Execution Version

INVESTMENT NUMBER 31907

Loan Agreement

between

RECAUDO BOGOT SAS

and

INTERNATIONAL FINANCE CORPORATION

Dated as of November 14, 2012

NY:14541588.9
 TABLE OF CONTENTS

Article/
Section Item Page No.

ARTICLE I Definitions and Interpretation ........................................................1

Section 1.01. Definitions................................................................................1
Section 1.02. Financial Calculations; Interpretation; Business Day
Adjustment ...............................................................................7
Section 1.03. Conflict with Common Terms Agreement ..............................7
Section 1.04. Payments in respect of Colombian Peso-linked Loan .............7

ARTICLE II The Loan..........................................................................................8

Section 2.01. The Loan ..................................................................................8
Section 2.02. Disbursement Procedures.........................................................9
Section 2.03. Conditions to Colombian Peso-linked Disbursements.............12
Section 2.04. Interest....................................................................................12
Section 2.05. Default Interest Rate ..............................................................12
Section 2.06. Repayment .............................................................................13
Section 2.07. Prepayment ............................................................................14
Section 2.08. Suspension and Cancellation .................................................14
Section 2.09. Fees and Other Payments.......................................................14
Section 2.10. Currency and Place of Payments ...........................................15
Section 2.11. Unwinding Costs....................................................................15

ARTICLE III Common Terms...........................................................................16

Section 3.01. Representations and Warranties.............................................16
Section 3.02. Conditions to Colombian Peso-linked Disbursements ..........16
Section 3.03. Covenants...............................................................................17
Section 3.04. Events of Default ...................................................................17

ARTICLE IV Miscellaneous...............................................................................18
Section 4.01. Notices ...................................................................................18
Section 4.02. Term of Agreement................................................................18
Section 4.03. Saving of Rights.....................................................................18
Section 4.04. Reinstatement.........................................................................19
Section 4.05. Enforcement ...........................................................................19
Section 4.06. Successors and Assignees ......................................................19
Section 4.07. Disclosure of Information ......................................................19
Section 4.08. Amendments, Waivers and Consent ......................................19
Section 4.09. Counterparts ...........................................................................19
Section 4.10. English Language...................................................................19
 LOAN AGREEMENT
This LOAN AGREEMENT, dated as of November 14, 2012 (the
"Agreement"), is entered into between RECAUDO BOGOT SAS, a corporation
organized and existing under the laws of the Republic of Colombia (the
"Borrower"); and INTERNATIONAL FINANCE CORPORATION, an
international organization established by Articles of Association among its
member countries, including the Republic of Colombia (the "Lender" or "IFC").

RECITALS

WHEREAS, the Borrower is undertaking the construction, completion,

ownership, operation, management and development of the Project;

WHEREAS, the Borrower has requested the Lender to provide the loan
described in this Agreement to finance the construction, completion, ownership,
operation, management and development of the Project; and

WHEREAS, on or about the date hereof, the Borrower, the Lender and
certain other parties have entered into the Common Terms Agreement; and

WHEREAS, the Lender is willing to provide the loan described herein

upon the terms and conditions set forth in this Agreement and the Common Terms
Agreement.

NOW THEREFORE, in consideration of the mutual covenants and

agreements set forth herein and in the Common Terms Agreement, the receipt and
adequacy of which are hereby acknowledged, the parties hereto agree as follows:

ARTICLE I

Definitions and Interpretation

Section 1.01. Definitions. Wherever used in this Agreement, and except as

otherwise defined herein, terms defined in the Common Terms Agreement (as
defined below) shall have the meaning ascribed to them therein, and the following
terms have the meanings opposite them:

"Blended Colombian for any Interest Period following the Loan

Peso-Linked Rate" Consolidation Date, the rate of interest payable on the
Colombian Peso-linked Loan, which shall be
calculated by IFC at least two (2) New York Business
Days prior to the Loan Consolidation Date and
promptly notified to the Borrower, which rate shall be
the sum of:

(i) the weighted average of the Colombian Peso-

linked Base Rates, the weighting being based on the
 -2-

principal amount of each Colombian Peso-linked

Disbursement in relation to the entire outstanding
principal amount of the Loan on the Loan
Consolidation Date and the average being rounded up
to the nearest four (4) decimal places; and

(ii) the Relevant Spread;

"CAO" Compliance Advisor Ombudsman, the independent

accountability mechanism for IFC that impartially
responds to environmental and social concerns of
affected communities and aims to enhance outcomes;

"CAO's Role" (i) to respond to complaints by persons who have

been or are likely to be directly affected by the
social or environmental impacts of IFC
projects; and

(ii) to oversee audits of IFC's social and

environmental performance, particularly in
relation to sensitive projects, and to ensure
compliance with IFC's social and
environmental policies, guidelines, procedures
and systems;

"Colombian Peso-linked with respect to any Colombian Peso-linked

Base Rate" Disbursement, a rate, being the Peso fixed rate quoted
to IFC for a non-deliverable Peso/Dollar swap
transaction between IFC and a swap counterparty
selected by IFC in its sole discretion to hedge such
Colombian Peso-linked Disbursement, based on

(i) the amortization schedule of that Colombian

Peso-linked Disbursement; and

(ii) IFC paying fixed rate Peso, against receiving

Dollars from the counterparty at the rate of six
(6) months LIBOR;

"Colombian Peso-linked any Disbursement made in accordance with the

Disbursement" provisions of Section 2.02 (Disbursement Procedures)
and designated as such in the relevant Disbursement
Request;

"Colombian Peso-linked with respect to any Colombian Peso-linked

Interest Rate" Disbursement, for any Interest Period prior to the
Loan Consolidation Date, a rate per annum equal to
the sum of the Colombian Peso-linked Base Rate and
 -3-

the Relevant Spread;

"Colombian Peso-linked the aggregate Notional Colombian Peso Principal

Loan" Amounts with respect to Colombian Peso-linked
Disbursements outstanding from time to time;

"Common Terms the Common Terms Agreement, dated as of November

Agreement" 14, 2012, among the Borrower, The Export-Import
Bank of Korea, HSBC Bank USA, National
Association, ("HSBC"), Shinhan Bank, Woori Global
Markets Asia Limited, HSBC, as KEXIM Facility
Agent, IFC and HSBC as the Offshore Collateral
Agent;

"Commitment" the Maximum Dollar Amount;

"Confirmation" with respect to any Colombian Peso-linked

Disbursement, a notice from IFC to the Borrower,
substantially in the form of Schedule 3 (Form of
Confirmation), specifying the terms and the
amortization schedule of that Colombian Peso-linked
Disbursement;

"Consolidated Interest as the context requires, the Blended Colombian Peso-

Rate" linked Rate;

"Disbursement Limit with respect to any Peso-linked Disbursement, a notice

Order Notice" from the Borrower to IFC, substantially in the form of
Schedule 2 (Form of Disbursement Limit Order
Notice), in which the Borrower sets out the applicable
range of the Notional Colombian Peso/Dollar
Exchange Rate (or the TCRM of a future date) and the
Highest Acceptable Colombian Peso-linked Base Rate
for that Colombian Peso-linked Disbursement;

"Disbursement a notice from IFC to the Borrower substantially in the

Readiness form of Schedule 1 (Form of Disbursement Readiness
Notice" Notice) to this Agreement;

"Dollar Default Period" with respect to any Dollar payment due and unpaid
under Section 2.06 (Default Interest Rate) and so long
as such payment remains due and unpaid, each period
beginning on an Interest Payment Date and ending on
the day immediately before the next following Interest
Payment Date, except in the case of the first period
applicable to any Dollar payment due and unpaid
under Section 2.06 (Default Interest Rate) when it
means the period beginning on the date on which that
 -4-

payment is due and ending on the day immediately

before the next following Interest Payment Date;

"Dollar Equivalent" as of any date of determination, the Dollar amount

equivalent to any amount denominated in Pesos,
obtained by dividing such Peso amount by the TCRM,
provided that if the Reuters Screen for any reason
ceases (whether permanently or temporarily) to report
the TCRM, the applicable Peso/Dollar rate shall be the
EMTA COP Rate as of the date of determination, and
provided, further, that if the EMTA for any reason
ceases to publish the EMTA COP Rate, the applicable
Peso/Dollar rate shall be determined by IFC in its sole
discretion in accordance with the prevailing swap
market practices;

"EMTA" The Emerging Market Traders Association.

"EMTA COP Rate" the EMTA COP Indicative Survey Rate, which shall,
for any determination date, be the Colombian
Peso/U.S. Dollar Specified Rate for U.S. Dollars,
expressed as the amount of Pesos per one Dollar, for
settlement on the same day, as published on the web
site of the EMTA (http://www.emta.org) at
approximately 11:30 a.m., Bogot time, or as soon
thereafter as practicable, on such determination date;

"Highest Acceptable with respect to any Colombian Peso-linked

Colombian Peso-linked Disbursement, the highest acceptable Colombian
Base Peso-linked Base Rate for such Colombian Peso-
Rate" linked Disbursement specified by the Borrower in the
relevant Disbursement Limit Order Notice;

"IFC Hedge in the case of a Colombian Peso-linked Disbursement,

Counterparty" a bank selected by IFC in its sole discretion with
which IFC enters into a non-deliverable Peso/Dollar
swap transaction for purposes of hedging such
Colombian Peso-linked Disbursement;

"LIBOR" the British Bankers' Association ("BBA") interbank

offered rates for deposits in Dollars which appears, on
the relevant date of determination for that Interest
Period (or, in the case of determination of the
redeployment cost, if any, on the relevant date of
prepayment, or for any other purpose under this
Agreement, on the date specified in the relevant
provision of this Agreement), on the relevant page of
 -5-

the Reuters Service (currently Reuters Screen

LIBORO1) or, if not available, on the relevant page of
any other service (such as Bloomberg Financial
Markets Service) that displays such BBA rates;
provided that if BBA for any reason ceases (whether
permanently or temporarily) to publish interbank
offered rates for deposits in Dollars, "LIBOR" shall be
determined by IFC in accordance with the prevailing
swap market practices;

"Loan" the loan specified in Section 2.01 (The Loan) or, as the
context requires, its principal amount from time to
time outstanding, including with respect to any
Colombian Peso-linked Disbursements, the aggregate
Notional Colombian Peso Principal Amounts
outstanding;

"Loan Consolidation (i) the first Interest Payment Date after the Loan
Date" has been fully disbursed (or the undisbursed
balance of the Loan has been cancelled pursuant
to Section 2.09 (Suspension and Cancellation);
or

(ii) in the event that the first day on which the Loan
has been fully disbursed (or the undisbursed
balance of the Loan has been cancelled pursuant
to Section 2.09 (Suspension and Cancellation)
falls less than fifteen (15) days before an
Interest Payment Date, the second Interest
Payment Date following the first date on which
the Loan has been fully disbursed (or the
undisbursed balance of the Loan has been so
cancelled);

"Maximum Dollar has the meaning set forth in Section 2.01 (The Loan);
Amount"

"Notional Colombian the notional Peso/Dollar exchange rate to be applied to

Peso/Dollar Exchange a Colombian Peso-linked Disbursement, as set forth in
Rate" the Confirmation for such Colombian Peso-linked
Disbursement;
"Notional Colombian as the context requires and with respect to any
Peso Principal Amount" Colombian Peso-linked Disbursement, the amount,
expressed in Pesos specified in the related
Confirmation or such principal amount outstanding
from time to time;
 -6-

"Prepayment Premium" the amount in Dollars equal to the applicable

percentage of the Dollar Equivalent of the Notional
Colombian Peso Principal Amount being prepaid (as
determined in accordance with Section 2.07(a)(i)
(Prepayment), as follows:

(i) 1.5%, if the prepayment occurs from and after the

third anniversary, but prior to the sixth anniversary, of
the Closing Date;

(ii) 0.75%, from and after the sixth anniversary, but

prior to the seventh anniversary, of the Closing Date;
and

(iii) 0.5%, at any time thereafter;

"Pro Rata Threshold as of any time of determination, the amount equal to

Amount" (i) the aggregate amount of Senior Loans outstanding
at such time multiplied by (ii) the ratio of (a) the
aggregate principal amount (either disbursed or
available for disbursement) of the Loan to (b) the
Total Commitment;

"Rate Setting Date" for each Colombian Peso-linked Disbursement, the

date on which the relevant Colombian Peso-linked
Base Rate is determined pursuant to Section 2.02(a)
(Disbursement Procedures);

"Rate Setting Period" with respect to a Disbursement Limit Order Notice

delivered by the Borrower to IFC, the period
beginning on (and including) the first Bogota and New
York Business Day on which IFC receives such
Disbursement Limit Order Notice and ending on (and
including) the earlier of:

(i) 5:00p.m. New York time on the fifth Bogota

and New York Business Day immediately
following the date of such receipt;

(ii) the date on which IFC successfully determines

the relevant Colombian Peso-linked Base Rate
in accordance with Section 2.02(a)
(Disbursement Procedures); and

(iii) the date on which any revocation of such

 -7-

Disbursement Limit Order Notice becomes

effective;

"Relevant Spread" 4.5% (four and a half percent) per annum; and

"TCRM" as of any date of determination, the Tasa de Cambio

Representativa del Mercado, expressed as the amount
of Pesos per one Dollar, certified by the
Superintendencia Financiera de Colombia (or the
official agency with the corresponding functions) on
its internet website address
http://www.superfinanciera.gov.co, and as published
on the Reuters Screen CO/COL03 Page to the right of
the caption "TRM" below the heading "Hoy", or other
page as may replace that page for the purpose of
displaying the TCRM, in each case as of 10:30a.m.,
Bogota time, on the Bogota and New York Business
Day following the date of determination.

Section 1.02. Financial Calculations; Interpretation; Business Day Adjustment.

(a) This Agreement is the IFC Loan Agreement referred to in the Common Terms
Agreement.

(b) Sections 1.02. (Financial Calculations), 1.03 (Interpretation) and

1.04 (Business Day Adjustment) of the Common Terms Agreement shall apply
herein, mutatis mutandis, as if set out in this Agreement in full (including, without
limitation, as if each reference therein to "each Senior Lender", "any Senior
Lender" or "the Senior Lenders" were a reference to the Lender and each
reference to "this Agreement", "the Financing Documents" or "the Transaction
Documents" were a reference to this Agreement).

(c) In the context of this Agreement, and except as otherwise provided

in this Agreement, a reference to a time of day is a reference to Washington,
District of Columbia, time.

(d) In the context of this Agreement, and except as otherwise provided

in this Agreement, any reference to "the date of this Agreement" or any similar
reference, is a reference to the date of execution of this Agreement.

Section 1.03. Conflict with Common Terms Agreement. In the event of any
conflict between the terms of this Agreement and the terms of the Common
Terms Agreement, the terms of this Agreement will prevail as between the parties
to this Agreement.

Section 1.04. Payments in respect of Colombian Peso-linked Loan. (a) For the
avoidance of doubt, and for purposes of calculating the amount of any interest or
principal payment due in relation to a Colombian Peso-linked Disbursement, the
 -8-

outstanding principal amount from time to time of that Colombian Peso-linked

Disbursement shall be deemed to be the Notional Colombian Peso Principal
Amount specified in the relevant Confirmation, as such amount may be reduced
from time to time upon repayment or prepayment of that Colombian Peso-Linked
Disbursement.

(b) In respect of any Colombian Peso-linked Disbursement, when a

disruption in the Peso/Dollar exchange markets results in IFC being unable to
determine the Dollar Equivalent of any amount in respect of principal or interest
required to be paid under this Agreement, or the applicable IFC Hedge
Counterparty is unable to advise IFC of the "Dollar Equivalent" rate applicable
thereto, the due date for the relevant payment of interest or principal in respect of
such Colombian Peso-linked Disbursement shall be postponed, and upon IFC
being able to determine the Dollar Equivalent in accordance with prevailing
market practice or upon such "Dollar Equivalent" rate being advised to IFC by the
applicable IFC Hedge Counterparty, IFC shall notify the Borrower of the Dollar
Equivalent so determined or advised to IFC and the Borrower shall make the
relevant payment of principal or interest two (2) New York Business Days after
the date of receipt of such notice; provided, however, that for purposes of
determining amounts of interest to be paid on such date, there shall be no
adjustment in the Interest Period on which such payment is based.

(c) Payment of the Dollar Equivalent of each Notional Colombian

Peso Principal Amount (whether at scheduled maturity, upon prepayment or
acceleration) shall be deemed to be repayment in full of the principal Dollar
amount disbursed in respect of the relevant Colombian Peso-linked Disbursement.

ARTICLE II

The Loan

Section 2.01. The Loan. (a) Subject to the provisions of this

Agreement and the Common Terms Agreement (including, without limitation,
Section 2.02 (Disbursement Procedure), Section 4.01 (Conditions of First
Disbursement), Section 4.02 (Conditions of All Disbursements) and Section 4.03
(Borrower's Certification) of the Common Terms Agreement), the Lender agrees
to make available to the Borrower a loan (the "Loan") in an aggregate principal
amount of up to $30,000,000 (thirty million Dollars) (the "Maximum Dollar
Amount").

(b) The Borrower may request the Loan in the form of one or more
linked Colombian Peso-linked Disbursements.

(c) IFC shall be under no obligation to make any Colombian Peso-

linked Disbursement if, after giving effect to such Colombian Peso-linked
 -9-

Disbursement, the aggregate amount disbursed to the Borrower would be in

excess of the Maximum Dollar Amount (as such amount may be reduced upon
cancellation of the undisbursed portion of the Loan by IFC or cancellation of the
undisbursed portion of the Loan by the Borrower pursuant to Section 2.09
(Suspension and Cancellation); provided that, for the purposes of determining the
Maximum Dollar Amount, any Colombian Peso-linked Disbursement made or to
be made shall be calculated by reference to the Dollar amount specified in the
corresponding Disbursement Request.

Section 2.02. Disbursement Procedures. (a) The Borrower may

request a Colombian Peso-linked Disbursement in accordance with the following
procedures which shall be followed for purposes of determining the relevant
interest rate in respect of each Colombian Peso-linked Disbursement:

(i) Disbursement Request: The Borrower shall first deliver to

IFC a Disbursement Request;

(ii) Disbursement Readiness Notice: Within ten (10) Bogota

and New York Business Days after receipt by IFC of that
Disbursement Request, and provided IFC is then satisfied
that all conditions for that Colombian Peso-linked
Disbursement set forth in this Agreement and the Common
Terms Agreement have been fulfilled, IFC shall so inform
the Borrower by way of a Disbursement Readiness Notice,
which Disbursement Readiness Notice shall remain valid
and effective for a period of forty-five (45) calendar days
from the date of such notice; provided, however, that IFC
may at any time, by written notice to the Borrower,
withdraw or cancel the Disbursement Readiness Notice if
IFC becomes aware that any condition for Disbursement
was not fulfilled or has ceased to be fulfilled and, provided,
further, that when all conditions of Disbursement set forth
in this Agreement and the Common Terms Agreement have
been fulfilled to the satisfaction of IFC following the
withdrawal or cancellation of the Disbursement Readiness
Notice, IFC shall as soon as practicable send to the
Borrower a new Disbursement Readiness Notice;

(iii) Disbursement Limit Order Notice: Not later than forty-five

(45) calendar days after the date of the Disbursement
Readiness Notice, the Borrower may deliver to IFC a
Disbursement Limit Order Notice for that Colombian Peso-
linked Disbursement;

(iv) Determining Rate: Upon receipt of the Disbursement Limit

Order Notice and at any time during the relevant Rate
Setting Period, IFC shall use reasonable efforts to
 - 10 -

determine a Colombian Peso-linked Base Rate for that

Colombian Peso-linked Disbursement, based on the
amortization schedule of that Colombian Peso-linked
Disbursement; provided, however, that prior to the
determination of a Colombian Peso-linked Base Rate by
IFC during the Rate Setting Period, a Disbursement Limit
Order Notice may be revoked in writing and any such
revocation shall not be effective unless and until IFC
provides a written acknowledgement of such revocation to
the Borrower;

(v) Acceptable Rate Determined: If, during the Rate Setting

Period, IFC is able to determine a Colombian Peso-linked
Base Rate in accordance with the Disbursement Limit
Order Notice, IFC shall promptly notify the Borrower in
writing of the Colombian Peso-linked Base Rate and the
Borrower acknowledges and agrees that the determination
by IFC of the Colombian Peso-linked Fixed Base Rate
during the relevant Rate Setting Period: (A) may occur at
any time during that Rate Setting Period; (B) may not be
the lowest Colombian Peso-linked Fixed Base Rate
available during that Rate Setting Period; and (C) shall be
final, conclusive and binding on the Borrower (unless the
Borrower shows to IFC's satisfaction that the determination
involves manifest error);

(vi) Date of Colombian Peso-linked Disbursement if Acceptable

Rate Determined: unless otherwise agreed by the Borrower
and IFC, the date of the relevant Colombian Peso-linked
Disbursement shall be the second Bogota Business Day
immediately following the date on which IFC was able to
determine the Colombian Peso-linked Base Rate; and

(vii) Acceptable Rate Not Determined: If, during the Rate

Setting Period, IFC was not able to determine a Colombian
Peso-linked Base Rate in accordance with the
Disbursement Limit Order Notice, IFC shall promptly
notify the Borrower in writing and, during the forty-five
(45) calendar day period following the date of the relevant
Disbursement Readiness Notice, the Borrower shall be
entitled to deliver one or more subsequent Disbursement
Limit Order Notices, each such Disbursement Limit Order
Notice being delivered following the end of the
immediately preceding Rate Setting Period and, at the
option of the Borrower, specifying the name and address of
a bank that is willing to give a quote equal to or below the
Highest Acceptable Colombian Peso-linked Base Rate
 - 11 -

specified in that Disbursement Limit Order Notice (the

"Borrower Preferred Counterparty"); and if IFC is not then
able to determine a Colombian Peso-linked Base Rate in
accordance with the most recent Disbursement Limit Order
Notice delivered during this forty-five (45) calendar day
period, IFC shall promptly notify the Borrower in writing,
the Disbursement Request shall be deemed as void and
without effect and in order to request a Colombian Peso-
linked Disbursement, the Borrower shall be required to
send to IFC a new Disbursement Request. For the
avoidance of doubt, (A) IFC shall obtain a quote from a
Borrower Preferred Counterparty specified in a
Disbursement Limit Order if such Borrower Preferred
Counterparty is on IFC's list of eligible swap counterparties
and, if IFC is able to determine a Colombian Peso-linked
Base Rate in accordance with that Disbursement Limit
Order Notice, then the provisions of clause (v) shall apply;
and (B) IFC shall have no obligation (I) to obtain a quote
from a Borrower Preferred Counterparty if such Borrower
Preferred Counterparty is not on IFC's list of eligible swap
counterparties or (II) to disclose to the Borrower the name
of the counterparties on IFC's list of eligible swap
counterparties.

(b) Unless otherwise agreed between the Borrower and IFC, each
Colombian Peso-linked Disbursement shall be made by IFC in Dollars to the
Borrower's account at a bank designated by the Borrower and acceptable to IFC,
as specified in the Borrower's Disbursement Request.

(c) Each Colombian Peso-linked Disbursement shall be in an amount

of not less than four million five hundred thousand Dollars ($4,500,000), unless
the amount available for disbursement under the Loan is lower, in which case the
Borrower may only disburse such available amount in full.

(d) Following the determination of a Colombian Peso-linked Fixed

Base Rate in accordance with the relevant Disbursement Limit Order Notice, IFC
shall provide to the Borrower a Confirmation. The Borrower shall promptly sign
any such Confirmation and return the same to IFC for countersignature (it being
understood and agreed, however, that such Confirmation is solely provided as a
summary of the terms and conditions of the related Colombian Peso-linked
Disbursement, and that the terms set forth in this Agreement shall be effective and
enforceable against the Borrower regardless of whether or not the Borrower signs
the related Confirmation).

(e) Notwithstanding anything herein to the contrary, the Borrower

may, after delivering a Request for Disbursement but prior to delivering a
Disbursement Limit Order Notice, request IFC to provide an indicative
 - 12 -

Colombian Peso-linked Base Rate for that Colombian Peso-linked Disbursement,

and IFC shall as soon as practicable after receipt of such request advise the
Borrower of the then current indicative rate.

Section 2.03. Conditions to Colombian Peso-linked Disbursements.

IFC's commitment to make each Colombian Peso-linked Disbursement is
expressly conditional upon IFC successfully obtaining quotes for obtaining the
requisite equivalent amount through one or more Dollar/Peso swaps with
counterparties acceptable to IFC and with maturities corresponding to those of the
Loan and is subject to all Authorizations being obtained and in full force and
effect with respect to any swaps entered into by IFC and with respect to the
repayment of the Loan.

Section 2.04. Interest. (a) Subject to Section 2.05 (Default Rate Interest) of this
Agreement, the Borrower shall, on each Interest Payment Date, pay interest on the
principal amount of the Loan outstanding during the immediately preceding
Interest Period at the relevant interest rate specified in Section 2.04(b); provided
that with respect to any Colombian Peso-linked Disbursement made less than
fifteen (15) days before an Interest Payment Date, interest shall be paid on the
second Interest Payment Date following the date of that Colombian Peso-linked
Disbursement. Interest shall accrue from day to day and be calculated on the
basis of a 360-day year for the actual number of days in each Interest Period.
Subject to Section 1.04(b), for purposes of calculating interest due on any Interest
Payment Date, the Dollar Equivalent of the relevant Colombian Peso amount shall
be determined two (2) Bogota and New York Business Days prior to that Interest
Payment Date.

(b) Up to the Loan Consolidation Date, interest shall be payable on the

outstanding amount of each Colombian Peso-linked Disbursement at the
applicable Colombian Peso-linked Base Rate for such Colombian Peso-linked
Disbursement. Beginning on and including the Loan Consolidation Date, the
Borrower shall pay interest on the Colombian Peso-linked Loan outstanding at the
relevant Consolidated Interest Rate.

(c) The determination by the Lender, from time to time, of the relevant
interest rate applicable to each Colombian Peso-linked Disbursement shall be
final and conclusive and bind the Borrower (unless the Borrower shows to the
Lender's satisfaction that the determination involves manifest error).

Section 2.05. Default Interest Rate. (a) Without limiting the

remedies available to the Lender under this Agreement or otherwise (and to the
maximum extent permitted by Applicable Law), if the Borrower fails to make any
payment of principal or interest (including interest payable pursuant to this
Section) on the Colombian Peso-linked Loan, or any other payment provided for
under this Agreement, when due as specified in this Agreement, the Borrower
shall pay to the Lender interest on the amount of that payment due and unpaid
 - 13 -

which shall be the sum of six (6) months LIBOR determined on the first day of
the Dollar Default Period, the Relevant Spread and two percent (2%).

(b) Interest at the rate referred to in paragraph (a) above shall accrue
from the date on which payment of the relevant overdue amount became due until
the date of actual payment of that amount (as well after as before judgment), and
shall be payable by the Borrower on demand by the Lender or, if not demanded,
on each Interest Payment Date falling after any such overdue amount became due.

(c) In addition to the other provisions of Article II (The Loan) of this

Agreement and without limiting any other rights and remedies which may be
available to IFC under any other provisions of this Agreement, if under this
Agreement any payment is to be made to IFC in a currency and such payment in
that currency is not made within the time required for such payment or if the
payment is made in a currency other than the currency in which payment is due,
the Borrower agrees:

(i) (subject to the receipt of the Authorizations, if any, referred

to in Section 2.05(c)(ii) below) to pay, indemnify and hold
harmless IFC for, from and against any and all damages,
losses and/or costs sustained or incurred by IFC that may
result, including but not limited to:

(A) in the case of amounts payable in Dollars as an

equivalent of Pesos, the cost of IFC hedging in
Pesos or purchasing Dollars to make a payment or
payments to a swap counterparty or otherwise, and

(B) the cost of IFC obtaining, establishing, replacing,

terminating or liquidating any currency or interest
rate hedge; and

(ii) amounts payable in accordance with Section 2.05(c)(i)

above shall be payable in Dollars or Dollar Equivalent, and
the Borrower undertake to promptly apply for and
immediately take all necessary steps in order to ensure that
any appropriate Authorizations are received by it in order
to pay such Dollar or Dollar Equivalent amounts.

Section 2.06. Repayment. (a) The Borrower shall repay the Loan in
accordance with Section 2.05 (Repayment) of the Common Terms Agreement,
provided that, each repayment of the Loan shall be of the Dollar Equivalent of the
Notional Colombian Peso Principal Amount by which the outstanding amount of
the Loan is being repaid as determined (subject to Section 1.04(b)) two (2) Bogota
and New York Business Days prior to the relevant Interest Payment Date.
 - 14 -

(b) Any principal amount of the Loan repaid under this Agreement
may not be re-borrowed.

Section 2.07. Prepayment. (a) The Borrower may prepay the Loan
in accordance with Section 2.06 (Voluntary Prepayment) of the Common Terms
Agreement, provided that, when applied to this Agreement such Section 2.06
(Voluntary Prepayment) shall be deemed modified in the following respects:

(i) prepayments of the Loan shall be of the Dollar Equivalent

of the Notional Colombian Peso Principal Amount by
which the outstanding amount of the Loan is being reduced
as determined (subject to Section 1.04(b)) two (2) Bogota
and New York Business Days prior to the date of
prepayment; and

(ii) in addition to any other amounts provided for in such

Section 2.06 (Voluntary Prepayment) of the Common
Terms Agreement, the Borrower pays, simultaneously with
the relevant prepayment, the redeployment cost with
respect to the amount of the Loan to be prepaid as
determined by IFC two (2) Bogota and New York Business
Days prior to the date of prepayment in accordance with the
methodology set out in Schedule 4 (Methodology for
calculation of the redeployment costs of the Colombian
Peso-linked Loan).

Section 2.08. Suspension and Cancellation. (a) The Lender may

suspend the right of the Borrower to disbursements or cancel the undisbursed
portion of the Loan in whole or in part in accordance with Section 2.10
(Suspension or Cancellation by Senior Lenders) of the Common Terms
Agreement.

(b) The Borrower may request that the Lender cancel the undisbursed
portion of the Loan in accordance with Section 2.11 (Cancellation by the
Borrower) of the Common Terms Agreement, provided that, when applied to this
Agreement, such Section 2.11 (Cancellation by the Borrower) of the Common
Terms Agreement shall be modified in the respect that the Borrower may not
request cancellation of the undisbursed portion of the Loan during any Rate
Setting Period.

Section 2.09. Fees and Other Payments. (a) The Borrower shall
pay to the Lender a commitment fee in Dollars:

(i) at the rate of one per cent (1%) per annum on that part of
the Loan that from time to time has not been disbursed or
canceled, accruing on and from the date of this Agreement,
 - 15 -

(ii) pro rated on the basis of a 360-day year for the actual
number of days elapsed, and

(iii) payable semi-annually, in arrears, on each Interest Payment

Date, the first such payment to be due on March 15, 2013.

(b) The Borrower shall also pay to the Lender:

(i) a front-end fee on the Loan of $300,000 (three hundred

thousand Dollars), to be paid on the earlier of (x) the date
which is thirty (30) days after the date of this Agreement
and (y) the date of the first Colombian Peso-linked
Disbursement, in the case of (y), with a portion of the
proceeds of such Colombian Peso-linked Disbursement;

(ii) a portfolio supervision fee of $15,000 (fifteen thousand

Dollars) per annum, payable on receipt of a statement from
the Lender;

(iii) a structuring fee (the "Structuring Fee") of $225,000 (two

hundred and twenty-five thousand Dollars) to be paid on
the earlier of (x) the date which is 30 (thirty) days after the
date of this Agreement and (y) the date of the first
Colombian Peso-linked Disbursement, in the case of (y),
with a portion of the proceeds of such Colombian Peso-
linked Disbursement; and

(iv) a financing arrangement fee (the "Financing Arrangement

Fee") of seven hundred twenty-six thousand Dollars
($726,000) to be paid on the earlier of (x) the date which is
thirty (30) days after the date of this Agreement and (y) the
date immediately preceding the first Disbursement Date.

Section 2.10. Currency and Place of Payments. The Borrower shall

make all payments of principal, interest, fees and any other amount due to IFC in
respect of this Agreement and the other Financing Documents in Dollars in same
day funds in accordance with Section 2.08 (Currency and Place of Payments) of
the Common Terms Agreement, provided that, when applied to this Agreement,
such Section 2.08 (Currency and Place of Payments) of the Common Terms
Agreement shall be modified such that the Payment Account and payment
instructions for all such payments shall be Citibank, N.A., 111 Wall Street, New
York, New York, U.S.A., ABA#021000089, for credit to IFC's account number
36085579, or at such other bank or account in New York as IFC from time to time
designates.

Section 2.11. Unwinding Costs. (a) If IFC incurs any cost, expense
or loss as a result of the Borrower:
 - 16 -

(i) failing to borrow in accordance with a Disbursement Limit

Order Notice delivered pursuant to Section 2.02(a)(iii)
(Disbursement Procedures); or

(ii) failing to prepay all or any portion of the Loan in

accordance with a notice of prepayment;

then the Borrower shall, within five (5) days after receipt of written notice thereof
from IFC, pay to IFC the amount that IFC from time to time notifies in writing to
the Borrower (with a copy to all other Senior Lenders) as being the amount of
those costs, expenses and losses incurred.

(b) For the purposes of this Section, costs, expenses or losses include
any premium, penalty or expense incurred to liquidate or obtain third party
deposits, borrowings, hedges or swaps in order to make, maintain, fund or hedge
all or any part of any Colombian Peso-linked Disbursement or any existing
Colombian Peso/Dollar swap related to any Colombian Peso-linked
Disbursement, or to provide for the termination of any Colombian Peso/Dollar
swap in connection with the delivery of any notice to prepay or any payment of
all or part of the Loan upon acceleration.

ARTICLE III

Common Terms

Section 3.01. Representations and Warranties. (a) The representations and

warranties set out in Section 3.01 (Representations and Warranties) of the
Common Terms Agreement shall be made, and are deemed to be made, herein,
mutatis mutandis, for the benefit of the Lender, as if set out in this Agreement in
full.

(b) The Borrower acknowledges that the Lender enters into this
Agreement and the other Financing Documents on the basis of, and in full
reliance on, each of the representations and warranties referred to in Section 3.01
(Representations and Warranties) of the Common Terms Agreement.

Section 3.02. Conditions to Colombian Peso-linked Disbursements. The

obligation of the Lender to make any Colombian Peso-linked Disbursement is
subject to the fulfillment prior to and concurrently with the making of such
Colombian Peso-linked Disbursement of, with respect to the first Colombian
Peso-linked Disbursement, the conditions set forth in Section 4.01 (Conditions of
First Disbursement) and, with respect to all Colombian Peso-linked
Disbursements, (i) Section 4.02 (Conditions of All Disbursements) of the
Common Terms Agreement and (ii) that the relevant Colombian Peso-linked
Disbursement would not cause the total principal amount of the Loan outstanding
immediately following such Colombian Peso-linked Disbursement to exceed the
Pro-Rata Threshold Amount.
 - 17 -

Section 3.03. Covenants. (a) So long as any amount of the Loan remains
available for disbursement or any amount is outstanding under any of the
Financing Documents, the covenants set out in Article V (Particular Covenants)
of the Common Terms Agreement shall, with the exception of Section 5.01(f)
(Access) of the Common Terms Agreement which shall be replaced for the
purposes of this Agreement by Section 3.03(b) of this Agreement, apply herein
and be made by the Borrower, mutatis mutandis, for the benefit of the Lender as if
set out in this Agreement in full.

(b) Unless the Lender otherwise agrees, the Borrower shall, upon the
Lender's request, and with reasonable prior notice to the Borrower, permit
representatives of the CAO, during normal office hours, to:

(i) visit any of the sites and premises where the business of the
Borrower is conducted;

(ii) inspect any of the Borrower's sites, facilities, plants and

equipment;

(iii) have access to the Borrower's books of account and all

records; and

(iv) have access to those employees, agents, contractors and

subcontractors of the Borrower who have or may have
knowledge of matters with respect to which any Finance
Party seeks information;

provided that (i) no such reasonable prior notice shall be necessary if an Event of
Default or Potential Event of Default is continuing or if special circumstances so
require and (ii) such access shall be for the purpose of carrying out the CAO's
Role.

Section 3.04. Events of Default. (a) The events and circumstances defined as
"Events of Default" in Section 6.02 (Events of Default) of the Common Terms
Agreement shall each constitute an Event of Default under this Agreement.

(b) If any Event of Default occurs and is continuing (whether it is

voluntary or involuntary, or results from operation of law or otherwise), the
Lender may by notice to the Borrower (with a copy to all other Senior Lenders):

(i) terminate automatically the Borrower's right to request, and

any obligation of the Lender to make, Colombian Peso-
linked Disbursements, whereupon such right and obligation
shall immediately terminate;

(ii) declare the Loan or such part of the Loan as is specified in

the notice (with accrued interest thereon) and all other
Obligations to be due and payable forthwith, whereupon
 - 18 -

the same shall become immediately due and payable

without any further notice and without any presentment,
demand, protest or notice of any kind, all of which are
hereby expressly waived by the Borrower;

(iii) enforce or cause the enforcement of all or any part of the

Security and/or take any action under a Direct Agreement;
and

(iv) exercise any other remedies that may be available to the

Lender under any Financing Document or Applicable Law.

(c) On receipt of a notice served under and in accordance with

paragraph (b) above, the Borrower shall immediately repay the Loan (or that part
of the Loan specified in that notice) and pay all interest accrued on it and any
other amounts then payable under this Agreement and the other Financing
Documents (including, without limitation, the redeployment cost with respect to
the amount of the Loan whose payment is being accelerated as determined by IFC
in accordance with the methodology set out in Schedule 4 (Methodology for
calculation of the redeployment costs of the Colombian Peso-linked Loan) to this
Agreement), provided that the Dollar Equivalent of the Loan (or that part of the
Loan specified in such notice) and interest accrued on the Loan and any other
amounts specified in such notice shall be determined on the second Bogota and
New York Business Day prior to the date of such notice. The Borrower waives
any right it might have to further notice, presentment, demand or protest with
respect to that demand for immediate payment.

(d) If the Borrower is liquidated or declared bankrupt, the Loan, all

interest accrued on it and any other amounts payable under this Agreement and
the other Financing Documents will become immediately due and payable
without any presentment, demand, protest or notice of any kind, all of which the
Borrower waives.

ARTICLE IV

Miscellaneous

Section 4.01. Notices. Any notice, request or other communication to be given

or made under this Agreement shall be given in accordance with Section 8.02
(Notices) of the Common Terms Agreement.

Section 4.02. Term of Agreement. This Agreement shall continue in force until
all Obligations owed to the Senior Lenders under the Financing Documents have
been fully and indefeasibly paid in accordance with their respective provisions.

Section 4.03. Saving of Rights. Section 8.01 (Saving of Rights) of the Common
Terms Agreement shall apply herein, mutatis mutandis, as if set out in this
Agreement in full (and as if each reference therein to "each Senior Lender", "any
 - 19 -

Senior Lender" or "the Senior Lenders" were a reference to the Lender and each
reference to "this Agreement" or "the Financing Documents" were a reference to
this Agreement).

Section 4.04. Reinstatement. Section 7.15 (Reinstatement) of the Common

Terms Agreement shall apply herein, mutatis mutandis, as if set out in this
Agreement in full.

Section 4.05. Enforcement. (a) This Agreement is governed by, and shall be
construed in accordance with, the laws of the State of New York, United States of
America.

(b) Sections 8.06(b) through (k) of the Common Terms Agreement

shall apply herein, mutatis mutandis, as if set out in this Agreement in full (and as
if each reference therein to "this Agreement" or "the Transaction Documents"
were a reference to this Agreement).

Section 4.06. Successors and Assignees. (a) This Agreement binds and benefits
the respective successors and assignees of the parties. However, the Borrower
may not assign or delegate any of its rights or obligations under this Agreement
without the prior consent of the Lender.

(b) The Lender may sell, transfer, assign, novate or otherwise dispose
of all or part of its rights or obligations under this Agreement without the
Borrower's consent.

Section 4.07. Disclosure of Information. Section 8.06 (Disclosure of

Information) of the Common Terms Agreement shall apply herein, mutatis
mutandis, as if set out in this Agreement in full (and as if each reference therein to
"each Senior Lender", "any Senior Lender" or "the Senior Lenders" were a
reference to the Lender and each reference to "this Agreement", "the Financing
Documents" or "the Transaction Documents" were a reference to this Agreement).

Section 4.08. Amendments, Waivers and Consent. Any amendment or waiver of,
or any consent given under, any provision of this Agreement shall be in writing
and, in the case of an amendment, signed by the parties to this Agreement.

Section 4.09. Counterparts. This Agreement may be executed in several

counterparts, each of which is an original, but all of which together constitute one
and the same agreement.

Section 4.10. English Language. (a) All documents to be provided or

communications to be given or made under this Agreement shall be in the English
language.

(b) To the extent that the original version of any document to be

provided, or communication to be given or made, to the Lender under this
Agreement is in a language other than English, that document or communication
 - 20 -

shall be accompanied by an English translation certified by an Authorized

Representative to be a true and correct translation of the original. The Lender
may, if it so requires, obtain an English translation of any document or
communication received in a language other than English at the cost and expense
of the Borrower. The Lender may deem any such English translation to be the
governing version between the Borrower and the Lender.

[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]

 - 22 -

SCHEDULE 1

(FORM OF DISBURSEMENT READINESS NOTICE)

(See Section 1.01 (Definitions) and Section 2.02(a)(ii) of the Loan Agreement)

[On IFC Letterhead]

Recaudo Bogot SAS
Ave. Carrera 45 no 108 27 Torre 2 Oficina 1202
Bogot, Colombia

With a copy to:

Calle 73 No 7 31 piso 4
Bogot, Colombia

Attention: Jos Hernndez, Chief Executive Officer

Andrs Ziga, Chief Financial Officer

Investment No. 31907

Disbursement Readiness Notice relating to
Disbursement Request dated [____]

1. Please refer to the Loan Agreement, dated as of ___________, 2012 (the

"Loan Agreement"), between Recaudo Bogot SAS (the "Borrower") and
International Finance Corporation ("IFC") and to the Disbursement
Request for a Colombian Peso-linked Disbursement for an amount equal
to the Peso equivalent of _____ Dollars ($_______) sent on
____________. Terms defined in the Loan Agreement have their defined
meanings whenever used in this request.

2. The Borrower is hereby notified that it can deliver to IFC, within a period
of forty five (45) days from the date of this notice, Disbursement Limit
Order Notice(s) in accordance with the terms of the Loan Agreement.

3. This notice shall remain valid and effective for a period of forty five (45)
days from the date hereof unless withdrawn or cancelled by IFC during
such period in accordance with the terms of the Loan Agreement.

Yours faithfully,
INTERNATIONAL FINANCE CORPORATION

By: _________________________
Authorized Representative
 - 23 -

SCHEDULE 2
(FORM OF DISBURSEMENT LIMIT ORDER NOTICE)
(See Section 1.01(Definitions) and Section 2.02(a)(iii) of the Loan Agreement)

[On Borrower's Letterhead]

International Finance Corporation

2121 Pennsylvania Avenue, N.W.
Washington, D.C. 20433
United States of America

[DATE]

Attention: Director, Infrastructure Department

Copy to: loanpricing@ifc.org

Ladies and Gentlemen:

Investment No. 31907
Request for Colombian Peso-linked Disbursement dated: [_____]
Disbursement Limit Order Notice No.[___]1

1. Please refer to the Loan Agreement, dated as of ___________,

2012 (the "Loan Agreement"), between Recaudo Bogot SAS (the "Borrower")
and International Finance Corporation ("IFC") and to the Disbursement Request
no. [___] for a Colombian Peso-linked Disbursement in an amount equal to the
Peso equivalent of _____ Dollars ($_______) (the "Disbursement") sent on
___________. Terms defined in the Loan Agreement have their defined meanings
whenever used in this request.

2. The Borrower hereby specifies that the Highest Acceptable

Colombian Peso-linked Base Rate for that Disbursement shall be
______________2 and that [the applicable range of the Notional Colombian
Peso/Dollar Exchange Rate shall be between ______ and ______][the Notional
Colombian Peso/Dollar Exchange Rate shall be the TCRM formed on
____________________].3

3. As provided in Section 2.02(d) of the Loan Agreement, the

Borrower acknowledges that the determination by IFC of the Colombian Peso-
linked Fixed Base Rate determined during the Rate Setting Period: (i) may occur
at any time during the relevant Rate Setting Period; (ii) may not be the lowest
Colombian Peso-linked Fixed Base Rate available during the relevant Rate
Setting Period; and (iii) shall be final and conclusive and binding on the Borrower
1
Each to be numbered in series for the relevant Disbursement Request
2
Please note that this figure does not include the Relevant Spread.
3
IFC Note: In lieu of a range, the Borrower may ask IFC to use a TCRM of a future date.
 - 24 -

(unless the Borrower shows to IFC's satisfaction that the determination involves
manifest error).

Yours truly,

RECAUDO BOGOT SAS

By: _________________________
Authorized Representative
 - 25 -

SCHEDULE 3
(FORM OF CONFIRMATION)
(See Section 2.02(d) of the Loan Agreement)

[DATE]

Investment Number 31907

Confirmation of Disbursement

This is a Confirmation delivered pursuant to Section 2.02(d) of the Loan

Agreement, dated ___________, 2012 (the "Loan Agreement"), between Recaudo
Bogot SAS (the "Borrower") and International Finance Corporation ("IFC"). All
terms defined in the Loan Agreement shall bear the same meanings herein.

Type of Disbursement: Colombian Peso-linked

Disbursement

Amount of Disbursement:4 [_____________] Dollars ($ )

Notional Colombian Peso Principal

Amount: ______________________

Notional Colombian Peso/Dollar

Exchange Rate:5 ______________________

Disbursement Date: ______________________

Relevant Spread: ______________________

Subject to Sections 1.04(b) and 3.04(c) of the Loan Agreement, the Dollar
Equivalent of any payment of principal and/or interest on any Colombian Peso-
linked Disbursement or the Loan shall be determined on the second (2nd) Bogota
and New York Business Day prior to the relevant Interest Payment Date.

Other: ______________________

[Amortization schedule to be provided by IFC at the time of each Disbursement]

4
Amount in Dollars will be specified.
5
Both the Notional Colombian Peso Principal Amount and a Notional Colombian
Peso/Dollar Exchange Rate will be specified.
 - 26 -

INTERNATIONAL FINANCE
CORPORATION

By: _________________________
Authorized Representative

Acknowledged and Agreed:

RECAUDO BOGOT SAS

By: _________________________
Authorized Representative
 - 27 -

SCHEDULE 4
(METHODOLOGY FOR CALCULATION OF THE REDEPLOYMENT
COSTS OF THE COLOMBIAN PESO-LINKED LOAN)
(See Section 2.08(a)(iii) of this Agreement)
1. The redeployment cost equals the Dollar Equivalent of the amount in
excess of zero, if any, obtained by deducting (x) the Present Value of the
Available Income Stream of the prepaid amount from (y) the Present
Value of the Original Income Stream of the prepaid amount.
2. For purposes of this Agreement:
(a) the "Original Income Stream of the prepaid amount" means the
aggregate amount of interest originally scheduled to be paid on the
Notional Colombian Peso Principal Amount by which any
Colombian Peso-linked Disbursement is being reduced as a result
of prepayment from the date of prepayment (or in the case of
acceleration, from the date of the notice delivered pursuant to
Section 3.04(b) (Events of Default)) until the final maturity date of
the prepaid Disbursement, calculated based solely on the relevant
Colombian Peso-linked Base Rate; provided that if more than one
(1) Colombian Peso-linked Disbursement has been made, the
applicable interest rate shall be the weighted average of all the
Colombian Peso-linked Base Rates then in effect, calculated using
the methodology set forth in clause (i) of the definition of Blended
Colombian Peso-linked Rate set forth in Section 1.01 (Definitions)
of this Agreement;
(b) the "Available Income Stream of the prepaid amount" means the
aggregate amount of interest that would have accrued on the
Notional Colombian Peso Principal Amount by which any
Colombian Peso-linked Disbursement is being reduced as a result
of prepayment from the date of prepayment (or in the case of
acceleration, from the date of the notice delivered pursuant to
Section 3.04(b) (Events of Default)) until the final maturity date of
the prepaid Disbursement, calculated at a fixed interest rate equal
to the prevailing Peso/Dollar swap market equivalent of six (6)
months LIBOR (for a swap transaction whereby IFC pays US
Dollars and receives Pesos from the swap counterparty, based on
the amortization schedule of the Notional Colombian Peso
Principal Amounts by which the Colombian Peso-linked
Disbursement is being reduced, as determined by IFC in its sole
discretion. The rate will be determined two (2) Bogota and New
York Business Days prior to the date of prepayment (or in the case
of acceleration, two (2) Bogota and New York Business Days prior
 - 28 -

to the date of the notice delivered pursuant to Section 3.04(b));

and;
(c) the "Present Value" of the relevant Income Stream is the value of
the Original Income Stream of the prepaid amount or, as the case
may be, the Available Income Stream of the prepaid amount
discounted back to the date of prepayment (or in the case of
acceleration, to the date of the notice delivered pursuant to Section
3.04(b) (Events of Default)) from each of the relevant Interest
Payment Dates at a discount rate, equal to the fixed rate at which
IFC would receive Pesos in respect of a Peso/Dollar swap
transaction in which IFC would pay Dollars at a rate equal to six
(6) months LIBOR as determined by IFC in its sole discretion two
(2) Bogota and New York Business Days prior to the date of
prepayment (or in the case of acceleration, two (2) Bogota and
New York Business Days prior to the date of the notice delivered
pursuant to Section 3.04(b)); and
(d) "Colombian Peso-linked Base Rate" has the meaning set forth in
Section 1.01 (Definitions) of this Agreement.
3. The determination by IFC of the redeployment cost shall be final and
conclusive and bind the Borrower (unless the Borrower shows to IFC's
satisfaction that the determination involves manifest error).