CLASS OF ITS CAPITAL STOCK, ANY QUOTAS, OR ANY
OPTIONS, WARRANTS, CONVERTIBLE SECURITIES OR OTHER RIGHTS OF ANY KIND TO ACQUIRE
ANY SHARES OF SUCH CAPITAL STOCK OR QUOTAS, OR ANY OTHER OWNERSHIP INTEREST
(INCLUDING ANY PHANTOM INTEREST);
(C)
TRANSFER, LEASE, SELL, PLEDGE, LICENSE,
DISPOSE OF OR ENCUMBER ANY OF ITS ASSETS OR PROPERTIES, EXCEPT IN THE ORDINARY
COURSE OF BUSINESS AND IN A MANNER CONSISTENT WITH PAST PRACTICE;
(D)
DECLARE, SET ASIDE, MAKE OR PAY ANY DIVIDEND
OR OTHER DISTRIBUTION, PAYABLE IN CASH, STOCK, PROPERTY OR OTHERWISE, WITH
RESPECT TO ANY OF ITS CAPITAL STOCK OR QUOTAS;
(E)
RECLASSIFY, COMBINE, SPLIT, SUBDIVIDE OR
REDEEM, OR PURCHASE OR OTHERWISE ACQUIRE, DIRECTLY OR INDIRECTLY, ANY OF ITS
CAPITAL STOCK OR QUOTAS;
(F)
(I) ACQUIRE (INCLUDING BY MERGER,
CONSOLIDATION, OR ACQUISITION OF STOCK OR ASSETS OR ANY OTHER BUSINESS
COMBINATION) ANY CORPORATION, PARTNERSHIP, OTHER BUSINESS ORGANIZATION OR ANY
DIVISION THEREOF, OR ANY EQUITY INTEREST IN ANY PERSON; (II) ACQUIRE ANY
MATERIAL AMOUNT OF ASSETS, EXCEPT IN THE ORDINARY COURSE OF BUSINESS AND
CONSISTENT WITH PAST PRACTICE; (III) INCUR ANY INDEBTEDNESS FOR BORROWED MONEY
OR ISSUE ANY DEBT SECURITIES, OR ASSUME, GUARANTEE OR ENDORSE, OR OTHERWISE
BECOME RESPONSIBLE FOR (CONTINGENTLY OR OTHERWISE), THE OBLIGATIONS OF ANY
PERSON; (IV) MAKE ANY LOANS, ADVANCES OR CAPITAL CONTRIBUTIONS; OR (V) ENTER
INTO OR AMEND ANY CONTRACT, AGREEMENT, COMMITMENT OR ARRANGEMENT WITH RESPECT TO
ANY MATTER SET FORTH IN THIS SECTION 5.1(A)(F);
(G)
EXCEPT AS MAY BE REQUIRED BY BOLIVIAN LAW,
(I) INCREASE THE COMPENSATION PAYABLE OR TO BECOME PAYABLE (INCLUDING BONUS
GRANTS) OR INCREASE OR ACCELERATE THE VESTING OF THE BENEFITS PROVIDED TO ITS
DIRECTORS, OFFICERS OR EMPLOYEES OR OTHER SERVICE PROVIDERS, EXCEPT FOR
INCREASES IN THE ORDINARY COURSE OF BUSINESS AND CONSISTENT WITH PAST PRACTICE
IN SALARIES OR WAGES OF EMPLOYEES OTHER THAN THE VPGM AND SENIOR MANAGEMENT (AS
DEFINED IN THE MANAGEMENT SERVICES AGREEMENT), (II) GRANT ANY SEVERANCE OR
TERMINATION PAY OR BENEFITS, EXCEPT IN THE ORDINARY COURSE OF BUSINESS AND
CONSISTENT WITH PAST PRACTICE, TO EMPLOYEES OTHER THAN THE VPGM AND SENIOR
MANAGEMENT, (III) ENTER INTO ANY EMPLOYMENT, SEVERANCE, RETENTION, CHANGE IN
CONTROL, CONSULTING OR TERMINATION AGREEMENT WITH, ANY DIRECTOR, OFFICER OR
OTHER EMPLOYEE OR OTHER SERVICE PROVIDERS, EXCEPT FOR AGREEMENTS ENTERED INTO
WITH EMPLOYEES OTHER THAN THE
26
VPGM AND SENIOR MANAGEMENT IN THE ORDINARY COURSE OF BUSINESS AND CONSISTENT
WITH PAST PRACTICE, (IV) ESTABLISH, ADOPT, ENTER INTO OR AMEND ANY COLLECTIVE
BARGAINING, BONUS, PROFIT-SHARING, THRIFT, COMPENSATION, STOCK OPTION,
RESTRICTED STOCK, PENSION, RETIREMENT, DEFERRED COMPENSATION, EMPLOYMENT,
TERMINATION, SEVERANCE OR OTHER PLAN, AGREEMENT, TRUST, FUND, POLICY OR
ARRANGEMENT FOR THE BENEFIT OF ANY DIRECTOR, OFFICER OR EMPLOYEE OR OTHER
SERVICE PROVIDERS OR (V) PAY OR MAKE, OR AGREE TO PAY OR MAKE, ANY ACCRUAL OR
ARRANGEMENT FOR PAYMENT OF ANY PENSION, RETIREMENT ALLOWANCE, OR ANY OTHER
EMPLOYEE BENEFIT;
(H)
EXCEPT AS PUBLICLY ANNOUNCED, OR AS ANNOUNCED
TO EMPLOYEES GENERALLY, PRIOR TO THE DATE HEREOF, ANNOUNCE, IMPLEMENT OR EFFECT
ANY REDUCTION IN LABOR FORCE, LAY-OFF, EARLY RETIREMENT PROGRAM, SEVERANCE
PROGRAM OR OTHER PROGRAM