Assigned Export Contracts

(a) No later than 45 days prior to the expiry of an Assigned Export Contract or promptly after an Assigned Export Contract has been cancelled, suspended, terminated or invalidated for any reason whatsoever, the Borrower shall deliver to the Facility Agent a replacement Assigned Export Contract.
(b) Except with the consent of the Facility Agent (acting on the instructions of the Majority Lenders), the Borrower shall ensure that in relation to each replacement Assigned Export Contract:
(i) such contract provides for deliveries of minimum quantities of Products for a period of not less than 12 Months;
(ii) such contract provides for payment in US dollars or Euros;

(iii) such contract by its terms is expressed to be assignable to the Security Agent;
(iv) the Borrower and the relevant Trader have duly executed a Designation Schedule and a Memorandum of Acknowledgement in relation to such contract pursuant to the Assignment of Export Contracts and the same have been delivered to the Security Agent;
(v) such contract contains a “top-up” clause, providing for the delivery obligations of the Borrower to be increased, if such increase is required to enable the Borrower to comply with its obligations under this Agreement;
(vi) such contract is governed by English law; and
(vii) if the terms of such contract are materially different to the terms of the relevant Original Export Contract, such contract is in form and substance reasonably acceptable to the Facility Agent.

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