Conformed Copy - L2916 - Steel Sector Restructuring Project - Loan Agreement

Page 1 CONFORMED COPY LOAN NUMBER 2916 ME (Steel Sector Restructuring Project) between INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT and NACIONAL FINANCIERA, S.N.C. Dated March 15, 1988 LOAN NUMBER 2916 ME LOAN AGREEMENT AGREEMENT, dated March 15, 1988 between INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT (the Bank) and NACIONAL FINANCIERA, S.N.C. (the Borrower). WHEREAS (A) United Mexican States (the Guarantor), has declared its commitment to the program of actions, objectives and policies described in the Schedule to the Guarantee Agreement (as that term is defined hereinafter) and designed to achieve adjustments of the Guarantor's steel sector (hereinafter called the Steel Sector Reform Program), and has requested assistance from the Bank in the financing of imports and services required during the execution of the Steel Sector Reform Program; (B) the Borrower and the Guarantor having been satisfied as to the feasibility and priority of the Project described in Schedule 2 to this Agreement, have requested the Bank to assist in the financing of the Project; Page 2 (C) by an agreement (the Guarantee Agreement) of even date herewith between the Guarantor and the Bank, the Guarantor has agreed to guarantee the obligations of the Borrower in respect of the Loan and to undertake such other obligations as are set forth in the Guarantee Agreement; and WHEREAS the Bank has agreed, on the basis, inter alia, of the foregoing, to extend the Loan to the Borrower upon the terms and conditions set forth in this Agreement; NOW THEREFORE the parties hereto hereby agree as follows: ARTICLE I General Conditions; Definitions Section 1.01. The "General Conditions Applicable to Loan and Guarantee Agreements" of the Bank, dated January 1, 1985, with the last sentence of Section 3.02 deleted (the General Conditions) constitute an integral part of this Agreement. Section 1.02. Unless the context otherwise requires, the several terms defined in the General Conditions and in the Preamble to this Agreement have the respective meanings therein set forth and the following additional terms have the following meanings: (a) "AHMSA" means Altos Hornos de Mexico, S.A. de C.V.; (b) "AHMSA Action Plan" means the action plan referred to in Section 2.06 of the AHMSA Project Agreement; (c) "AHMSA Project Agreement" means the Project Agreement, of even date herewith, between the Bank and AHMSA, as the same may be amended from time to time, and such term includes all schedules and agreements supplemental thereto; (d) "AHMSA Subsidiary Loan Agreement" means the agreement referred to in Section 3.01 (b) (i) of this Agreement; (e) "CMC" means, collectively, Carbon y Minerales Coahuila, S.A. and its wholly-owned subsidiaries; (f) "CMC Action Plan" means the action plan referred to in Section 2.06 of the CMC Project Agreement; (g) "CMC Project Agreement" means the Project Agreement, of even date herewith, between the Bank and CMC, as the same may be amended from time to time, and such term includes all schedules and agreements supplemental thereto; (h) "CMC Project Management Unit" means the project management unit referred to in Section 2.01 (b) of the CMC Project Agreement; (i) "CMC Reorganization and Restructuring" means the reorganization referred to in Section 3.04 of the CMC Project Agreement; (j) "CMC Subsidiary Loan Agreement" means the agreement referred to in Section 3.01 (b) (ii) of this Agreement; (k) "HYLSA" means HYLSA, S.A. de C.V.; (l) "HYLSA Action Plan" means the action plan referred to in Section 2.06 of the HYLSA Project Agreement; (m) "HYLSA Debt Restructuring Agreement" means collectively, the agreements referred to in Section 4.02 (b) of the HYLSA Project Agreement; (n) "HYLSA Project Agreement" means the Project Agreement, Page 3 of even date herewith, between the Bank and HYLSA, as the same may be amended from time to time, and such term includes all schedules and agreements supplemental thereto; (o) "HYLSA Subsidiary Loan Agreement" means the agreement referred to in Section 3.01 (b) (iv) of this Agreement; (p) "Price Liberalization Program" means the Guarantor's program for removing price controls in the steel sector, as set forth in paragraph 4, entitled "Establecimiento de una nueva politica de precios," of the Lineamientos De Pol