LOAN AGREEMENT by and among SDC U.S. SMILEPAY SPV, as the Borrower, SMILEDIRECTCLUB, LLC, as the Seller and Servicer, HPS Investment Partners, LLC as the Administrative Agent and the Collateral Agent, and the LENDERS from time to time party hereto....Loan Agreement • April 28th, 2022 • SmileDirectClub, Inc. • Dental equipment & supplies • New York
THIS LOAN AGREEMENT (including all Appendices, Schedules and Exhibits hereto, this “Agreement”) is made as of April 27, 2022, by and among SDC U.S. SMILEPAY SPV, a Delaware statutory trust (the “Borrower”), SMILEDIRECTCLUB, LLC, a Tennessee limited liability company, as the Seller (the “Seller”) and initial Servicer (in such capacity, the “Servicer”), HPS Investment Partners, LLC, as the collateral agent (in such capacity, the “Collateral Agent”), HPS Investment Partners, LLC, as the administrative agent (in such capacity, the “Administrative Agent”), and the financial institutions party hereto from time to time (the “Lenders”). Unless otherwise indicated, capitalized definitional terms used in this Agreement are defined in, and this Agreement shall be interpreted in accordance with, the provisions of Appendix A.
