Form Of Fixed Rate Serial Note Page 2

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[Notwithstanding the fourth paragraph hereof,] beginning on the date on which the
Export-Import Bank of the United States (“Ex-Im Bank”) shall have made a claim payment to the
Lender under the Master Guarantee Agreement (Medium Term Credits – Electronic Compliance
Program), dated as of ____________ ___, ____ between the Lender and Ex-Im Bank and
identified as MGA No. ____-M (as amended from time to time, the “MGA”) [as supplemented by
the Master Guarantee Agreement Supplement (Political Risk Guarantees), dated as of
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____________ ___, ____ between the Lender and Ex-Im Bank and identified as MGA No. ____]
in the event any amount of principal of or accrued interest on this Note owing to Ex-Im Bank is
not paid in full when due (whether at stated maturity, by acceleration or otherwise), the Maker
shall pay to Ex-Im Bank on demand interest on such unpaid amount (to the extent permitted by
applicable law) for the period from the date such amount was due until such amount shall have
been paid in full, at an interest rate per annum equal to one percent (1%) per annum above the
interest rate otherwise then applicable under the first paragraph hereof.
All payments received hereunder shall be applied in the manner and order of priority
determined by the Lender in its sole discretion.
Whenever any payment falls due on a day that is not a Business Day, the due date for
payment shall be extended to the next following Business Day. For purposes of this Note,
“Business Day” shall mean any day [on which dealings in Dollar deposits are carried on in the
London interbank market and] on which commercial banks in London and New York City are
open for domestic and foreign exchange business.
All payments to be made by the Maker under this Note shall be made in United States
Dollars in immediately available and freely transferable funds no later than 11:00 A.M. (New
York City time) on the date on which due, without set-off, counterclaim, deduction, withholding
on account of taxes levied or imposed under the laws of the Government of [the Borrower's
Country], restrictions or conditions of whatever nature.
[The Maker may from time to time prepay on any Payment Date all or part of the principal
amount of this Note, provided that: (a) any partial prepayment shall be in a minimum principal
amount of [the Lender to specify amount in US$]; (b) the Maker shall have given the Lender and
Ex-Im Bank at least ten (10) days' prior written notice of the prepayment (which notice shall be
irrevocable); and (c) the Maker shall have paid in full all amounts due under this Note as of the
date of such prepayment, including interest on the amount prepaid which has accrued to the date
of prepayment. Prepayments shall be applied to the installments of principal of this Note in the
inverse order of their maturity, and, in cases where more than one promissory note of the Maker is
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outstanding, pro rata to each such promissory note.]
Upon default in the prompt and full payment of any installment of principal hereof or the
interest on this Note, the entire outstanding principal amount hereof and interest on the Note to
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The bracketed text is only to be used for Political Risk Guarantee transactions.
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The Lender may prohibit prepayment or provide for the application of a make-whole premium if prepayment
occurs.
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Ex-Im Bank Form of Fixed Rate Serial Note (10/01)

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