Conformed Copy - L4107 - Export Development Project - Loan Agreement

Page 1 CONFORMED COPY LOAN NUMBERS 4107 - 0 UA 4107 - 1 UA Loan Agreement (Export Development Project) between INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT and STATE EXPORT-IMPORT BANK OF UKRAINE Dated May 15, 1997 LOAN NUMBERS 4107 - 0 UA 4107 - 1 UA LOAN AGREEMENT AGREEMENT, dated May 15, 1997, between INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT (the Bank) and STATE EXPORT-IMPORT BANK OF UKRAINE (the Borrower). WHEREAS (A) Ukraine (the Guarantor) and the Borrower, 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; (B) 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 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 for Single Currency Loans" of the Bank, dated May 30, 1995, with the modifications set forth in Schedule 8 to this Agreement (the General Conditions) constitute an integral part of this Agreement. Page 2 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) "Export Development Sub-loan" or "Sub-loan" means a loan made or proposed to be made by the Borrower, out of the proceeds of the Loan allocated from time to time to Category (3) of the table set forth in paragraph 1 of Schedule 1 to this Agreement, for purposes of financing all or a portion of the expenditures incurred by a Beneficiary Enterprise for goods, works, and services under an Export Development Sub-Project; (b) "free-limit Sub-loan" means an Export Development Sub-loan Sub-loan (as so defined) proposed to be made in an amount less than the threshold specified for prior Bank review under paragraph 1 (b) of Section III of Schedule