Extension Agreement
Exhibit 10.3
EXECUTION VERSION
December 19, 2011
Fidelity National Information Services, Inc.
000 Xxxxxxxxx Xxxxxx
Xxxxxxxxxxxx, Xxxxxxx 00000
Attention: Xxxx Xxxxxx and Xxxxx Xxxxxxxxx
JPMorgan Chase Bank, N.A.
0000 Xxxxxx Xxxxxx, Xxxxx 00
Xxxxxxx, Xxxxx 00000-0000
Attention: Xxxxxxx Xxxxxxx
JPMorgan Chase Bank, N.A.
000 Xxxx Xxxxxx, 0xx Xxxxx
Xxx Xxxx, XX 00000
Attention: Xxxxx Xxxxxx
Ladies and Gentlemen:
Reference is made to the Amended and Restated Credit Agreement dated as of June 29, 2010 (as amended, supplemented or otherwise modified from time to time, the “Credit Agreement”) among Fidelity National Information Services, Inc., a Georgia corporation (the “Company”), certain Subsidiaries of the Company party thereto, each Lender from time to time party thereto, JPMorgan Chase Bank, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer and Bank of America, N.A., as Swing Line Lender. Terms defined in the Credit Agreement are used herein as therein defined.
Effective the Effective Date (as defined below), the undersigned [2012 Multicurrency Revolving Credit Lender] [2012 US Dollar Revolving Credit Lender] hereby agrees to extend the Maturity Date applicable to the amount of such [2012 Revolving Credit Lender’s 2012 Multicurrency Revolving Credit Commitments] [2012 US Dollar Revolving Credit Lender’s 2012 US Dollar Revolving Credit Commitments] set forth on its signature page hereto (such aggregate amount, the “Extended Commitment Amount”) to the 2014 Maturity Date under and in accordance with the Credit Agreement.
The effectiveness of this Conversion Agreement is subject to the satisfaction of the following conditions precedent (the date on which all of such conditions shall first be satisfied, the “Effective Date”, which is December 19, 2011):
(a) The Administrative Agent shall have received counterparts of this Extension Agreement executed by each party hereto.
(b) The Administrative Agent shall have received payment from the Company, for the account of the undersigned Revolving Credit Lender of an upfront fee (the “Upfront Fee”) in an amount equal to 1.00% of the Extended Commitment Amount of such Revolving Credit Lender (unless otherwise agreed between the Company and such Revolving Credit Lender). The Upfront Fees shall be payable on the Effective Date (upon the satisfaction of all other conditions for the occurrence thereof), in immediately available funds and, once paid, such fee or any part thereof shall not be refundable.
This Extension Agreement shall be construed in accordance with and governed by the law of the State of New York. This Extension Agreement may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. Delivery by telecopier of an executed counterpart of a signature page to this Extension Agreement shall be effective as delivery of an original executed counterpart of this Extension Agreement.
[Signature page follows]
2
Aggregate 2012 Multicurrency Revolving Credit Commitments to be extended: $9,000,000.00
Aggregate 2012 US Dollar Revolving Credit Commitments to be extended: $0.00
[EXTENDING LENDERS] | ||
By: | [ON FILE WITH ADMINISTRATIVE AGENT] | |
Name: | ||
Title: |
[Signature Page to Extension Agreement]
Agreed and accepted:
JPMORGAN CHASE BANK, N.A., | ||||
By: | /s/ Xxxx Xxxxxx | |||
Name: | Xxxx Xxxxxx | |||
Title: | Executive Director |
[Signature Page to Extension Agreement]
Agreed and accepted:
By: | /s/ Xxxx X. Xxxxxx | |||
Name: | Xxxx X. Xxxxxx | |||
Title: | Senior Vice President and Treasurer |
[Signature Page to Extension Agreement]