CREDIT AGREEMENT entered into by and among Procaps S.A. as Obligor López Laboratorios, S.A. de C.V., C.I. Procaps S.A., Biokemical S.A. de C.V., Pharmarketing Salvador S.A. of C.V. (El Salvador), Corporación Distribuidora Internacional S.A. de C.V.,...Credit Agreement • May 12th, 2023 • Procaps Group, S.A. • Pharmaceutical preparations
The Parties, acting in the aforementioned capacities (collectively, the “Parties”), have agreed to enter into this credit agreement (the “Agreement”), subject to the following:
ContractThe Credit Agreement • May 12th, 2023 • Procaps Group, S.A. • Pharmaceutical preparations
CERTIFIED translation no. 157-2022. This is a CERTIFIED translation of a document written in Spanish, which is identified with the seal of the translator. This translation was prepared by Mariana Elena calderón medina, CERTIFIED interpreter and translator pursuant to THE CERTIFICATE Of PROFESSIONAL QUALIFICATION ON CERTIFIED TRANSLATIONS AND INTERPRETationS NO. 0313 ISSUED BY “Universidad nacional de COLOMBIA” ON SEPTEMBER 14th, 2010, IN BOGOTA, COLOMBIA.
Waiver and ConsentProcaps Group, S.A. • May 12th, 2023 • Pharmaceutical preparations
Terms beginning with capitalized first letters that are not defined in this waiver and consent (the “Waiver and Consent”) shall have the meaning given to such terms in the Credit Agreement and, alternatively, in the Notice and Waiver Request.
ContractCredit Agreement • May 12th, 2023 • Procaps Group, S.A. • Pharmaceutical preparations
CERTIFIED translation no. 158-2022. This is a CERTIFIED translation of a document written in Spanish, which is identified with the seal of the translator. This translation was prepared by Mariana Elena calderón medina, CERTIFIED interpreter and translator pursuant to THE CERTIFICATE Of PROFESSIONAL QUALIFICATION ON CERTIFIED TRANSLATIONS AND INTERPRETationS NO. 0313 ISSUED BY “Universidad nacional de COLOMBIA” ON SEPTEMBER 14th, 2010, IN BOGOTA, COLOMBIA.
WAIVER AGREEMENTWaiver Agreement • May 12th, 2023 • Procaps Group, S.A. • Pharmaceutical preparations • New York
THIS WAIVER AGREEMENT (this “Agreement”), dated as of March 31, 2023, is entered into by and among Procaps S.A., a sociedad anónima organized under the laws of Colombia (the “Company”), Procaps Group, S.A., a société anonyme incorporated under the laws of the Grand Duchy of Luxembourg and having its registered office at 9 rue de Bitbourg, L-1273 Luxembourg, Grand Duchy of Luxembourg and registered with the Luxembourg Companies Register under number B253360 (the “Parent Guarantor”), the Subsidiary Guarantors listed on Annex A attached hereto (the “Existing Subsidiary Guarantors” and, together with the Company and the Parent Guarantor, collectively, the “Obligors”), and each of the holders of the Notes (as defined below) (collectively, the “Noteholders”).
