0001193125-24-119054 Sample Contracts

SECOND AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • April 29th, 2024 • Cemex Sab De Cv • Cement, hydraulic • New York

This SECOND AMENDMENT TO THE CREDIT AGREEMENT, dated as of October 30, 2023 (this “Amendment”), by and among Cemex, S.A.B. de C.V., a sociedad anónima bursátil de capital variable, (the “Borrower”), Citibank, N.A., a national banking association organized and existing under the laws of the United States and acting through its Agency & Trust Division, not in its individual capacity but solely in its capacity as administrative agent for the Lenders (the “Administrative Agent”), ING Capital LLC, as sustainability structuring agent (in such capacity, the “Sustainability Structuring Agent”) and the Lenders parties hereto. Capitalized terms used herein but not otherwise defined herein shall have the meanings assigned to such terms in the Amended Credit Agreement (as defined below).

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FIRST AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • April 29th, 2024 • Cemex Sab De Cv • Cement, hydraulic • New York

This FIRST AMENDMENT TO THE CREDIT AGREEMENT, dated as of April 11, 2024 (this “Amendment”), by and among Cemex, S.A.B. de C.V., a sociedad anónima bursátil de capital variable, (the “Borrower”), BBVA México, S.A., Institución de Banca Múltiple, Grupo Financiero BBVA México, not in its individual capacity but solely in its capacity as administrative agent for the Lenders (as defined below) (the “Administrative Agent”), BBVA México, S.A., Institución de Banca Múltiple, Grupo Financiero BBVA México, as sustainability structuring agent (in such capacity, the “Sustainability Structuring Agent”), the Bookrunners (as defined below), and the Lenders party hereto. Capitalized terms used herein but not otherwise defined herein shall have the meanings assigned to such terms in the Amended Credit Agreement (as defined below).

FIRST AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • April 29th, 2024 • Cemex Sab De Cv • Cement, hydraulic • New York

This FIRST AMENDMENT TO THE CREDIT AGREEMENT, dated as of June 5, 2023 (this “Amendment”), by and among Cemex, S.A.B. de C.V., a sociedad anónima bursátil de capital variable, (the “Borrower”), Citibank, N.A., a national banking association organized and existing under the laws of the United States and acting through its Agency & Trust Division, not in its individual capacity but solely in its capacity as administrative agent for the Lenders (the “Administrative Agent”), and the Lenders parties hereto. Capitalized terms used herein but not otherwise defined herein shall have the meanings assigned to such terms in the Amended Credit Agreement.

BACKGROUND
Credit Agreement • April 29th, 2024 • Cemex Sab De Cv • Cement, hydraulic

Schedule I.6 or do not have or would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect, to the knowledge of the Borrower: (a) the Borrower and its Subsidiaries have been and are in compliance with such Environmental Laws; (b) there are no claims, conflicts, litigations, or proceedings against the Borrower or its Subsidiaries, relating to an alleged violation of Environmental Laws or threatened claims, disputes, proceedings or actions against the Borrower or its Subsidiaries, pursuant to such Environmental Laws; and (c) there are no events or circumstances relating to the business or operations of the Borrower and its Subsidiaries that are reasonably likely to cause the Borrower or its Subsidiaries to incur Environmental Liabilities.

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