At any time prior to February 1, 2025, regardless of whether HLTT or HWC has exercised its option rights hereunder, PTG may cause any and all Non Wound Care Assets (as defined in the Asset Purchase Agreement) to be transferred to PTG or to another subsidiary or affiliate of PTG along with any debt specifically attributable to such assets, such as purchase money debt or debt underlying secured liens.

Funded Debt means, without duplication, when determined, the following: # all obligations of the Loan Parties for borrowed money (whether as a direct obligor on a promissory note, a reimbursement obligor on a letter of credit, a guarantor, surety or other secondary obligor or otherwise), excluding the accounting impact of any discount to the GAAP book value of the Debt instrument resulting from the allocation of proceeds from such borrowed money between the Debt instrument and concurrently issued equity interests granted by such Person, plus (but without duplication) # all purchase money Debt (including, for the avoidance of doubt, all Deferred Acquisition Obligations) and Capital Lease obligations of the Loan Parties; provided, however, that “Funded Debt” shall not include the Sponsor Subordinated Debt.

“Permitted Purchase Money Indebtedness” means, as of any date of determination, Purchase Money Indebtedness and Capital Lease Obligations incurred after the Effective Date and any refinancing thereof in an aggregate principal amount outstanding at any one time not in excess of $10,000,000.

The definition of "Permitted Purchase Money Indebtedness" is hereby amended and restated in its entirety to read as follows:

“Consolidated Debt” at any date shall mean (without duplication) all Indebtedness (in each case, excluding intercompany Indebtedness) consisting of borrowed money, purchase money indebtedness, Capital Lease Obligations, debt evidenced by bonds, notes, debentures, indentures, credit agreements and similar instruments, indebtedness constituting the deferred purchase price of assets or services ((a) solely to the extent constituting a balance sheet liability in accordance with GAAP and # excluding any earn-out or similar obligation, except to the extent past due and payable), unreimbursed amounts owing in respect IF " DOCVARIABLE "SWDocIDLocation" 1" = "1" "" ""

payment thereof. For purposes hereof, the amount of Funded Debt shall be determined # based on the outstanding principal amount in the case of borrowed money indebtedness under clause (a) and purchase money indebtedness and the deferred purchase obligations under clause (b), (y) based on the maximum amount available to be drawn in the case of letter of credit obligations and the other obligations under [clause (c), and (z)] based on the amount of Funded Debt that is the subject of the Guarantees in the case of Guarantees under clause (f).

Money Laundering. The operations of the Company and its Subsidiaries are and have been conducted at all times in compliance with applicable financial record-keeping and reporting requirements of the Currency and Foreign Transactions Reporting Act of 1970, as amended, applicable money laundering statutes and applicable rules and regulations thereunder (collectively, the “Money Laundering Laws”), and no Action or Proceeding by or before any court or governmental agency, authority or body or any arbitrator involving the Company or any Subsidiary with respect to the Money Laundering Laws is pending or, to the knowledge of the Company or any Subsidiary, threatened.

If money for the payment of principal or interest remains unclaimed for two years, the Trustee or Paying Agent shall pay the money back to the Issuer at its request unless an abandoned property law designates another Person. After any such payment, Holders entitled to the money must look only to the Issuer and not to the Trustee for payment.

Parallel Debt. For the purposes of ensuring the validity and enforceability of any security rights governed by Dutch law,

Debt Cancellation. ​ shall not cancel or otherwise forgive or release any claim or debt (other than termination of Leases, and then only to the extent permitted in accordance herewith) owed to ​ by any Person, except for adequate consideration and in the ordinary course of ​’s business.