Loan Agreement



 
EXHIBIT 10.6

 
BANCO DE ORO 
U    N    I    B    A    N    K 
 
Term Loan Facility 
Non-Individual 
 
SCHEDULE A 
 

	 Name of Borrower/s:
	 	 PSMT PHILIPPINES, INC.

	
	 Type of Organization:
	 	 Corporation (Private Non-Financial Corp)

	
	 Place of Organization:
	 	 Philippines

	
	 Address of the Borrower/s:
	 	 32nd Street, 5th Avenue, Fort Bonifacio, Global City, Taguig, Metro Manila

	
	 Date Loan Agreement is Executed:
	 	 September 12, 2002

	
	 Place Loan Agreement is Executed:
	 	 Mandaluyong City

	
	 SCHEDULE B

	
	 Number of Calendar Months to Maturity:
	 	 60 Months

	
	 Default Interest Rate:
	 	 Three per cent (3%) per month from time of default until fully paid.

	
	 Interval Between Interest Setting Dates:
	 	 Quarterly

	
	 Interval Between Installment Dates:
	 	 Principal shall be payable in equal quarterly amortization commencing after three (3) years grace period and full
payment of the remaining Principal balance at maturity. Interest shall be payable quarterly depending on tenure of benchmark.

	
	 Initial Maturity of Loan:
	 	 September 13, 2007

	
	 Principal Amount of Loan:
	 	 Peso equivalent of USD 5,500,000.00

	
	 Maximum Maturity of Loan Inclusive of Discretionary Renewals:
	 	 5.00 years

	
	 Purpose of Loan:
	 	 To finance permanent working capital requirements of PSMT PHILIPPINES, INC. i.e. expansion of the fourth outlet of
PriceSmart

	
	 Penalty for Principal Prepayment:
	 	 Three percent (3%) for Peso of any full or partial prepayment shall be collected except in cases where prepayment in
full is caused by non-acceptance of the adjusted interest rate. Prepayment may be effected only on an amortization due date or interest setting date.


 
Properties
Mortgaged/Other Security (Article III): 
 
Assignment of US Dollar time deposit issued in the name of PSMT PHILIPPINES, INC. in the amount of USD 5.5 Million. 







 
SCHEDULE C

(Other Provisions) 
 
Gross Receipts Tax – In case the maturity period of the loan is to be shortened through pretermination, the resulting additional GRT on
interest due to the correction of the rate of GRT shall be for the account of the Borrower/s. 
 
Interest Repricing – In case of non-payment of any amortization due, the Bank may, at its option, suspend interest repricing. Where the Bank opts to reprice interest, it may continue
to use the formula or the interest rate last quoted, whichever is higher. 
 
SCHEDULE D 
(Interest Rate Setting) 
 

	(a)	 	First 91 days from and after value date, a fixed rate of 6.8423% per annum; 

 

	(b)	 	Thereafter, an adjustable per annum rate calculated on each interest Setting Date based on formula: 

125 basis points over 90 day Mart1 
 
“MART1 Reference Rate” shall mean: 
 
(a.) the rates which appear on Bloomberg Page
“MART1” 
 
“Bloomberg page
MART1” shall mean the display designated as “MART1” on the Bloomberg Service (or such other page as may replace MART1 on that service) or such other service as may be nominated by the Open Market Committee of the Bankers Association
of the Philippines (BAP). 
 
Rates shall be defined
within the context of the following: 
 

	 	–	 	Rates which are based on the best 60% of the live bids posted on a daily basis by fixing participants using the prescribed Electronic Service Provider (Bloomberg)
for all the “on-the-run” tenors beginning 9:30 a.m. up to 11:15 a.m., Philippine time. 

 

	 	–	 	Closing prices as of 11:15 a.m. shall constitute the raw data for the computation of the final fixing. 

 

	 	–	 	Fixing rates will be broadcasted by the designated electronic service provider forthwith following the trading hours aforequoted. 

 

	 	–	 	In case the designated electronic service provider experiences a breakdown, the previous day fixing shall be used. However, in case of abnormal market movements as
determined by the OD (officer of the day), the Bank shall have the option to derive the fixing rate from an average of the three (3) most active banks’ bids for the day. 

 

 

	 PSMT PHILIPPINES,
INC.
 Borrower
	 	 	 	 
	
	 	 	 	 	 	 	 
	 By:
	 	 /s/    MANUEL M.
DACAYAN        

	 	 	 	 /s/    ROBERT C.
SEE        


	 	 	 MANUEL M. DACAYAN
 Comptroller
	 	 	 	 ROBERT C. SEE
 Director


 

	 BANCO DE ORO UNIVERSAL
BANK
 Lender
	 	 	 	 
	
	 	 	 	 	 	 	 	 	 
	 By:
	 	 /s/    VICTORIANO F. INOCENTRES JR.        

	 	 	 	 	 	 /s/    ANITA U. MUSTERA        


	 	 	 VICTORIANO F. INOCENTRES JR.
 Sr. Assistant Vice President
	 	 	 	 	 	 ANITA U. MUSTERA
 Assistant Vice President


 
SIGNED IN
THE PRESENCE OF: 
 

	 By:
	 	 /s/    SOPHIA
ONG        

	 	 	 	 By:
	 	 /s/    ANA
BENIPAYO        


	 	 	 Sophia Ong
	 	 	 	 	 	 Ana Benipayo