0001104659-24-062020 Sample Contracts

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LIMITED WAIVER, CONSENT AND FOURTH AMENDMENT TO LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • May 15th, 2024 • Centogene N.V. • Services-medical laboratories • New York

THIS LIMITED WAIVER, CONSENT AND FOURTH AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Amendment”) is entered into as of May 12, 2024, by and among OXFORD FINANCE LLC, a Delaware limited liability company with an office located at 115 South Union Street, Suite 300, Alexandria, VA 22314 (“Oxford”), as collateral agent (in such capacity, “Collateral Agent”), the Lenders listed on Schedule 1.1 thereof or otherwise a party thereto from time to time (each a “Lender” and collectively, the “Lenders”), CENTOGENE N.V., a public limited liability company (naamloze vennootschap) incorporated under the laws of the Netherlands, having its corporate seat (statutaire zetel) in Amsterdam, the Netherlands and with offices located at Am Strande 7, 18055 Rostock, Germany and registered with the Chamber of Commerce (Kamer van Koophandel) under number 72822872 (“Parent”), CENTOGENE GMBH, a company with limited liability (Gesellschaft mit beschränkter Haftung) incorporated under the laws of Germany with of

PHARMACEUTICAL INVESTMENT COMPANY and CENTOGENE N.V. SHARE PURCHASE AGREEMENT related to GENOMICS INNOVATIONS COMPANY LIMITED CONTENTS
Share Purchase Agreement • May 15th, 2024 • Centogene N.V. • Services-medical laboratories

Execution Version of the Share Purchase Agreement executed between Pharmaceutical Investment Company and Centogene Page 2 of 19

SECOND AMENDMENT TO LOAN AGREEMENT
Loan Agreement • May 15th, 2024 • Centogene N.V. • Services-medical laboratories • New York

THIS SECOND AMENDMENT TO LOAN AGREEMENT (this “Second Amendment”) is made and entered into as of May 12, 2024G., by and among CENTOGENE N.V., a public company with limited liability (naamloze vennootschap) incorporated under the laws of the Netherlands (the “Borrower”), and PHARMACEUTICAL INVESTMENT COMPANY, a closed joint stock company incorporated pursuant to the laws of the Kingdom of Saudi Arabia (the “Lender”).

VARIATION AGREEMENT NO. 1 TO KSA RECEIVABLES TRANSFER AGREEMENT
Ksa Receivables Transfer Agreement • May 15th, 2024 • Centogene N.V. • Services-medical laboratories

THIS VARIATION AGREEMENT NO. 1 TO KSA RECEIVABLES TRANSFER AGREEMENT (this “Agreement”) is dated 12 May 2024. (“Effective Date”) and is made by and between:

VARIATION AGREEMENT NO. 1 TO TECHNOLOGY TRANSFER AND INTELLECTUAL PROPERTY LICENSE AGREEMENT
Technology Transfer and Intellectual Property License Agreement • May 15th, 2024 • Centogene N.V. • Services-medical laboratories
SUCCESS FEE AGREEMENT
Success Fee Agreement • May 15th, 2024 • Centogene N.V. • Services-medical laboratories • New York

THIS SUCCESS FEE AGREEMENT (this “Agreement”), dated as of May 12, 2024 (the “Effective Date”), among OXFORD FINANCE LLC, a Delaware limited liability company with an office located at 115 South Union Street, Suite 300, Alexandria, VA 22314 (“Oxford”), as collateral agent (in such capacity, “Collateral Agent”), the Lenders listed on Schedule 1.1 hereof or otherwise a party thereto from time to time including Oxford in its capacity as a Lender (each a “Lender” and collectively, the “Lenders”), CENTOGENE N.V., a public limited liability company (naamloze vennootschap) incorporated under the laws of the Netherlands, having its corporate seat (statutaire zetel) in Amsterdam, the Netherlands and with offices located at Am Strande 7, 18055 Rostock, Germany and registered with the Chamber of Commerce (Kamer van Koophandel) under number 72822872 (“Parent”), CENTOGENE GMBH, a company with limited liability (Gesellschaft mit beschränkter Haftung) incorporated under the laws of Germany with offic

VARIATION AGREEMENT NO. 1 TO CONSULTANCY AGREEMENT
Consultancy Agreement • May 15th, 2024 • Centogene N.V. • Services-medical laboratories

THIS VARIATION AGREEMENT NO. 1 TO CONSULTANCY AGREEMENT (this “Agreement”) is dated 12 May 2024 (“Effective Date”) and is made by and between:

AMENDMENT TO SECOND REGISTRATION RIGHTS AGREEMENT
Second Registration Rights Agreement • May 15th, 2024 • Centogene N.V. • Services-medical laboratories

THIS AMENDMENT TO SECOND REGISTRATION RIGHTS AGREEMENT (this “Amendment”) is made and entered into as of May 12, 2024, by and between Centogene N.V., a public company with limited liability (naamloze vennootschap) incorporated under the laws of the Netherlands (the “Borrower”), and Pharmaceutical Investment Company, a closed joint stock company incorporated pursuant to the laws of the Kingdom of Saudi Arabia (the “Lender”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to such terms in the Registration Rights Agreement.

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