CREDIT LINE OPENING CONTRACT

We, ______________, of legal age, married, Business Executive, Honduran and with
address _____________, acting in my capacity as President of the commercial company
called _______________, with address at ____________________. which was
constituted by public deed ______ (___) dated ________ of _____ of 20___
authorized by the Lawyer and Notary ________ and registered under Number ___ of Volume ___ of
Commercial Property Registry of this Judicial Section, acting with sufficient powers
for the celebration of this act as evidenced in the deed of incorporation, to
who will be called as THE ACCREDITED, on the other side the gentleman
_________________________________, of legal age, married, Bachelor of Business Administration
of Companies, from the address of Tegucigalpa and in transit through this city, acting in my capacity
from the Legal Representative of BANCO PROMERICA, S.A., established by Instrument
Public Number ___ dated ___ of _____ of the year ____, authorized by Notary ___________
is registered under Number _____ (__) of Volume _______ (___) of the Merchant Register Book
Social services of the Registration Section of San Pedro Sula, Cortés who acts with the powers
sufficient for the celebration of this act as evidenced by the General Power of Attorney
of Administration number ________ dated _____ of ______ of the year ____ granted before the
Notary ___________ registered under number ______ (__) of Volume
______________(___) of the Commercial Register of this Judicial section, company that hereinafter
it will be referred to as THE BANK or THE LENDER; we have agreed to celebrate and in effect

we celebrate a Credit Line Opening Contract in which the bank grants the client up to
for a determined limit that allows him during the validity period of the credit to request from
revolving form disbursements that are documented depending on each type of operation, which
It will be governed according to the following clauses: FIRST: Mr. _____________, acting
In my capacity as President of the trading company called _____________. I declare: That
the Bank has agreed with its representative to enter into a Line of Credit Opening contract
in current account, by virtue of which the Bank makes a sum of money available to THE
ACCREDITED, or to contract on behalf of it an obligation, so that it may make use of the
credit granted in the manner, terms and conditions agreed upon in this contract,
the accredited party is obligated to return to the Bank the amounts they have available or the
import of any obligation incurred and, in any case, to pay the Bank the interest,
benefits, expenses, and commissions that are stipulated. - This line of credit opening is in account
current and gives the Accredited party the right to make remittances, before the date set for settlement,
in partial or total refund of the disbursements they had previously made, remaining
empowered, while the contract is not concluded, to dispose in the agreed manner of the balance that
Bank sums of money at your disposal, crediting the Bank amounts in checking accounts.
of the same or in accounts that I indicate or authorize, covering the Bank overdrafts in any
checking account THE ACCREDITED, also paying the obligations on behalf of or for
account of this, accepting the Bank promissory notes drawn by THE ACCREDITED,
constituting the Bank guarantees by the Borrower and, in general, carrying out other operations
typical of a line of credit opening, which in each case must be approved by the Bank;
c) According to the provisions of Article Fifty-Five (55) of the Financial System Law,
Every credit operation will accrue the interests decided by the BANK, which are agreed upon.
which may be increased or decreased if the BANK modifies the interest rate,
communicating it to the BORROWER fifteen (15) calendar days in advance, for the
corresponding medium; d) The Bank may, in each case, not approve a credit operation,
completely at their judgment and discretion, without assuming any responsibility, for their decision or
negative; e) The term of the Credit Line in general is for an indefinite period, consequently,
Either party has the right to terminate it by written notice that is
will notify the other party, without prejudice to the right to use the credit being extinguished by
any of the causes contained in Article Eight Hundred Eighty-Nine (889) of the Code
Commerce; f) Any operation referred to in paragraph b) may be documented with any
title value, with any instrument, public or private, that the Bank requires or with authorization
of disbursement ordered by the CREDITOR, to be agreed upon in each one, in what
conductive, the conditions and terms of each operation such as the amount, term, interest, method
of amortization, currency in which the payments will be made and any others that may be
proceeding to judgment by the Bank; g) Payments must be made at the Bank's offices
Promerica, S.A., of this city or in any other that the Bank indicates; specifically in the
regarding the method of amortization in relation to the authorized disbursement either in Lempiras or in
dollars currency of the United States of America. In the case that the authorized disbursement is
made in US Dollars, the payment must be made in
DOLLARS CURRENCY OF THE UNITED STATES OF NORTH AMERICA ('PAYMENT IN
CASH”) in accordance with the provisions established in the second paragraph of article seven hundred

nine (709) of the Commercial Code, or if the BANK accepts it, in its equivalent in currency
national as of the payment date without any deductions for taxes, fees, contributions,
expenses, withholdings, or any other expenses of whatever nature, present or future, since
these applicable will be the exclusive account of THE ACCREDITED; h) In case that THE
ACCREDITED make advance payments, you must notify at least fifteen (15)
days in advance to the BANK, by written notice. Any payment in advance, unless agreed
on the contrary, it will apply to the outstanding principal payment installments in the reverse order of their
maturity. No penalty will be charged for early payments made to the BANK;
i) The fees, taxes, rates, and other expenses of this document and its cancellation and
four percent (4%) annually, the BANK may modify this at any time
interest, notifying the accredited party fifteen (15) calendar days in advance by the means
corresponding k) THE ACCREDITED party commits to fulfilling the obligations
contracted, credits, commissions, default interest, and expenses, even if they exceed the term of
two years, being understood and agreed upon likewise, that there will be no reduction of guarantee for the payment

partial debt; l) In case of violation or non-compliance with any of the

stipulations contained in this contract or any obligation on the part of THE ACCREDITED,
will grant the Bank the right to declare any obligation under LA due in advance
ACCREDITED and to demand, judicially or extrajudicially, the payment of obligations, due or
no, with their interests, benefits, expenses, and commissions that have been stipulated or that would be
The legal costs and fees of all will be the responsibility of THE ACCREDITED.
the actions that BANCO PROMERICA S.A. may take against THE ACCREDITED for the
extrajudicial or judicial recovery of said obligation shall be subject to what is stipulated in the
collection mechanisms clause; ll) The Bank also has the right to declare due
in advance all obligations or debts owed by THE ACCREDITED and the right to demand,
judicially or extrajudicially, the payment with its interests, benefits, expenses and commissions, if THE
ACREDITADA performs acts by which it compromises, harms, or diminishes its
solvency or its financial status, in the opinion of the Bank, and in such case, all amounts shall be payable
from the very moment the Bank notifies the Accredited Party;
Under this contract, the Borrower will have a period of ten (10) business days counted from
day on which knowledge of the event that leads to the filing of the complaint against the BANK was obtained

PROMERICA S.A.; n) Since the LENDER is a banking establishment, the status of

The certificate issued by the Bank's Accountant will be valid, unless proven otherwise, in court.
respectively for the determination of the resulting balance owed by THE BORROWER and the contract or the policy

in your case, where the credits are recorded, along with the certification of the Bank's Accountant,
they will be executive titles, without the need for signature recognition or any other prior requirement
some, in accordance with Article Eight Hundred Eighty-Four (884) of the Commercial Code
and Article One Hundred Sixty-Six (166) of the Financial System Law; n) The granting or
transmission of securities or any other document by THE CREDITOR to
CREDITOR, as recognition of the debt that the BORROWER is liable for resulting in
by virtue of the provisions made regarding the granted credit, empower the LENDER to
discount or assign the credit thus documented, before its expiration, for which THE
The ACCREDITED party grants its full authorization; o) THE ACCREDITED party authorizes the Bank to debit the

necessary amounts of money that you keep deposited in it, to cover the balances
debts, which include principal, interest, and expenses; p) COLLECTION MECHANISMS. THE
THE ACCREDITED agrees, accepts, and acknowledges that in the event of default on their credit with the BANK.

PROMERICA S.A. will initiate the collection actions established in its pricing schedule and may require,
visits and issuance of collection letters, collection phone calls, electronic messages,
extrajudicial summons, all these actions constitute the payment of professional fees for
extrajudicial collection services calculated as a percentage of the recovered value which can
be up to 10% of the recovered value. These fee charges will apply from the moment that the
The client has an outstanding balance of two overdue installments going forward. In case of collection actions.

judicial, the amount of one thousand lempiras (L.1,000.00) will be charged to the loan as stationery.
certificates of authenticity and others for the filing of a lawsuit plus the sum of three hundred
lempiras (L.300.00) for the requirement for each defendant; which may include but
is not limited to seizures, judicial auction of guarantees, among other actions; the fees
Fees may be set at up to 20% or, failing that, in accordance with the Professional Tariff.
Law, and the costs of the trial according to what is established in the Civil Procedural Code, remaining for
this act learned, that the failure to comply with your obligations generates higher costs and deterioration
to your credit history contained in Private Risk Centers and in the Central of
Credit Information. These charges apply for collection actions, either extrajudicial or judicial,
both to the client and to their guarantors.; q) This Credit Opening is also subject to the
decision of BANCO PROMERICA S.A. to authorize disbursements at its discretion taking into account

base your criterion regarding the guarantee granted by the accredited party.-SECOND:
_______________, in my capacity as President of the commercial company called
_____________., That in order to secure the payment of all kinds of obligations past, present or
future ones under the responsibility of your represented company La Acreditada, arising from this Opening of Line

credit as well as to guarantee any other present or future obligations that it acquires
the debtor towards the Bank, whether endorsements, guarantees, discounting of documents, accounts
currents, overdrafts, credit cards and any others; your Represented__________.
irrevocably constitutes to BANCO PROMERICA S.A., COMMERCIAL PLEDGE WITH
MOVEMENT on the amount of ______ THOUSAND LEMPIRAS EXACT
(LPS.______,000.00), deposited in Banco Promerica, S.A. and covered by Certificate of
Deposit No. ______, it being agreed that upon its maturity Banco Promerica, S.A.
will be able to make the necessary automatic renewals of said fixed-term deposit, without
need for a verbal or written request to exist while the guaranteed obligation exists, due to
consequently the number of the Deposit Certificate may vary if the
related renewals. At the same time, it expressly accepts that in case of default or breach
by the ACCREDITED party, default that will occur due to the lack of payment of a installment of the

capital or the agreed interests or both, THE BANK may declare due in form
the obligation incurred is anticipated, and it will proceed immediately and without the need for notification
some, to cancel the time deposit certificate granted as collateral would pledge, in this act,
to enable THE BANK to apply the amount covered by said deposit to the total amount
debts in the form of capital and agreed interests, originating from this loan, and in
the same for any impact or burden that may be imposed on it. - THIRD: Continues
expressing the Lord____________, in his capacity as President of the commercial society
called____________., THE ACCREDITED, who by this act also undertakes to
next: a) "THE ACCREDITED" will not change its center of operations, its main office, the
location of the warranty nor will it change its name or any name, designation or style under the
which conducts its business without first giving BANCO PROMERICA, S.A. prior notice and in writing
with ten (10) days' notice before the change to the new name or style, as applicable; b) "THE
"ACCREDITED" will give BANCO PROMERICA, S.A. written notice immediately in case of
any loss or damage, or loss of possession regarding the collateral in favor of the bank
even if such goods had been released by virtue or through the mechanism that
determine the bank; c) For the purposes of any notification, whether judicial or extrajudicial, citation,
placement, correspondence or any other communication is indicated at the following address
THE CREDITOR: ____________.-FOURTH: The Lord manifests
______________________________in his capacity as Executive Director of BANK
PROMERICA S.A., which with instructions from its principal accepts all of the above mentioned.
Mr. _____________, in your capacity as President of the commercial company named
_________________ as the ACCREDITED and by being thus agreed ratifies the conditions
established in this current account credit line opening contract, as well as the
constitution of the Pledge, granted in favor of her represented party.

In witness whereof, this contract is signed in the city of San Pedro Sula, Cortés, on the ______ days
of the month of _______ of the year 201__.

__________________________
ID. _______________________
COMPANY _________________
RTN: _____________________
THE ACCREDITED