WELL AS WITH ANY OTHER ASPECT OF
APPLICABLE PERUVIAN OR FOREIGN LAWS AND REGULATIONS THEREUNDER, UNLESS (I) THE
NEED TO COMPLY WITH SUCH LEGISLATION OR REGULATION IS BEING DEBATED AND/OR
QUESTIONED BY DRP IN GOOD FAITH THROUGH SUITABLE MEANS AND ADEQUATE PROVISIONS
HAVE BEEN MADE IN DRP'S ACCOUNTING BOOKS AND RECORDS; (II) THEIR NON-COMPLIANCE
WOULD NOT HAVE A MATERIAL ADVERSE EFFECT ON DRP, (III) THE SITUATION WOULD HAVE
BEEN INFORMED TO THE AGENT BEFORE THE CLOSING DATE, OR, (IV) IT REFERS TO THE
SITUATION MATTER OF CLAUSE 11.17 HEREOF.
11.17
COMPLIANCE WITH ENVIRONMENTAL LEGISLATION:
WITHOUT PREJUDICE TO THE
OBLIGATIONS SET FORTH IN THE PRECEDING SUBCLAUSE, TO COMPLY WITH EACH AND ALL
OBLIGATIONS EMANATING FROM THE MINING-METALLURGICAL ENVIRONMENTAL LEGISLATION IN
FORCE, TAKING INTO CONSIDERATION THE PROVISIONS SET FORTH IN THE PAMA.
IN THE
CASE OF THE COBRIZA MINE, WHICH PAMA HAS ALREADY EXPIRED, DRP SHALL ABIDE BY THE
PROVISIONS SET FORTH IN SUPREME DECREE NO. 022-2002-EM.
THE OBLIGATION OF
COMPLIANCE PROVIDED IN THIS CLAUSE INCLUDES CARRYING OUT ASSESSMENTS AND
FULFILLING THE REQUISITES ESTABLISHED BY THE RESPECTIVE LAWS AND REGULATIONS
THEREUNDER.
Likewise, should DRP infringe any of the standards applicable to it by virtue of
the environmental legislation and regulations referred to mining-metallurgical
activities or should DRP fail to comply with any of the obligations it has
assumed under its respective PAMA, DRP shall inform the AGENT of said fact as a
precedent condition to carry out the disbursements.
The Banks hereby bind
themselves to make disbursements in favor of DRP in accordance with
29
the provisions set forth in this Credit Line Agreement, unless once being
informed, in the Banks' Majority opinion; there would be a material
non-compliance.
11.18
NON-EXISTENCE OF HEDGING AGREEMENTS FOR SPECULATIVE PURPOSES:
TO
ABSTAIN FROM ENTERING IN TO HEDGING AGREEMENTS FOR SPECULATIVE PURPOSES, WHICH
DO NOT HAVE AS AN ESSENTIAL OBJECTIVE TO PROTECT ITSELF AGAINST POSSIBLE
FLUCTUATIONS IN INTEREST RATES AND EXCHANGE RATES, AS WELL AS IN THE PRICE OF
CONCENTRATES, FUEL AND END PRODUCTS.
11.19
TRANSACTIONS AND AGREEMENTS WITH AFFILIATED OR RELATED PERSONS:
TO
ABSTAIN FROM ENTERING INTO TRANSACTIONS WITH RELATED COMPANIES OR PERSONS UNDER
CONDITIONS THAT ARE LESS ADVANTAGEOUS THAN THOSE THAT WOULD BE OBTAINED SHOULD
THE TRANSACTION BE ENTERED INTO WITH NON-RELATED THIRD PARTIES.
EXCLUDED FROM
THE LIMITATION REFERRED TO IN THIS SUBCLAUSE ARE DRP'S OBLIGATIONS WITH THE
AFFILIATES OR RELATED PERSONS WHO APPEAR LISTED ON EXHIBIT VI, WHICH FORMS AN
INTEGRAL PART OF THIS CREDIT LINE AGREEMENT AND THE ADMINISTRATION FEES.
11.20
OBLIGATIONS:
TO COMPLY ON OR BEFORE THE MATURITY DATE WITH ALL
OBLIGATIONS ASSUMED UNDER THIS OR OTHER AGREEMENTS IT HAS ENTERED INTO AND WHOSE
DEFAULT COULD RESULT, IN THE BANKS' MAJORITY REASONABLE OPINION AND JUDGMENT, IN
A MATERIAL ADVERSE EFFECT ON DRP, UNLESS SAID DEFAULT:
(I) IS BEING DEBATED AND
QUESTIONED BY DRP IN GOOD FAITH THROUGH SUITABLE MEANS AND (II) WITH RESPECT TO
WHICH THE CORRESPONDING PROVISIONS AND RESERVES HAVE BEEN MADE IN DRP'S
ACCOUNTING BOOKS TO THE EXTENT REQUIRED BY THE GAAP IN PERU.
11.21
RESTRICTION ON ASSUMING