Exhibit 10.1

 

	

    	
CLIFFORD CHANCE LLP

 
    


 

 

AMENDMENT AGREEMENT

 

DATED 10 AUGUST 2015

 

FOR

 

BUNGE FINANCE EUROPE B.V.

AS BORROWER

 

COORDINATED BY

 

BNP PARIBAS AND HSBC BANK PLC

 

WITH

 

ABN AMRO BANK N.V.

ACTING AS AGENT

 




 

RELATING TO A FACILITY AGREEMENT

DATED 17 MARCH 2014

 




 











 

CONTENTS


	
Clause
    	
 
    	
Page
    
	
 
    	
 
    	
 
    	
 
    
	
1.
    	
Definitions and Interpretation
    	
 
    	
1
    
	
2.
    	
Conditions Precedent
    	
 
    	
2
    
	
3.
    	
Representations
    	
 
    	
2
    
	
4.
    	
Amendment
    	
 
    	
2
    
	
5.
    	
Continuity and Further Assurance
    	
 
    	
3
    
	
6.
    	
Costs and Expenses
    	
 
    	
3
    
	
7.
    	
Miscellaneous
    	
 
    	
3
    
	
8.
    	
Governing Law
    	
 
    	
3
    
	
Schedule 1The   Lenders
    	
 
    	
 
    	
4
    
	
Schedule   2Conditions Precedent
    	
 
    	
 
    	
6
    
	
Schedule   3Amendments to Original Facility Agreement
    	
 
    	
 
    	
8
    
					




 

i











 

THIS AGREEMENT is dated 10 August 2015 and made between:

 

(1)                                 BUNGE FINANCE EUROPE B.V. a private company with limited liability (besloten vennootschap met beperkte aansprakelijkheid) incorporated under the laws of The Netherlands having its corporate seat (statutaire zetel) in Rotterdam, The Netherlands and its registered office at 11720 Borman Drive, St. Louis, Missouri 63146, United States of America and registered with the commercial register (handelsregister) of the Chamber of Commerce (Kamer van Koophandel) under number 24347428 (the “Borrower”);

 

(2)                                 BNP PARIBAS and HSBC BANK PLC as coordinators (the “Coordinators”);

 

(3)                                 THE FINANCIAL INSTITUTIONS listed in Schedule 1 as existing lenders (the “Lenders”); and

 

(4)                                 ABN AMRO BANK N.V. as agent of the other Finance Parties (the “Agent”).

 

IT IS AGREED as follows:

 

1.                                      DEFINITIONS AND INTERPRETATION

 

1.1                               Definitions

 

In this Agreement:

 

“Amended Facility Agreement” means the Original Facility Agreement, as amended by this Agreement.

 

“Amended Parent Guarantee” means the amended and restated guarantee given by the Parent dated on or about the date hereof in favour of the Agent.

 

“Effective Date” means the date on which the Agent confirms to the Lenders and the Borrower that it has received each of the documents and other evidence listed in Schedule 2 (Conditions Precedent) in a form and substance satisfactory to the Agent, such date being no later than the date falling one Month after the date of this Agreement.

 

“Obligors” means the Parent and the Borrower.

 

“Original Facility Agreement” means the US$1,750,000,000 revolving facility agreement dated 17 March 2014 made available to the Borrower and made between, among others, the Borrower, the Arrangers and the Agent.

 

“Original Parent Guarantee” means the guarantee given by the Parent dated 17 March 2014 in favour of the Agent.

 

“Parent” means Bunge Limited, a company formed under the laws of Bermuda having its registered office at Clarendon House, 2 Church Street, Hamilton HM 11 Bermuda.

 

1











 

1.2                               Incorporation of defined terms

 

(a)                                 Unless a contrary indication appears, a term defined in the Original Facility Agreement has the same meaning in this Agreement.

 

(b)                                 The principles of construction set out in the Original Facility Agreement shall have effect as if set out in this Agreement.

 

1.3                               Clauses

 

In this Agreement any reference to a “Clause” or a “Schedule” is, unless the context otherwise requires, a reference to a Clause in or a Schedule to this Agreement.

 

1.4                               Third party rights

 

A person who is not a party to this Agreement has no right under the Contracts (Rights of Third Parties) Act 1999 to enforce or to enjoy the benefit of any term of this Agreement.

 

1.5                               Designation

 

In accordance with the Original Facility Agreement, each of the Borrower and the Agent designates this Agreement as a Finance Document.

 

2.                                      CONDITIONS PRECEDENT

 

The provisions of Clause 4 (Amendment) shall be effective only if the Agent has received all the documents and other evidence listed in Schedule 2 (Conditions Precedent) in form and substance satisfactory to the Agent.  The Agent shall notify the Borrower and the Lenders promptly upon being so satisfied.

 

3.                                      REPRESENTATIONS

 

The Repeating Representations are deemed to be made by the Borrower (by reference to the facts and circumstances then existing) on:

 

(a)                                 the date of this Agreement; and

 

(b)                                 the Effective Date,

 

and references to “this Agreement” in the Repeating Representations should be construed as references to this Agreement and to the Original Facility Agreement and on and after the Effective Date, to the Amended Facility Agreement.

 

4.                                      AMENDMENT

 

4.1                               Amendment of the Original Facility Agreement

 

With effect from the Effective Date the Original Facility Agreement shall be amended as set out in Schedule 3 (Amendments to Original Facility Agreement).

 

2











 

5.                                      CONTINUITY AND FURTHER ASSURANCE

 

5.1                               Continuing obligations

 

The provisions of the Original Facility Agreement and the other Finance Documents shall, save as amended by this Agreement, continue in full force and effect.

 

5.2                               Further assurance

 

The Borrower shall, at the request of the Agent and at the Borrower’s own expense, do all such acts and things necessary or desirable to give effect to the amendments effected or to be effected pursuant to this Agreement.

 

6.                                      COSTS AND EXPENSES

 

6.1                               Transaction expenses

 

The Borrower shall promptly on demand pay the Agent, the Arrangers and each of the Lenders the amount of all costs and out-of-pocket expenses (including but not limited to legal fees) reasonably incurred by any of them in connection with the negotiation, preparation, printing and execution of this Agreement and any other documents referred to in this Agreement.

 

7.                                      MISCELLANEOUS

 

7.1                               Incorporation of terms

 

The provisions of Clause 32 (Notices), Clause  34 (Partial invalidity), Clause  35 (Remedies and waivers) and Clause  40 (Enforcement) of the Original Facility Agreement shall be incorporated into this Agreement as if set out in full in this Agreement and as if references in those clauses to “this Agreement” or “the Finance Documents” are references to the Original Facility Agreement as amended by this Agreement and as if references in those clauses to “Party” and “Lender” include the New Lenders (if any).

 

7.2                               Counterparts

 

This Agreement may be executed in any number of counterparts, and this has the same effect as if the signatures on the counterparts were on a single copy of this Agreement.

 

8.                                      GOVERNING LAW

 

This Agreement and any non-contractual obligations arising out of or in connection with it are governed by English law.

 

This Agreement has been entered into on the date stated at the beginning of this Agreement.

 

3











 

SCHEDULE 1
 THE LENDERS

 

	
Name of Original Lender
    	
 
    	
Commitment (US$)
    
	
BNP Paribas
    	
 
    	
66,250,000
    
	
HSBC Bank plc
    	
 
    	
66,250,000
    
	
ABN AMRO Bank N.V.
    	
 
    	
57,000,000
    
	
The Bank of   Tokyo-Mitsubishi UFJ, Ltd.
    	
 
    	
57,000,000
    
	
Citibank, N.A., London   Branch
    	
 
    	
57,000,000
    
	
Crédit Agricole   Corporate and Investment Bank
    	
 
    	
57,000,000
    
	
Industrial and   Commercial Bank of China Limited, New York Branch
    	
 
    	
57,000,000
    
	
ING Belgium, Brussels,   Geneva Branch
    	
 
    	
57,000,000
    
	
Lloyds Bank plc
    	
 
    	
57,000,000
    
	
Mizuho Bank, Ltd.
    	
 
    	
85,000,000
    
	
Natixis
    	
 
    	
57,000,000
    
	
Coöperatieve Centrale   Raiffeisen-Boerenleenbank B.A., trading as Rabobank
    	
 
    	
57,000,000
    
	
Société Générale
    	
 
    	
57,000,000
    
	
Standard Chartered Bank
    	
 
    	
57,000,000
    
	
UniCredit Bank AG, New   York Branch
    	
 
    	
57,000,000
    
	
Australia and New   Zealand Banking Group Limited
    	
 
    	
54,000,000
    
	
Barclays Bank PLC
    	
 
    	
43,000,000
    
	
Commerzbank AG, New   York Branch
    	
 
    	
43,000,000
    
	
Credit Suisse AG,   Cayman Islands Branch
    	
 
    	
43,000,000
    
	
National Australia Bank   Limited (ABN 12 004 044 937)
    	
 
    	
43,000,000
    
	
Sumitomo Mitsui Banking   Corporation
    	
 
    	
43,000,000
    
	
SunTrust Bank
    	
 
    	
43,000,000
    


 

4











 

	
Name of Original Lender
    	
 
    	
Commitment (US$)
    
	
DBS Bank Ltd.
    	
 
    	
43,000,000
    
	
Zürcher Kantonalbank
    	
 
    	
40,000,000
    
	
Agricultural Bank of   China, Ltd., New York Branch
    	
 
    	
35,000,000
    
	
Santander Bank, N.A.
    	
 
    	
35,000,000
    
	
Scotiabank Europe plc
    	
 
    	
35,000,000
    
	
Intesa Sanpaolo Bank   Ireland Plc
    	
 
    	
35,000,000
    
	
Banco Bilbao Vizcaya   Argentaria, S.A. New York Branch
    	
 
    	
30,000,000
    
	
Overseas-Chinese   Banking Corporation Limited New York Agency
    	
 
    	
30,000,000
    
	
The Royal Bank of   Scotland plc
    	
 
    	
28,500,000
    
	
Banco do Brasil S.A.,   New York Branch
    	
 
    	
25,000,000
    
	
Bank of China (UK)   Limited
    	
 
    	
25,000,000
    
	
BHF-BANK   Aktiengesellschaft
    	
 
    	
25,000,000
    
	
DZ Bank AG Deutsche   Zentral-Genossenschaftsbank,
   Frankfurt am Main
    	
 
    	
25,000,000
    
	
KBC Bank NV Nederland
    	
 
    	
25,000,000
    
	
KfW IPEX-Bank GmbH
    	
 
    	
25,000,000
    
	
PNC Bank, National   Association
    	
 
    	
25,000,000
    
	
U.S. Bank National   Association
    	
 
    	
25,000,000
    
	
Westpac Banking   Corporation (ABN 33 007 457 141)
    	
 
    	
25,000,000
    
	
TOTAL
    	
 
    	
1,750,000,000
    


 

5











 

SCHEDULE 2
 CONDITIONS PRECEDENT

 

1.                                      Obligors

 

(a)                                 A copy of the constitutional documents of each Obligor or, in the case of the Borrower, a copy of the articles of association (statuten) and deed of incorporation (oprichtingsakte) as well as an extract (uittreksel) from the Dutch Commercial Register (Handelsregister) of the Borrower.

 

(b)                                 A copy of a resolution of the board of directors of each Obligor:

 

(i)                                     approving the terms of, and the transactions contemplated by, the Finance Documents to which it is a party and resolving that it execute the Finance Documents to which it is a party;

 

(ii)                                  if applicable, authorising a specified person or persons to execute the Finance Documents to which it is a party on its behalf; and

 

(iii)                               if applicable, authorising a specified person or persons, on its behalf, to sign and/or despatch all documents and notices (including, if relevant, any Utilisation Request) to be signed and/or despatched by it under or in connection with the Finance Documents to which it is a party.

 

(c)                                  To the extent required under Dutch law or Borrower’s articles of association, a copy of the resolution of the general meeting (algemene vergadering) of the Borrower approving the resolutions of the board of managing directors referred to under paragraph (b) above.

 

(d)                                 If applicable, a copy of (i) the request for advice from each (central or European) works council (centrale of Europese) ondernemingsraad) with jurisdiction over the transactions contemplated by this Agreement and (ii) the positive advice from such works council which contains no condition, which if complied with, could result in a breach of any of the Finance Documents.

 

(e)                                  A specimen of the signature of each person authorised by the resolution referred to in paragraph (b) above in relation to the Finance Documents.

 

(f)                                   A certificate of each Obligor (signed by a Responsible Officer) confirming that borrowing or guaranteeing, as appropriate, the Total Commitments would not violate any borrowing or, guaranteeing limit set forth in any Contractual Obligation or Requirement of Law binding on the respective Obligor.

 

(g)                                  A certificate of an authorised signatory of the Obligor certifying that each copy document relating to it specified in this Schedule 2 is correct, complete and in full force and effect as at a date no earlier than the date of this Agreement.

 

6











 

2.                                      Legal Opinions

 

(a)                                 A legal opinion of Clifford Chance LLP, legal advisers to the Arrangers and the Agent as to matters of English law, opining notably as to the validity under English law of the obligations of the Borrower under this Agreement.

 

(b)                                 A legal opinion of Clifford Chance LLP, legal advisers to the Arrangers and the Agent as to matters of Dutch law, opining notably as to (i) the capacity of the Borrower to enter into and perform its obligations under the Finance Documents, (ii) the recognition under Dutch law of the validity of such obligations of the Borrower under this Agreement and (iii) the recognition and enforcement in The Netherlands of any judgement rendered against the Borrower pursuant to the jurisdiction provisions of the Finance Documents.

 

(c)                                  A legal opinion of Conyers Dill & Pearman Limited, special legal counsel to the Parent as to matters of Bermuda law, opining notably as to (i) the capacity of the Parent to enter into and perform its obligations under the Amended Parent Guarantee, (ii) the recognition under Bermuda law of the validity of such obligations and the choice of law expressed in the Amended Parent Guarantee and (iii) the recognition and enforcement in Bermuda of any judgement rendered against the Parent pursuant to the jurisdiction provisions of the Amended Parent Guarantee.

 

(d)                                 A legal opinion of Reed Smith LLP, legal advisor to the Parent as to matters of New York law, opining notably as to the validity under New York law of the obligations of the Parent under the Amended Parent Guarantee.

 

(e)                                  A legal opinion of Reed Smith LLP, legal advisor to the Borrower as to matters of New York law, opining notably as to the enforceability of the Transaction Documents.

 

3.                                      Other documents and evidence

 

(a)                                 A copy of any other document, authorisation, opinion or assurance reasonably requested by the Agent.

 

(b)                                 Evidence that the fees, costs and expenses then due from the Borrower pursuant to Clause 6 (Costs and expenses) have been paid or will be paid by the first Utilisation Date after the Effective Date.

 

(c)                                  A signed copy of the Amended Parent Guarantee.

 

(d)                                 Confirmation that the Transaction Documents have not been amended since the date of the Original Facility Agreement.

 

7












 

SCHEDULE 3
 AMENDMENTS TO ORIGINAL FACILITY AGREEMENT

 

Schedule 2 to the Original Facility Agreement (The Original Lenders) is deleted and replaced in its entirety by Schedule 1 (The Lenders) to this Agreement.

 

Clause 21 (Acknowledgement) of the Original Facility Agreement is deleted in its entirety and replaced with the following:

 

Each Party acknowledges and agrees that the Borrower does not:

 

(a)                                 represent under Clause 18.20 (Sanctions); nor

 

(b)                                 undertake under Clause 20.15 (Use of proceeds),

 

in favour of KfW IPEX-Bank GmbH (“KfW”), BHF-Bank Aktiengesellschaft (“BHF”) or DZ Bank AG Deutsche Zentral-Genossenschaftsbank, Frankfurt am Main (“DZ”) and each of KfW, BHF and DZ shall not have any rights thereunder. Furthermore, each of KfW, BHF and DZ shall be deemed not to be a party to the provisions of Clause 18.20 (Sanctions) or Clause 20.15 (Use of proceeds).

 

Paragraph 1 of Schedule 1 (Applicable Margin) to the Original Facility Agreement is deleted in its entirety and replaced with the following:

 

1.                                      The Applicable Margin is 0.65 per cent. per annum unless:

 

(a)                                 an Event of Default has occurred and is continuing and/or neither an Applicable Moody’s Rating nor an Applicable S&P Rating is available, in which case the Applicable Margin shall be 1.35 per cent. per annum; or

 

(b)                                 Moody’s are publishing an Applicable Moody’s Rating and/or S&P are publishing an Applicable S&P Rating, in which case the Applicable Margin is the percentage rate per annum that corresponds to that rating, as in effect from time to time as set out in the following table:

 

	
Applicable S&P
   Rating
    	
 
    	
Applicable Moody’s
   Rating
    	
 
    	
Applicable Margin

(% per annum)
    
	
BBB+ or above
    	
 
    	
Baa1 or above
    	
 
    	
0.35
    
	
BBB
    	
 
    	
Baa2
    	
 
    	
0.55
    
	
BBB-
    	
 
    	
Baa3
    	
 
    	
0.75
    
	
BB+
    	
 
    	
Ba1
    	
 
    	
0.95
    
	
BB or lower
    	
 
    	
Ba2 or lower
    	
 
    	
1.35
    


 

8











 

The definition of Original Maturity Date in Clause 1.1 (Definitions) of the Original Facility Agreement shall be deleted in its entirety and replaced with the following:

 

“Original Maturity Date” means the date falling 36 Months after the Second Effective Date.

 

The following definitions shall be inserted into Clause 1.1 (Definitions) of the Original Facility Agreement in the appropriate alphabetical order:

 

“Amendment Agreement” means the agreement dated 10 August 2015 between, among others, the Borrower and the Agent.

 

“Second Effective Date” means the date on which the Effective Date (as defined in the Amendment Agreement) occurs.

 

9











 

SIGNATURES

 

	
THE BORROWER
    	
 
    
	
 
    	
 
    
	
BUNGE FINANCE EUROPE B.V.
    	
 
    
	
 
    	
 
    
	
By:
    	
/s/ Rajat Gupta
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
Rajat Gupta
    	
 
    
	
 
    	
 
    	
 
    
	
Address:
    	
11720 Borman Drive
    	
 
    
	
 
    	
St. Louis, Missouri 63146
    	
 
    
	
 
    	
 
    	
 
    
	
Attention:
    	
Treasurer
    	
 
    
	
 
    	
 
    	
 
    
	
Email:
    	
blm.treasuryoperations@bunge.com
    	
 
    
	
 
    	
 
    	
 
    
	
Fax:
    	
(314) 292 4314
    	
 
    
	
 
    	
 
    	
 
    
	
with a copy to:
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
Bunge Limited
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
Address:
    	
50 Main Street
    	
 
    
	
 
    	
White Plains,
    	
 
    
	
 
    	
New York 10606
    	
 
    
	
 
    	
 
    	
 
    
	
Attention:
    	
Treasurer
    	
 
    
	
 
    	
 
    	
 
    
	
Email:
    	
blm.treasuryoperations@bunge.com
    	
 
    
	
 
    	
 
    	
 
    
	
Fax:
    	
(914) 684 3283
    	
 
    
				


 











 

	
THE COORDINATORS
    	
 
    
	
 
    	
 
    
	
HSBC BANK PLC
    	
 
    
	
 
    	
 
    
	
By:
    	
/s/ Sandeep Bose-Mallick
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
Sandeep Bose-Mallick
    	
 
    
	
 
    	
 
    
	
 
    	
 
    
	
BNP PARIBAS
    	
 
    
	
 
    	
 
    	
 
    
	
By:
    	
/s/ M. Dearden
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
M. Dearden
    	
 
    
	
 
    	
 
    	
 
    
	
By:
    	
/s/ M. Pegrum
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
M. Pegrum
    	
 
    


 











 

	
THE LENDERS
    	
 
    
	
 
    	
 
    
	
ABN AMRO BANK N.V.
    	
 
    
	
 
    	
 
    
	
By:
    	
/s/ H.J. Oskam
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
H.J. Oskam
    	
 
    
	
 
    	
 
    	
 
    
	
By:
    	
/s/ Paul Cauberg
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
Paul Cauberg
    	
 
    
	
 
    	
 
    
	
 
    	
 
    
	
BNP PARIBAS
    	
 
    
	
 
    	
 
    
	
By:
    	
/s/ M. Pegrum
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
M. Pegrum
    	
 
    
	
 
    	
 
    	
 
    
	
By:
    	
/s/ S. Mingay
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
S. Mingay
    	
 
    
	
 
    	
 
    
	
 
    	
 
    
	
ING BELGIUM, BRUSSELS,   GENEVA BRANCH
    	
 
    
	
 
    	
 
    
	
By:
    	
/s/ Alastair Houlding
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
Alastair Houlding
    	
 
    
	
 
    	
 
    	
 
    
	
By:
    	
/s/ Alexandre Vassiltchikov
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
Alexandre Vassiltchikov
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
LLOYDS BANK PLC
    	
 
    
	
 
    	
 
    
	
By:
    	
/s/ Daven Popat
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
Daven Popat
    	
 
    
	
 
    	
 
    	
 
    
	
By:
    	
/s/ Dennis McClellan
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
Dennis McClellan
    	
 
    


 











 

	
THE ROYAL BANK OF   SCOTLAND PLC
    	
 
    
	
 
    	
 
    
	
By:
    	
/s/ Jeannine Pascal
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
Jeannine Pascal
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
CITIBANK, N.A., LONDON   BRANCH
    	
 
    
	
 
    	
 
    
	
By:
    	
/s/ Andrew Mason
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
Andrew Mason
    	
 
    
	
 
    	
 
    
	
 
    	
 
    
	
COÖPERATIEVE   CENTRALE RAIFFEISEN-BOERENLEENBANK B.A., TRADING AS RABOBANK
    
	
 
    	
 
    
	
By:
    	
/s/ Tatyana Kim
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
Tatyana Kim
    	
 
    
	
 
    	
 
    	
 
    
	
By:
    	
/s/ K.W. Valken
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
K.W. Valken
    	
 
    
	
 
    	
 
    
	
 
    	
 
    
	
CRÉDIT   AGRICOLE CORPORATE AND INVESTMENT BANK
    
	
 
    	
 
    
	
By:
    	
/s/ Mike Hebb
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
Mike Hebb
    	
 
    
	
 
    	
 
    	
 
    
	
By:
    	
/s/ Nikolaus Drexler
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
Nikolaus Drexler
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
HSBC BANK PLC
    	
 
    
	
 
    	
 
    
	
By:
    	
/s/ Sandeep Bose-Mallick
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
Sandeep Bose-Mallick
    	
 
    


 











 

	
INDUSTRIAL   AND COMMERCIAL BANK OF CHINA LIMITED, NEW YORK BRANCH
    
	
 
    	
 
    
	
By:
    	
/s/ Peitao Chen
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
Peitao Chen
    	
 
    
	
 
    	
 
    
	
 
    	
 
    
	
MIZUHO BANK, LTD.
    	
 
    
	
 
    	
 
    	
 
    
	
By:
    	
/s/ David Lim
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
Daivd Lim
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
NATIXIS
    	
 
    
	
 
    	
 
    
	
By:
    	
/s/ Cédric Viviant
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
Cédric Viviant
    	
 
    
	
 
    	
 
    	
 
    
	
By:
    	
/s/ Anne-Lise Dupuis
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
Anne-Lise Dupuis
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
SOCIÉTÉ GÉNÉRALE
    	
 
    
	
 
    	
 
    
	
By:
    	
/s/ Michiel V.M. Van Der Voort
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
Michiel V.M. Van Der Voort
    	
 
    
	
 
    	
 
    
	
 
    	
 
    
	
STANDARD CHARTERED BANK
    	
 
    
	
 
    	
 
    
	
By:
    	
/s/ Steven Aloupis
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
Steven Aloupis
    	
 
    
	
 
    	
 
    
	
 
    	
 
    
	
THE BANK OF   TOKYO-MITSUBISHI UFJ, LTD.
    	
 
    
	
 
    	
 
    
	
By:
    	
/s/ Andrew Trenouth
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
Andrew Trenouth
    	
 
    


 












 

 

	
UNICREDIT BANK AG, NEW   YORK BRANCH
    	
 
    
	
 
    	
 
    	
 
    
	
By:
    	
/s/ Douglas Riahi
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
Douglas Riahi
    	
 
    
	
 
    	
 
    	
 
    
	
By:
    	
/s/ Sneha Joshi
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
Sneha Joshi
    	
 
    
	
 
    	
 
    
	
 
    	
 
    
	
AGRICULTURAL   BANK OF CHINA, LTD., NEW YORK BRANCH
    
	
 
    	
 
    	
 
    
	
By:
    	
/s/ Annie Doug
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
Annie Doug
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
AUSTRALIA   AND NEW ZEALAND BANKING GROUP LIMITED
    
	
 
    	
 
    	
 
    
	
By:
    	
/s/ Mark Cherry
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
Mark Cherry
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
BANCO DO BRASIL S.A., NEW   YORK BRANCH
    	
 
    
	
 
    	
 
    	
 
    
	
By:
    	
/s/ Reinaldo Lima
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
Reinaldo Lima
    	
 
    
	
 
    	
 
    	
 
    
	
By:
    	
/s/ Alexandre Alves de Souza
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
Alexandre Alves de Souza
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
BANK OF CHINA (UK)   LIMITED
    	
 
    
	
 
    	
 
    	
 
    
	
By:
    	
/s/ Hua Bin Wang
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
Hua Bin Wang
    	
 
    
	
 
    	
 
    	
 
    
	
By:
    	
/s/ Jin Song Chen
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
Jin Song Chen
    	
 
    


 











 

	
BARCLAYS BANK PLC
    	
 
    
	
 
    	
 
    	
 
    
	
By:
    	
/s/ Christopher R. Lee
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
Christopher R. Lee
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
BHF-BANK AKTIENGESELLSCHAFT
    	
 
    
	
 
    	
 
    	
 
    
	
By:
    	
/s/ Frank Ruwisch
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
Frank Ruwisch
    	
 
    
	
 
    	
 
    	
 
    
	
By:
    	
/s/ Ann Mannaert
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
Ann Mannaert
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
COMMERZBANK AG, NEW YORK   BRANCH
    	
 
    
	
 
    	
 
    	
 
    
	
By:
    	
/s/ M. Weinert
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
M. Weinert
    	
 
    
	
 
    	
 
    	
 
    
	
By:
    	
/s/ Ryan Flohre
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
Ryan Flohre
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
CREDIT SUISSE AG, CAYMAN   ISLANDS BRANCH
    	
 
    
	
 
    	
 
    	
 
    
	
By:
    	
/s/ Vipul Dhadda
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
Vipul Dhadda
    	
 
    
	
 
    	
 
    	
 
    
	
By:
    	
/s/ Franziska Schoch
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
Franziska Schoch
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
DBS BANK LTD.
    	
 
    
	
 
    	
 
    	
 
    
	
By:
    	
/s/ Lim Tien-Ann
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
Lim Tien-Ann
    	
 
    


 











 

	
DZ   BANK AG DEUTSCHE ZENTRAL-GENOSSENSCHAFTSBANK,   FRANKFURT AM MAIN
    
	
 
    	
 
    	
 
    
	
By:
    	
/s/ Harry Moreno
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
Harry Moreno
    	
 
    
	
 
    	
 
    	
 
    
	
By:
    	
/s/ Wolfgang Göbles
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
Wolfgang Göbles
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
BANCO BILBAO VIZCAYA   ARGENTARIA, S.A. NEW YORK BRANCH
    
	
 
    	
 
    	
 
    
	
By:
    	
/s/ Mauricio Benitez
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
Mauricio Benitez
    	
 
    
	
 
    	
 
    	
 
    
	
By:
    	
/s/ Brian Crowley
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
Brian Crowley
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
INTESA SANPAOLO BANK   IRELAND PLC
    	
 
    
	
 
    	
 
    	
 
    
	
By:
    	
/s/ Davide De Marco
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
Davide de Marco
    	
 
    
	
 
    	
 
    	
 
    
	
By:
    	
/s/ Michael Macken
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
Michael Macken
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
KBC BANK NV NEDERLAND
    	
 
    
	
 
    	
 
    	
 
    
	
By:
    	
/s/ Suzanne Greifenberg
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
Suzanne Greifenberg
    	
 
    
	
 
    	
 
    	
 
    
	
By:
    	
/s/ Herlinda Wouters
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
Herlinda Wouters
    	
 
    


 











 

	
KFW IPEX-BANK GMBH
    	
 
    
	
 
    	
 
    	
 
    
	
By:
    	
/s/ Martin Kloster
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
Martin Kloster
    	
 
    
	
 
    	
 
    	
 
    
	
By:
    	
/s/ Dr. Alexander Hener
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
Dr. Alexander Hener
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
NATIONAL   AUSTRALIA BANK LIMITED (ABN 12 004 044 937)
    
	
 
    	
 
    	
 
    
	
By:
    	
/s/ Jane Louise MacDonald
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
Jane Louise MacDonald
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
OVERSEAS-CHINESE   BANKING CORPORATION LIMITED NEW YORK AGENCY
    
	
 
    	
 
    	
 
    
	
By:
    	
/s/ Yeoh Nguan Lee
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
Yeoh Nguan Lee
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
PNC BANK, NATIONAL ASSOCIATION
    	
 
    
	
 
    	
 
    	
 
    
	
By:
    	
/s/ Jeffrey S. Potts
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
Jeffrey S. Potts
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
SANTANDER BANK, N.A.
    	
 
    
	
 
    	
 
    	
 
    
	
By:
    	
/s/ Gontalo Acha
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
Gontalo Acha
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
SCOTIABANK EUROPE PLC
    	
 
    
	
 
    	
 
    	
 
    
	
By:
    	
/s/ John O’Connor
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
John O’Connor
    	
 
    


 











 

	
By:
    	
/s/ Steve Caller
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
Steve Caller
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
SUMITOMO MITSUI BANKING   CORPORATION
    	
 
    
	
 
    	
 
    	
 
    
	
By:
    	
/s/ David W. Kee
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
David W. Kee
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
SUNTRUST BANK
    	
 
    
	
 
    	
 
    	
 
    
	
By:
    	
/s/ Tesha Winslow
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
Tesha Winslow
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
U.S. BANK NATIONAL   ASSOCIATION
    	
 
    
	
 
    	
 
    	
 
    
	
By:
    	
/s/ James D. Pegues
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
James D. Pegues
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
WESTPAC   BANKING CORPORATION (ABN 33 007 457 141)
    
	
 
    	
 
    	
 
    
	
By:
    	
/s/ Andrew Dick
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
Andrew Dick
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
ZÜRCHER KANTONALBANK
    	
 
    
	
 
    	
 
    	
 
    
	
By:
    	
/s/ Fabiano Manfredi
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
Fabiano Manfredi
    	
 
    
	
 
    	
 
    	
 
    
	
By:
    	
/s/ Olivia Perucchi
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
Olivia Perucchi
    	
 
    


 











 

	
THE AGENT
    	
 
    
	
 
    	
 
    
	
ABN AMRO BANK N.V.
    	
 
    
	
 
    	
 
    	
 
    
	
By:
    	
/s/ Jo Van Kalsbeek
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
Jo Van Kalsbeek
    	
 
    
	
 
    	
 
    	
 
    
	
By:
    	
/s/ L.J.M. van der Knaap
    	
 
    
	
 
    	
 
    	
 
    
	
Name:
    	
L.J.M. van der Knaap