SECOND AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • May 11th, 2017 • Laureate Education, Inc. • Services-educational services • New York
SECOND AMENDED AND RESTATED CREDIT AGREEMENT, dated as of April 26, 2017, among Laureate Education, Inc., a Delaware public benefit corporation (the “Borrower”), the lending institutions from time to time parties hereto (each a “Lender” and, collectively, the “Lenders”), and Citibank, N.A. (“Citi”), as Administrative Agent and Collateral Agent (such terms and each other capitalized term used but not defined in this preamble having the meaning provided in Section 1).
AMENDED AND RESTATED SECURITY AGREEMENTSecurity Agreement • May 11th, 2017 • Laureate Education, Inc. • Services-educational services • New York
THIS AMENDED AND RESTATED SECURITY AGREEMENT dated as of April 26, 2017, among Laureate Education, Inc., a Delaware public benefit corporation (the “Borrower”), each of the Subsidiaries of the Borrower listed on the signature pages hereto or that becomes a party hereto pursuant to Section 8.13 (each such entity being a “Subsidiary Grantor” and, collectively, the “Subsidiary Grantors”; the Subsidiary Grantors and the Borrower are referred to collectively as the “Grantors”), and Citibank, N.A. (“Citi”), as Collateral Agent (in such capacity, and together with any successor or permitted assign, the “Collateral Agent”) under the Credit Agreement (as defined below) for the benefit of the Secured Parties (which, for the purposes of this Security Agreement, shall include (a) any Secured Party under and as defined in Credit Agreement and (b) any Cash Management Bank (as defined below)).
SEVENTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT, AMENDMENT TO SECURITY DOCUMENTS, AND RELEASE OF FOREIGN OBLIGATIONS AND CERTAIN CREDIT PARTIESCredit Agreement • May 11th, 2017 • Laureate Education, Inc. • Services-educational services • New York
This SEVENTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT, AMENDMENT TO SECURITY DOCUMENTS, AND RELEASE OF FOREIGN OBLIGATIONS AND CERTAIN CREDIT PARTIES, dated as of April 26, 2017 (this “Amendment”), is entered into by Laureate Education, Inc., a public benefit corporation formed under the laws of the State of Delaware (the “Borrower”), Iniciativas Culturales de España S.L., a Spanish limited liability company (the “Foreign Subsidiary Borrower”, together with the Borrower, the “Borrowers”), the other Credit Parties, Citibank, N.A., as Administrative Agent and Collateral Agent, the other parties hereto and certain financial institutions listed on the signature pages hereto.
AMENDED AND RESTATED PLEDGE AGREEMENTPledge Agreement • May 11th, 2017 • Laureate Education, Inc. • Services-educational services • New York
AMENDED AND RESTATED PLEDGE AGREEMENT dated as of April 26, 2017 (the “Pledge Agreement”), among Laureate Education, Inc., a Delaware public benefit corporation (the “Borrower”), each Subsidiary of the Borrower listed on the signature pages hereto or that becomes a party hereto pursuant to Section 9 hereof (each such Subsidiary being a “Subsidiary Pledgor” and, collectively, the “Subsidiary Pledgors”; the Subsidiary Pledgors and the Borrower are referred to collectively as the “Pledgors”) and Citibank, N.A. (“Citi”), as Collateral Agent (in such capacity, and together with any successor or permitted assign, the “Collateral Agent”) under the Credit Agreement (as defined below) for the benefit of the Secured Parties (which, for the purposes of this Pledge Agreement, shall include (a) any Secured Party under and as defined in Credit Agreement and (b) any Cash Management Bank (as defined below)).
AMENDED AND RESTATED GUARANTEEGuarantee • May 11th, 2017 • Laureate Education, Inc. • Services-educational services • New York
THIS AMENDED AND RESTATED GUARANTEE dated as of April 26, 2017 (the “Guarantee”), by each of the signatories listed on the signature pages hereto and each of the other entities that becomes a party hereto pursuant to Section 19 (the “Guarantors”), in favor of Citibank, N.A. (“Citi”), as Collateral Agent (in such capacity, and together with any successor or permitted assign, the “Collateral Agent”) under the Credit Agreement (as defined below) for the benefit of the Secured Parties.
SEPARATION AGREEMENT AND GENERAL RELEASESeparation Agreement • May 11th, 2017 • Laureate Education, Inc. • Services-educational services • Maryland
This SEPARATION AGREEMENT AND GENERAL RELEASE (this “Agreement”) is by and between Enderson Guimarães (“Executive”) and Laureate Education, Inc. (the “Company”).
SECOND AMENDED AND RESTATED COLLATERAL AGREEMENTCollateral Agreement • May 11th, 2017 • Laureate Education, Inc. • Services-educational services • New York
SECOND AMENDED AND RESTATED COLLATERAL AGREEMENT dated as of April 26, 2017 (the “Collateral Agreement”), by and among Walden University, LLC, a Florida limited liability company (“Walden”), each other subsidiary of Laureate Education Inc., a Delaware public benefit corporation (the “Borrower”), that becomes a party hereto pursuant to Section 8.13 hereof (each a “U.S. Institution Subsidiary”, and collectively “U.S. Institution Subsidiaries”) and Citibank, N.A. (“Citi”), as Collateral Agent (in such capacity, and together with any successor or permitted assign, the “Collateral Agent”) under the Credit Agreement (as defined below) for the benefit of the Secured Parties (which, for the purposes of this Collateral Agreement, shall include (a) any Secured Party under and as defined in Credit Agreement and (b) any Cash Management Bank (as defined below)).
