

              Start

            	
              Maturity

            


    

    


    (X) Rate
of Remuneration Interest % p.a.

    


    Instructions
for payment to suppliers

    According
to the list below

    


    
      	
              Data
      of Commercial Goods

            	
              Forms
      of Release of the Credit to
Supplier

            


    

    
      	
              Supplier

            	
              CNPJ/CPF

            	
              NFF(Series
      No.)

            	
              Value
      (R$)

            	
              TED
      DOC

            	
              Bank

            	
              Branch

            	
              Current
      Account No.

            	
              Date
      of Payment

            
	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      
	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      
	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      
	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      
	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      	 
      


    

    


    Hereby:
(i) Banco
Santander Banespa S.A.,
headquartered in the city of São Paulo, state of São Paulo, at Rua
___________, corporate taxpayer register CNPJ (CNPJ/MF) under No.
90.400.888/0001-42, hereinafter referred to as BANK and (ii) FINANCED PARTY,
appointed and identified in the Preamble formalize the request of Financing,
described in the Facility Contract for Acquisition of Goods and Services with
Transfer of External Resources – COMPROR, on (COMPROR date)
(“Contract”).

    


    The
parties establish that the value of the Loan stipulated in the Preamble will be
at the disposal of the Suppliers according to the forms of release stipulated in
this Loan Spreadsheet.

    


    The Loan
is intended for the payment of the goods contemplated in the Invoice(s)
described above. This Spreadsheet is a full and inseparable part of the
Contract.

     

     

    
      	 	 	[signature] 	[signature]
	Banco Santander
      Banespa S.A.  	 	Mario Cesar Pereira
      de Araujo 	Tim Celular
    
	 	 	CEO	S.A.
	 	 	 	 
	
              Name:
ID RG No.:
CPF
      No.:

            	 	Name:
ID RG No.:
CPF
      No.: