Logistic Properties of the Americas Sample Contracts
Name: Loan Agreement Código: RE20-PR19JU01Loan Agreement • December 8th, 2023 • Logistic Properties of the Americas • Real estate
The following is a LOAN AGREEMENT entered into by and between the BANCO NACIONAL DE COSTA RICA, legal identification number 4-000-001021, with registered address in San José, on Fourth Avenue between First and Third Avenues, hereinafter referred to for the purposes of this contract as the BANK OR CREDITOR, and, LATAM LOGISTIC PROPCO BODEGAS LOS LLANOS S.R.L., legal identification number 3-102-815739, with registered address in the province of San José, Santa Ana canton, Pozos district, Forum Uno business center, Building C office 1C1, represented in this act by Mrs. Annette Fernandez Pagan, of legal age, married once, financial director, resident of San José, Pozos, Forum I Business Center, Building C, office 1C1, with residence identification number (DIMEX) 184002666420, in her capacity as ATTORNEY IN FACT, with sufficient powers for this act, with SPECIAL POWER OF ATTORNEY granted by public deed number eleven issued at thirteen hours ten minutes on April twenty-seventh, two thousand
SUBSCRIPTION AGREEMENT February 16, 2024Subscription Agreement • March 6th, 2024 • Logistic Properties of the Americas • Real estate • New York
In connection with the proposed business combination (the “Transaction”) among two, a Cayman Islands exempted company with limited liability (together with its successors, the “Company”), LatAm Logistic Properties S.A., a company incorporated under the laws of Panama (together with its successors, the “Target”), and Logistic Properties of the Americas, a Cayman Islands exempted company with limited liability (the “PubCo”), pursuant to and in accordance with that certain Business Combination Agreement, dated as of August 15, 2023 (as it may be amended, restated and/or supplemented from time to time in accordance with its terms, the “Transaction Agreement”), by and among, the Company, the Target, the PubCo (which became party thereto pursuant to a joinder agreement, dated as of October 11, 2023), Logistic Properties of the Americas Subco, a Cayman Islands exempted company and a wholly-owned subsidiary of the PubCo (“SPAC Merger Sub”) (which became party thereto pursuant to a joinder agre
Amended and Restated Loan AgreementLoan Agreement • December 8th, 2023 • Logistic Properties of the Americas • Real estate • New York
AMENDED AND RESTATED LOAN AGREEMENT (this “Agreement”) dated as of June 18, 2019, between LATAM LOGISTIC PER PROPCO LURIN I S.R.L., a sociedad comercial de responsabilidad limitada organized and existing under the laws of the Republic of Perú (the “Borrower”); and INTERNATIONAL FINANCE CORPORATION, an international organization established by Articles of Agreement among its member countries including the Republic of Perú (“IFC”).
AMENDMENT No. 01 to LEASING CONTRACT No. 257617 signed on January 22, 2021.Leasing Contract • December 8th, 2023 • Logistic Properties of the Americas • Real estate
BANCOLOMBIA S.A., a public limited company, with its main office in the city of Medellin, legally established by Public Deed No. 388 of January 24, 1945, granted by Notary 1 of Medellin, with authorization to operate issued by the Financial Superintendence of Colombia, identified with N.I.T 8909039388, and legally represented in this AMENDMENT (as defined below) in its capacity as attorney-in-fact by MARTIN ORLANDO PRIETO RODRIGUEZ, of legal age and identified with C.C. No. 79.048.722, all of which is evidenced in the certificate of existence and legal representation issued by the Financial Superintendence of Colombia and by the Chamber of Commerce of Bogota D.C., hereinafter referred to as (“THE BANK”), and on the other hand,
FIRST ADDENDUM CONTRACT FOR THE INVESTMENT AND OPERATION OF A LOGISTICS PARK AND/OR MODERN STORAGE DISTRIBUTIONContract for the Investment and Operation of a Logistics Park and/or Modern Storage Distribution • April 2nd, 2025 • Logistic Properties of the Americas • Real estate
This document constitutes the First Addendum to the Contract for the investment and operation of a Logistics Park and/or modern storage distribution (hereinafter, the “First Addendum”), executed by the following parties:
Redactions with respect to certain portions hereof denoted with “***” FORM OF NON-AFFILIATE LOCK-UP RELEASE AGREEMENTNon-Affiliate Lock-Up Release Agreement • June 5th, 2024 • Logistic Properties of the Americas • Real estate • New York
This NON-AFFILIATE LOCK-UP RELEASE AGREEMENT (this “Agreement”), dated as of [____], 2024, is made by and among Logistic Properties of the Americas, a Cayman Islands exempted company (the “Company”), HC PropTech Partners III, LLC, a Delaware limited liability company (the “Sponsor”), and the Investors listed on Schedule A hereto, each of which is not an affiliate of the Company (collectively, the “Investors” and individually as an “Investor”)).1 The Company, the Sponsor and the Investors shall be referred to herein collectively as the “Parties” and individually as a “Party”. Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Letter Agreement (as defined below).
Bogota, September 25, 2023 Messrs. LATAM LOGISTIC COL PROPCO COTA 1 SAS GUILLERMO ZARCO LEGAL REPRESENTATIVELease Agreement • December 8th, 2023 • Logistic Properties of the Americas • Real estate
Reference: Response to the Waiver Request for Leasing Agreement # 235195 executed between Bancolombia and the company LATAM LOGISTIC COL PROPCO COTA 1 SAS
Amendment No. 3 to Financial Lease Agreement Leasing No. 235195Financial Lease Agreement • December 8th, 2023 • Logistic Properties of the Americas • Real estate
Between the undersigned, BANCOLOMBIA S.A., a financial institution legally constituted in accordance with the laws of the Republic of Colombia, with its main office in Medellin, Antioquia, identified with N.I.T 890.903.938-8 and legally represented by the person indicated in the signature section below, hereinafter referred to as (“BANCOLOMBIA and/or THE BANK”); and on the other hand, LATAM LOGISTIC PROPCO COTA 1 SAS, identified with NIT 900.986.856, represented in this document by the person indicated in the signature section below, who for the purposes of this document will be referred to as THE LESSEE. The individuals previously indicated shall be jointly referred to, for all purposes of this document, as the “Parties.” We have decided to modify the financial leasing contract No. 235195 on the following terms, subject to the following:
THIRD ADDENDUM CONTRACT FOR THE INVESTMENT AND OPERATION OF A LOGISTICS PARK AND/OR MODERN STORAGE DISTRIBUTION FACILITYContract for the Investment and Operation of a Logistics Park and/or Modern Storage Distribution Facility • April 2nd, 2025 • Logistic Properties of the Americas • Real estate
This document constitutes the Third Addendum to the Contract for the Investment and Operation of a Logistics Park and/or Modern Storage Distribution Facility (hereinafter, the "Third Addendum"), entered into by the following parties:
Creating Markets, Creating OpportunitiesLoan Agreement • December 8th, 2023 • Logistic Properties of the Americas • Real estate • New York
ADDENDUM TO FINANCIAL LEASING CONTRACT NO. 235195Addendum to Financial Leasing Contract • April 2nd, 2025 • Logistic Properties of the Americas • Real estate
By and between the undersigned, BANCOLOMBIA S.A., a commercial corporation domiciled in the city of Medellín, legally constituted and duly represented by the signatory below, on the one hand; and on the other hand, LATAM LOGISTIC COL PROPCO COTA 1 S.A.S., identified as stated below, hereinafter referred to as "THE LESSEE," we have agreed to modify Financial Leasing Contract No. 235195 (hereinafter referred to as "THE CONTRACT") in accordance with the following:
LONG-TERM LOAN AGREEMENT DATED DECEMBER 15, 2023 FOR THE AMOUNT OF US$ 60,000,000.00 BETWEEN BBVA PERU BANK AS LENDER AND LATAM LOGISTIC PER PROPCO LURIN I S.R.L. AS BORROWER INDEXLoan Agreement • April 26th, 2024 • Logistic Properties of the Americas • Real estate
LAP LIMA AIRPORT PARTNERS CONTRACT FOR THE INVESTMENT AND OPERATION OF A LOGISTICS PARK AND/OR A MODERN DISTRIBUTION STORAGE FACILITYContract for the Investment and Operation of a Logistics Park and/or a Modern Distribution Storage Facility • April 2nd, 2025 • Logistic Properties of the Americas • Real estate
CLAUSE NINE: OPERATOR'S OBLIGATIONS DURING THE CONSTRUCTION PHASE…29 CLAUSE TEN: OPERATOR'S OBLIGATIONS DURING THE OPERATION PHASE…31
LEASING AGREEMENT NUMBER: 257617 GENERAL INFORMATIONLeasing Agreement • December 8th, 2023 • Logistic Properties of the Americas • Real estate
Constitution Deed: Private document dated July 5, 2016, registered at the Chamber of Commerce of Bogota on July 6, 2016, under number 02119670 of Book IX
FOURTH ADDENDUM CONTRACT FOR THE INVESTMENT AND OPERATION OF A LOGISTICS PARK AND/OR MODERN STORAGE DISTRIBUTION CENTERContract for the Investment and Operation of a Logistics Park and/or Modern Storage Distribution Center • April 2nd, 2025 • Logistic Properties of the Americas • Real estate
This document constitutes, the Fourth Addendum to the Contract for the Investment and Operation of a Logistics Park and/or Modern Storage Distribution Center (hereinafter, the "Fourth Addendum") entered into by the following parties:
Peru: LLP Peru Investment No. 39427 Amendment Letter to the Loan AgreementLoan Agreement • December 8th, 2023 • Logistic Properties of the Americas • Real estate
Financial Lease Agreement Leasing No.: 235195Financial Lease Agreement • December 8th, 2023 • Logistic Properties of the Americas • Real estate
twoBusiness Combination Agreement • March 29th, 2024 • Logistic Properties of the Americas • Real estate
Reference is hereby made to that certain Business Combination Agreement, dated as of August 15, 2023 (as amended, restated, supplemented or otherwise modified from time to time, the “Business Combination Agreement”), by and among (i) two, a Cayman Islands exempted company (together with its successors, “SPAC”), and (ii) LatAm Logistic Properties S.A., a company incorporated under the laws of Panama (together with its successors, “LLP”), Logistic Properties of the Americas, a Cayman Islands exempted company with limited liability (“Pubco”), (which became party thereto pursuant to a joinder agreement, dated as of October 11, 2023), Logistic Properties of the Americas Subco, a Cayman Islands exempted company and a wholly-owned subsidiary of Pubco (“SPAC Merger Sub”) (which became party thereto pursuant to a joinder agreement, dated as of October 11, 2023), and LPA Panama Group Corp., a company incorporated under the laws of Panama and a wholly-owned subsidiary of Pubco (“Company Merger Su
Peru: LLP Peru Investment No. 39427 Amendment Letter to the Amended and Restated Loan AgreementLoan Agreement • December 8th, 2023 • Logistic Properties of the Americas • Real estate • New York
ADDENDUM No. 1 NOVATION DOCUMENTAddendum to Novation Document • April 2nd, 2025 • Logistic Properties of the Americas • Real estate
This Addendum No. 1 (the “Addendum No. 1”) to the novation document executed on April 3, 2024 (the “Novation Document”), is entered into on May 6, 2024 (the “Execution Date”), by and between BANCO BTG PACTUAL COLOMBIA S.A., a company legally incorporated and validly existing under the laws of the Republic of Colombia, identified with NIT: 901491551 - 0 (the “Creditor”), and Latam Logistic COL PropCo Cota I S.A.S., a simplified joint-stock company identified with NIT: 900986856 - 3 (the “Debtor”). The capitalized terms used in this Addendum No. 1 that are not defined herein, shall have the meanings assigned to them in the Credit Document (as defined below).
SPECIFIC CREDIT AGREEMENTSpecific Credit Agreement • December 8th, 2023 • Logistic Properties of the Americas • Real estate
SECOND ADDENDUM CONTRACT FOR THE INVESTMENT AND OPERATION OF A LOGISTICS PARK AND/OR MODERN STORAGE DISTRIBUTIONContract for the Investment and Operation of a Logistics Park and/or Modern Storage Distribution • April 2nd, 2025 • Logistic Properties of the Americas • Real estate
This document constitutes the Second Addendum to the Contract for the investment and operation of a Logistics Park and/or modern storage distribution (hereinafter, the "Second Addendum"), which is entered into by the following parties:
LEASING AGREEMENT BETWEEN BANCOLOMBIA S.A AND LATAM LOGISTIC COL PROPCO COTA 1 S.A.SLeasing Agreement • December 8th, 2023 • Logistic Properties of the Americas • Real estate
Between the undersigned, JUAN DAVID OSORNO OSORIO, of legal age and resident of this city, bearer ID number 98.627.260, acting on behalf and legal representation of the company BANCOLOMBIA S.A., a corporate company, domiciled in the city of Medellin, legally constituted, on one hand; and on the other hand, FANGMAN MICHAEL PATRICK, of legal age and resident of Bogota, identified as it appears below his signature, and acting on behalf and legal representation of the company LATAM LOGISTIC COL PROPCO COTA 1 SAS identified with NIT 900.986.856-3, we have decided to modify Lease Contract No. 235195 90, under the following terms:
ADDENDUM NO. 1 TO THE SPECIFIC CREDIT AGREEMENT SIGNED ON JUNE 7, 2021Specific Credit Agreement • December 8th, 2023 • Logistic Properties of the Americas • Real estate
ADDENDUM TO FINANCIAL LEASING CONTRACT NO. 257617Addendum to Financial Leasing Contract • April 2nd, 2025 • Logistic Properties of the Americas • Real estate
By and between the undersigned, BANCOLOMBIA S.A., a commercial corporation domiciled in the city of Medellín, legally constituted and duly represented by the signatory below, on the one hand; and on the other hand, LATAM LOGISTIC COL PROPCO COTA 1 S.A.S., identified as stated below, hereinafter referred to as "THE LESSEE", we have agreed to modify Financial Leasing Contract No. 257617 (hereinafter referred to as "THE CONTRACT") in accordance with the following:
LOAN AGREEMENTLoan Agreement • December 8th, 2023 • Logistic Properties of the Americas • Real estate
BANCO DAVIVIENDA (COSTA RICA), SOCIEDAD ANONIMA, corporate number three -hundred one - hundred forty-six thousand eight, domiciled in San José, Escazu, Guachipelin, on the ninth floor of the Meridiano Building, hereinafter referred to as “THE BANK” or “THE CREDITOR”; and
Peru: LLP Peru - Investment No. 39427 Amendment Letter to the Amended and Restated Loan AgreementLoan Agreement • December 8th, 2023 • Logistic Properties of the Americas • Real estate • New York
Execution Version 241734543.4 244592-10001 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) dated as of September 23, 2025 is made by and between New Circle Principal Investments LLC, a Delaware limited liability...Registration Rights Agreement • September 23rd, 2025 • Logistic Properties of the Americas • Real estate
ADDENDUM No. 2 TO FINANCIAL LEASING AGREEMENT No. 235195 (Internal Sequence 90) ENTERED INTO BETWEEN BANCOLOMBIA S.A. AND LATAM LOGISTIC COL PROPCO COTA 1 SASFinancial Leasing Agreement • December 8th, 2023 • Logistic Properties of the Americas • Real estate
Between the undersigned, MARTIN ORLANDO PRIETO RODRIGUEZ, of legal age and resident of this city, bearer ID number 79.048.722, acting on behalf and legal representation of the company BANCOLOMBIA S.A., a commercial nature joint-stock company, domiciled in the city of Medellin, legally constituted, on the one hand; and on the other hand, FANGMAN MICHAEL PATRICK, of legal age and with domicile in Bogotá, identified as it appears at the bottom of his signature, and who acts on behalf and legal representation of the company LATAM LOGISTIC COL PROPCO COTA 1 SAS with NIT 9009868563, we have decided to modify Lease Agreement No. 235195 90, on the following terms:
Execution Version 241734521.3 244592-10001 Error! Unknown document property name. SHARE PURCHASE AGREEMENT Agreement September 23, 2025, is made by and between Investor Logistic Properties of the Americas, a Cayman Islands exempted company limited by...Share Purchase Agreement • September 23rd, 2025 • Logistic Properties of the Americas • Real estate
LONG-TERM LOAN CONTRACT DATED MARCH 6, 2025 UP TO THE AMOUNT OF US$ 25,000,000.00 ENTERED INTO BETWEEN BANCO BBVA PERU AS LENDER AND PARQUE LOGISTICO CALLAO S.R.L. AS BORROWERLong-Term Loan Contract • April 2nd, 2025 • Logistic Properties of the Americas • Real estate