0001213900-23-028666 Sample Contracts

LIMITED WAIVER, AMENDMENT AND UNDERTAKING LETTER
Merqueo Holdings • April 11th, 2023 • Wholesale-groceries & related products

Reference is made to (i) the Loan Agreement dated as of April 26, 2022 (the “Loan Agreement”) between Merqueo S.A.S., a sociedad por acciones simplificada incorporated and with principal domicile in the Republic of Colombia (the “Borrower”) and Blue like an Orange Sustainable Capital – Latin America Holdings II S.AR.L., a Luxembourg société à responsabilité limitée (“BlaO”), as lender and (ii) the Limited Waiver Letter dated September 15, 2022 between the Borrower and BlaO (the “September Waiver Letter”). Capitalized terms used and not defined herein shall have the meanings ascribed thereto in the Loan Agreement.

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AMENDMENT NO. 1 AND UNDERTAKING AGREEMENT
And Undertaking Agreement • April 11th, 2023 • Merqueo Holdings • Wholesale-groceries & related products • New York

NOW, THEREFORE, in consideration of the mutual agreements and representations provided herein, and for other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the parties hereby agree as follows:

MERQUEO S.A.S. LIMITED WAIVER LETTER
Loan Agreement • April 11th, 2023 • Merqueo Holdings • Wholesale-groceries & related products • New York

Reference is made to the Loan Agreement dated as of April 26, 2022 (the “Loan Agreement”) between Merqueo S.A.S., a sociedad por acciones simplificada incorporated and with principal domicile in the Republic of Colombia (the “Borrower”) and Blue like an Orange Sustainable Capital – Latin America Holdings II S.AR.L., a Luxembourg société à responsabilité limitée (“BlaO”), as lender. Capitalized terms used and not defined herein shall have the meanings ascribed thereto in the Loan Agreement.

MERQUEO S.A.S. LIMITED WAIVER LETTER IDB Invest Loan Number 13814-01
Loan Agreement • April 11th, 2023 • Merqueo Holdings • Wholesale-groceries & related products

Reference is made to the Loan Agreement dated as of April 27, 2022 (the “Loan Agreement”) between Merqueo S.A.S. (the “Borrower”) and Inter-American Investment Corporation (“IDB Invest”), as lender. Capitalized terms used and not defined herein shall have the meanings ascribed thereto in the Loan Agreement.

LIMITED WAIVER AND AMENDMENT NO. 2 LETTER
Merqueo Holdings • April 11th, 2023 • Wholesale-groceries & related products

Reference is made to the Loan Agreement dated as of April 27, 2022 between Merqueo S.A.S. (the “Borrower”) and Inter-American Investment Corporation (“IDB Invest”), as lender, (the “Loan Agreement”) as amended by the Amendment No. 1 and Undertaking Agreement dated as of December 20, 2022 (“Amendment No. 1”). Capitalized terms used and not defined herein shall have the meanings ascribed thereto in the Loan Agreement.

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