AMENDMENT NO. 4
TO CREDIT AGREEMENT AND GUARANTY
This AMENDMENT NO. 4 TO CREDIT AGREEMENT AND GUARANTY, dated as of October 13, 2020 (this Amendment), is among Sonendo, Inc., a Delaware corporation (the Borrower), the Subsidiary Guarantors party hereto, the Lenders party hereto and Perceptive Credit Holdings, LP, a Delaware limited partnership, as the collateral agent for the Secured Parties (in such capacity, together with its successors and assigns, the Collateral Agent). Reference is made to the Credit Agreement and Guaranty, dated as of June 23, 2017 (as amended by Amendment No. 1 to Credit Agreement and Guaranty, dated as of October 3, 2018, Amendment No. 2 to Credit Agreement and Guaranty, dated as of October 7, 2019, and Amendment No. 3 to Credit Agreement and Guaranty, dated as of May 15, 2020, and as further amended, supplemented or otherwise modified from time to time, the Credit Agreement), among the Borrower, the Subsidiary Guarantors party thereto, the Lenders party thereto and the Collateral Agent. Capitalized terms used herein without definition shall have the same meanings as set forth in the Credit Agreement, as amended hereby.
WHEREAS, the Borrower has requested that the Required Lenders agree to amend Section 10.02 of the Credit Agreement, subject to the terms and conditions set forth herein;
WHEREAS, subject to the terms and conditions hereof, the Lender party hereto and the Collateral Agent are willing to agree to such amendments and other modifications; and
WHEREAS, the Lender party hereto constitutes the Required Lenders.
NOW, THEREFORE, in consideration of the premises and the agreements, provisions and covenants herein contained, the parties hereto agree as follows:
SECTION 1. AMENDMENTS.
A. As of, and subject to the occurrence of, the Amendment Effective Date, Section 10.02 of the Credit Agreement is hereby amended by deleting the Calculation Dates of September 30, 2020 and December 31, 2020 and deleting the Revenue amount set forth opposite each such Calculation Date.
SECTION 2. REPRESENTATIONS AND WARRANTIES.
A. Each Obligor confirms and agrees that, notwithstanding the effectiveness of this Amendment, the obligations of such Obligor under each Loan Documents to which such Obligor is a party shall not be impaired and each Loan Document to which such Obligor is a party is, and shall continue to be, in full force and effect and is hereby confirmed and ratified in all respects.
B. Each Obligor hereby acknowledges and agrees that the Guaranteed Obligations will include all Obligations under, and as defined in, the Credit Agreement as amended by this Amendment.