SECOND
OBJECT OF THE FOURTH ADDENDUM
2.1. BY SIGNING THIS FOURTH ADDENDUM, THE PARTIES AGREE TO AMEND NUMERALS 1.3, 1.5, 1.7, 1.8, 1.10, 1.12, 1.13, 1.22, 1.26, 1.28, 1.39, 1.43, 1.44, 1.46, 1.47, 1.57 OF THE FIRST CLAUSE OF THE FINANCIAL LEASE AGREEMENT, WHICH WILL BE WORDED AS FOLLOWS:
“1.3. AUNA: REFERS TO AUNA S.A.A., PARENT COMPANY THAT CONSOLIDATES ALL OPERATIONS OF THE AUNA GROUP.
“1.5 CHANGE OF CONTROL: MEANS ANY EVENT OR SERIES OF EVENTS THROUGH WHICH: (A) ENFOCA SAFI CEASES TO EXERCISE, FOR ANY REASON, DIRECTLY OR INDIRECTLY, EFFECTIVE CONTROL OVER AUNA; OR (B) AUNA CEASES TO CONTROL, FOR ANY REASON, DIRECTLY OR INDIRECTLY, 51% (FIFTY-ONE PERCENT) OF THE VOTING RIGHTS AT THE GENERAL MEETING OF SHAREHOLDERS OF ONCOSALUD S.A.C. OR OF THE LESSEE.”
“1.7 CLINICAL: ARE THE CIVIL WORKS THAT WILL BE BUILT WITHIN THE FRAMEWORK OF THE WORK FINANCED BY THIS FINANCIAL LEASE AGREEMENT IN ORDER TO BE ABLE TO OPERATE AS A FACILITY DEDICATED TO THE PROVISION OF GENERAL HEALTH SERVICES.
“1.8 STRUCTURING COMMISSION: IS THE COMMISSION THAT THE LESSEE PAID TO THE LESSOR ON THE CLOSING DATE, EQUIVALENT TO S/ 700,000.00 (SEVEN HUNDRED THOUSAND AND 00/100 SOLES).
“1.10 FINANCIAL LEASE AGREEMENT: IS THIS AGREEMENT AND ITS RESPECTIVE ANNEXES SIGNED BETWEEN THE LESSOR AND THE LESSEE, AS WELL AS ITS SUBSEQUENT EXTENSIONS OR AMENDMENTS”
“1.12 ASSIGNMENT OF RIGHTS AGREEMENT: IT IS THE AGREEMENT FOR THE TRANSFER OF RIGHTS SIGNED BETWEEN THE LESSOR AND THE LESSEE ON THE SAME DATE ON WHICH THIS FINANCIAL LEASE AGREEMENT IS SIGNED, TO WHICH THE SUBSTITUTE LESSEE ACCEDED BY MEANS OF A COMPREHENSIVE AMENDMENT OF APRIL 4 (FOUR), 2022 (TWO THOUSAND TWENTY-TWO), THROUGH WHICH THE LESSEE AND THE SUBSTITUTE LESSEE ASSIGN IN FAVOR OF THE LESSOR THIRTY PERCENT (30%) OF THE COLLECTION RIGHTS, IN ORDER TO GUARANTEE THE FAITHFUL AND DUE COMPLIANCE OF THE OBLIGATIONS ASSUMED BY THE LESSEE UNDER THE FINANCING DOCUMENTS. LIKEWISE, THE LESSEE, THROUGH SAID TRANSFER OF RIGHTS, UNDERTAKES TO COMPLY WITH A MINIMUM DEBT COVERAGE INDEX OF 1.00X IN 2022 (TWO THOUSAND TWENTY-TWO) AND 1.20X IN 2023 (TWO THOUSAND TWENTY-THREE) HEREINAFTER, ACCORDING TO THE PROVISIONS OF THE TRANSFER OF RIGHTS AGREEMENT.”
“1.13 MORTGAGE AGREEMENT: IS THE MORTGAGE AGREEMENT SIGNED BETWEEN THE LESSOR AND THE LESSEE ON FEBRUARY 3 (THREE), 2020 (TWO THOUSAND TWENTY, AND RECORDED IN A PUBLIC DEED ON THE SAME DATE BEFORE THE NOTARY PUBLIC OF LIMA, DR. ALFREDO PAINO SCARPATI, BY MEANS OF WHICH THE LESSEE GRANTS FIRST AND PREFERENTIAL MORTGAGE GUARANTEE ON, AMONG OTHERS, THE LAND, IN FAVOR OF THE LESSOR, IN ORDER TO GUARANTEE THE FAITHFUL AND DUE COMPLIANCE OF THE OBLIGATIONS ASSUMED BY THE LESSEE UNDER THE FINANCIAL LEASE AGREEMENT, AS SAID AGREEMENT HAS BEEN AMENDED AND MAY BE AMENDED IN THE FUTURE.
“1.22 PAYMENT SCHEDULE: THE SCHEDULE WHICH DETAILS THE AMOUNT OF EACH OF THE PAYMENTS, AS WELL AS THE BALLOON FEE, WHICH MUST BE PAID BY THE LESSEE ON EACH PAYMENT DATE AND WHICH IS INCLUDED AS ANNEX II-A OF THIS FINANCIAL LEASE AGREEMENT. THE PAYMENT SCHEDULE INCLUDED AS ANNEX II-A IS REFERENTIAL, SINCE IT HAS BEEN PREPARED CONSIDERING THE TOTAL DISBURSEMENT OF THE AMOUNT OF FINANCED CAPITAL, AND MAY BE AMENDED BY THE LESSOR ON THE DATE OF ACTIVATION. IN THE EVENT THAT THE DATE OF ACTIVATION OCCURS BEFORE THE EXPIRATION OF THE GRACE PERIOD, THE PAYMENT SCHEDULE MUST REFLECT SAID GRACE PERIOD.”
“1.26 DISBURSEMENT: IT IS ANY AMOUNT ACTUALLY PAID BY THE LESSOR IN FAVOR OF THE LESSEE, INCLUDING ANY PAYMENT RELATED TO THE CONSTRUCTION OF THE WORK, IN EXECUTION OF THIS FINANCIAL LEASE AGREEMENT. THE TOTAL SUM OF THE DISBURSEMENTS MAY IN NO EVENT BE GREATER THAN THE AMOUNT OF THE FINANCED CAPITAL. THIS DEFINITION WILL INCLUDE THE DISBURSEMENTS MADE FOR EXTENDING THE AMOUNT OF CAPITAL FINANCED (HEREINAFTER DISBURSEMENTS - EXTENSION”
“1.28 FINANCING DOCUMENTS: THEY ARE, JOINTLY (I) THE FINANCIAL LEASE AGREEMENT, (II) THE MORTGAGE AGREEMENT; (III) THE RIGHTS ASSIGNMENT AGREEMENT; AND, (IV) THE SURFACE AGREEMENT.”
“1.39 INTEREST: IS THE COMPENSATORY AND DEFAULT INTEREST, COMMISSIONS, EXPENSES, AND ANY SUM OR EXPENDITURE IN ADDITION TO THE AMOUNT OF THE FINANCED CAPITAL INCLUDED IN THE FINANCE LEASE PAYMENTS.”
“1.43 AMOUNT OF THE CAPITAL FINANCED: IS THE APPROVED AMOUNT OF FINANCING UNDER THIS FINANCIAL LEASE AGREEMENT OF UP TO S/ 77,000,000.00 (SEVENTY-SEVEN MILLION AND 00/100 SOLES). THE AMOUNT OF THE CAPITAL FINANCED WILL BE EFFECTIVELY DETERMINED ON THE DATE OF ACTIVATION, BASED ON THE VALUE OF THE WORK.”
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Digitally signed document. | | | | [signature] |
See authenticity at https://iofesign.eom/#/verificar Code 699849023esn | | [1.5.1.1.4.1.2] [EEP Fourth Addendum.pdf] [Page 4 of 45] | | |