CASE OF THE LENDERS, OR TO SUCH
OTHER ADDRESS AS MAY BE HEREAFTER NOTIFIED BY THE RESPECTIVE PARTIES HERETO:
Borrower:
11720 Borman Drive
St. Louis, Missouri 63146
Attention: John Gilsinn
Tel. No: (314) 292-2314
Telecopy: (314) 292-4314
with a copy to:
Bunge Limited
50 Main Street
White Plains, New York 10606
Attention: Hunter Smith
Telecopy:
(914) 684-3283
Telephone: (914) 684-3440
Administrative Agent:
270 Park Avenue, 4th Floor
New York, NY 10017
Arredondo
Tel. No: (713) 750-2131
Telecopy: (713) 750-2358
and, with respect to borrowing requests for Eurocurrency Loans denominated in
the Optional Currency,
Administrative Agent
J.P. Morgan Europe Limited
(London Office):
125 London Wall
London EC2Y 5AJ
Attention: Belinda Lucas
Tel. No.
+44 207 777 0976
Telecopy: + 44 207 777 2360
51
with a copy to:
JPMorgan Chase Bank, N.A.
270 Park Avenue, 4th Floor
New York, NY
10017
Attention:
Maria Arredondo
Tel. No:
(713) 750-2131
Telecopy:
(713) 750-2358
provided that any notice, request or demand to or upon the Administrative Agent
or the Lenders shall not be effective until received.
8.3
NO WAIVER; CUMULATIVE REMEDIES.
NO FAILURE TO EXERCISE AND NO
DELAY IN EXERCISING, ON THE PART OF THE ADMINISTRATIVE AGENT OR ANY LENDER, ANY
RIGHT, REMEDY, POWER OR PRIVILEGE HEREUNDER OR UNDER THE OTHER LOAN DOCUMENTS
SHALL OPERATE AS A WAIVER THEREOF; NOR SHALL ANY SINGLE OR PARTIAL EXERCISE OF
ANY RIGHT, REMEDY, POWER OR PRIVILEGE HEREUNDER PRECLUDE ANY OTHER OR FURTHER
EXERCISE THEREOF OR THE EXERCISE OF ANY OTHER RIGHT, REMEDY, POWER OR
PRIVILEGE.
THE RIGHTS, REMEDIES, POWERS AND PRIVILEGES HEREIN PROVIDED ARE
CUMULATIVE AND NOT EXCLUSIVE OF ANY RIGHTS, REMEDIES, POWERS AND PRIVILEGES
PROVIDED BY LAW.
8.4
SURVIVAL OF REPRESENTATIONS AND WARRANTIES.
ALL REPRESENTATIONS
AND WARRANTIES MADE HEREUNDER, IN THE OTHER LOAN DOCUMENTS AND IN ANY DOCUMENT,
CERTIFICATE OR STATEMENT DELIVERED PURSUANT HERETO OR IN CONNECTION HEREWITH
SHALL SURVIVE THE EXECUTION AND DELIVERY OF THIS AGREEMENT AND THE MAKING OF THE
LOANS HEREUNDER.
8.5
PAYMENT OF EXPENSES AND TAXES.
THE BORROWER AGREES (A) TO PAY OR
REIMBURSE THE ADMINISTRATIVE AGENT FOR ALL ITS REASONABLE OUT-OF-POCKET COSTS
AND EXPENSES INCURRED IN CONNECTION WITH THE DEVELOPMENT, PREPARATION AND
EXECUTION OF, AND ANY AMENDMENT, SUPPLEMENT OR MODIFICATION TO, THIS AGREEMENT
AND THE OTHER LOAN DOCUMENTS AND ANY OTHER DOCUMENTS PREPARED IN CONNECTION
HEREWITH OR THEREWITH, AND THE CONSUMMATION AND ADMINISTRATION OF THE
TRANSACTIONS CONTEMPLATED HEREBY AND THEREBY, INCLUDING THE REASONABLE FEES AND
DISBURSEMENTS OF COUNSEL TO THE ADMINISTRATIVE AGENT AND FILING AND RECORDING
FEES AND EXPENSES, WITH STATEMENTS WITH RESPECT TO THE FOREGOING TO BE SUBMITTED
TO THE BORROWER PRIOR TO THE CLOSING DATE (IN THE CASE OF AMOUNTS TO BE PAID ON
THE CLOSING DATE) AND FROM TIME TO TIME THEREAFTER ON A QUARTERLY BASIS OR SUCH
OTHER PERIODIC BASIS AS THE ADMINISTRATIVE AGENT SHALL DEEM APPROPRIATE, (B) TO
PAY OR REIMBURSE EACH LENDER AND THE ADMINISTRATIVE AGENT FOR ALL ITS COSTS AND
EXPENSES INCURRED IN CONNECTION WITH THE ENFORCEMENT OR PRESERVATION OF ANY
RIGHTS UNDER THIS AGREEMENT, THE OTHER LOAN DOCUMENTS AND ANY SUCH