LOAN AGREEMENT dated as of October 7, 2022 among COSAN OITO S.A., as Borrower, JPMORGAN CHASE BANK, N.A., LONDON BRANCH, as LenderLoan Agreement • April 24th, 2023 • Cosan S.A. • Retail-auto dealers & gasoline stations • New York
This LOAN AGREEMENT dated as of October 7, 2022 (as it may be amended or modified from time to time, this “Agreement”), by and among COSAN OITO S.A., a company organized under the laws of Brazil, with its principal place of business at São Paulo, Brazil, enrolled with the Brazilian National Taxpayers Registry (CNPJ) under No. 43.874.376/0001-38, as borrower (“Borrower”), JPMORGAN CHASE BANK, N.A., LONDON BRANCH, as Lender (“Lender”), and BANCO J.P. MORGAN S.A., a financial institution organized under the laws of Brazil, with its principal place of business at Av. Brigadeiro Faria Lima, 3729, São Paulo/SP, enrolled with the CNPJ under No. 33.172.537/0001-98, as Collateral Agent (“Collateral Agent”).
MASTER DERIVATIVES AGREEMENTMaster Derivatives Agreement • April 24th, 2023 • Cosan S.A. • Retail-auto dealers & gasoline stations
The Parties hereby agree to enter into this Master Derivatives Agreement (“Agreement”) that will be governed by the mutually accepted and agreed upon clauses and conditions hereunder:
COSAN S.A., as Company THIRD SUPPLEMENTAL INDENTURE Dated as of July 15, 2022Third Supplemental Indenture • April 24th, 2023 • Cosan S.A. • Retail-auto dealers & gasoline stations • New York
THIRD SUPPLEMENTAL INDENTURE (the “Third Supplemental Indenture”), dated as of July 15, 2022, between Cosan S.A., a sociedade anônima (corporation) organized and validly existing under the laws of the Federative Republic of Brazil (the “Company” or the “Guarantor”), Cosan Luxembourg S.A., a public limited-liability company (societé anonyme) organized under the laws of the Grand Duchy of Luxembourg, having its registered office at 6 rue Eugène Ruppert, L-2453 Luxembourg, Grand Duchy of Luxembourg and registered with the Luxembourg Trade and Companies Register (R.C.S. Luxembourg) under number B175646, a wholly-owned subsidiary of the Company (the “Substituted Issuer”), and U.S. Bank Trust Company, National Association, as trustee, principal paying agent, registrar and transfer agent (the “Trustee”).
