Exhibit (b)(A)
FILE No. 1,327-2021
CREDIT FACILITY AGREEMENT
SCOTIABANK CHILE
AND
INVERSIONES Y RENTAS S.A.
In the City of Santiago de Chile, on February 5, 2021, before me, PATRICIO RABY BENAVENTE, lawyer, Notary Public, chief of the fifth Notary office of Santiago, domiciliated in Gertrudis Echeñique 30, office 32, Las Condes, Santiago, there appeared: One.-) Mr. SEBASTIÁN CARVAJAL BOU, Chilean, married, commercial engineer, national identity card number 9,354,957-0, and Mr. ROBERTO OSORIO LOPEZ, Chilean, single, commercial engineer, identity card number 10,130,661-5, both of them acting on behalf, as shall be hereinafter evidenced, of SCOTIABANK CHILE, a banking corporation incorporate and existing according to the laws of the Republic of Chile, Tax ID 97,018,000-1, all of them domiciled for the purposes hereof at Avenida Costanera Sur No.2710, Tower A, in the borough of Las Condes, in Santiago, Metropolitan Region, hereinafter also and indistinctly referred to as the “Bank” or the “Creditor”; Two.- Mr. Rodrigo Hinzpeter Kirberg, Chilean, divorced, lawyer, national identity card number 7,016,591-0 and Mr. Alessandro Bizzarri Carvallo, Chilean, married, lawyer, national identity card number 7,012,089-5, both of them acting on behalf, as it shall be hereinafter evidenced, of INVERSIONES Y RENTAS S.A., a stock corporation (sociedad anónima) duly incorporated and validly existing in accordance with the laws of the Republic of Chile, Tax ID number 96,427,000-7, all of them domiciled for purposes hereof, at Enrique Foster Sur No. 20 14th floor, in the borough of Las Condes, in Santiago, Metropolitan Region, hereinafter also referred to as the “Debtor”; the appearing parties, who are of age, and evidence their identities by the identity cards referred to above, state as follows:
FIRST: Credit Facility Agreement. The Bank hereby agrees with the Debtor, and the Debtor accepts, to enter into this credit facility agreement in accordance with the terms and conditions agreed upon below, hereinafter also and indistinctly referred to as the “Credit Facility Agreement” or the “Agreement”, which shall govern the loan to be granted by Scotiabank Chile to the Debtor according to this instrument.
SECOND: A.- Credit Facility Amount. The Bank hereby agrees to grant financing to the Debtor up to the maximum principal amount of 5,200,000 Unidades de Fomento, hereinafter also and indistinctly referred to as the “Credit”. The Credit shall be disbursed on a one-time basis, hereinafter referred to as the “Loan”, as requested by the Debtor in writing to the Bank by means of a notice delivered to the latter at the registered office thereof no later than one (1) Bank Business Day in advance to the date on which the Loan is to be disbursed, hereinafter also referred to as the “Disbursement Request”, in accordance with the terms and conditions established herein and up to the maximum amount indicated above. The Disbursement Request to be submitted by the Debtor to the Bank shall be issued according to the text of the document attached hereto as Annex A, which after being duly signed by the parties is registered on the date hereof before the authorizing Notary under number 95-2021 and which is made part of this Agreement for any legal and contractual purposes that may arise. The Disbursement Request shall be irrevocable. The Loan to be granted by the Bank to the Debtor under this Agreements shall be disbursed in pesos, currency of legal tender in Chile. The disbursement to be made by the Bank under this Agreement shall be deposited in the checking account to be indicated by the Debtor, no later than at 01:01 p.m. of the day in which the Loan is to be disbursed. The Credit Facility Agreement shall be non-revolving; consequently, any repayments or prepayments to be made by the Debtor under the Loan shall not entitle the Debtor to apply for new disbursements. Any references made herein to “Bank Business Days” or “Bank Business Day” shall mean bank business days in the Republic of Chile. B. Purpose. The purpose of the Loan granted under the Credit shall be the one set forth in a private document signed by the Parties on the same date hereof, hereinafter referred to as the Use of Proceeds.
THIRD: Expiration of the Obligation to Disburse the Loan. The Bank’s obligation to disburse the Loan in accordance with the terms and conditions set forth herein shall expire and become ineffective on June 30, 2021, hereinafter also referred to as the “Expiration Date” and, consequently, the Bank shall not be obliged to make any other disbursement as from such date.
FOURTH: Term, Form and Place of Payment. A.- Repayment of Principal: The principal owed under the Loan to be granted by the Bank in accordance with this Agreement shall be repaid by the Debtor in five annual