Consent to Yorkville Arrangements Sample Contracts

March 13, 2024 Via Email Resorts World Inc Pte Ltd 3, Lim Teck Kim Road, #09-02 Genting Centre, Singapore (088934) limch@rwi.genting / woonyau.hiu@rwi.genting
Consent to Yorkville Arrangements • March 15th, 2024 • Celularity Inc • Pharmaceutical preparations • Delaware

Reference is made to (a) that certain Second Amended and Restated Loan Agreement (the “RWI Loan Agreement”) dated as of January 12, 2024, between Celularity Inc. (“Celularity”) and Resorts World Inc Pte Ltd (“RWI”), and (b) that certain Standby Equity Purchase Agreement to be entered into on or about the date hereof (the “SEPA”), between Celularity and YA II PN, Ltd (“Yorkville”). Capitalized terms not otherwise defined herein shall have the meanings given to them in the RWI Loan Agreement or the SEPA, as applicable.

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March 13, 2024 Via Email Howard I. Smith
Consent to Yorkville Arrangements • March 15th, 2024 • Celularity Inc • Pharmaceutical preparations
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