0000023082-17-000058 Sample Contracts

WAIVER AND AMENDMENT NO. 2 TO THE CREDIT AGREEMENT
Credit Agreement • May 26th, 2017 • Computer Sciences Corp • Services-computer integrated systems design

WAIVER AND AMENDMENT NO. 2 TO THE CREDIT AGREEMENT (this “Amendment”) among CSC Computer Sciences UK Holdings Limited (company number 07073338), a company incorporated in England (the “Borrower”), Computer Sciences Corporation, a Nevada corporation (“CSC”), the Lenders (as defined below) party hereto and Lloyds Bank plc, as administrative agent (the “Administrative Agent”) for the Lenders.

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WAIVER AND AMENDMENT NO. 2 TO THE SYNDICATED FACILITY AGREEMENT
Syndicated Facility Agreement • May 26th, 2017 • Computer Sciences Corp • Services-computer integrated systems design • Victoria

WAIVER AND AMENDMENT NO. 2 TO THE SYNDICATED FACILITY AGREEMENT (this “Amendment”) among CSC Australia Pty. Limited (ACN 008 476 944) (“CSC Australia”), UXC Limited (ACN 067 682 928) (“UXC” and, together with CSC Australia, the “Original Borrowers”), Computer Sciences Corporation, a Nevada corporation (“CSC”), as Original Guarantor, the Lenders (as defined below) party hereto and Commonwealth Bank of Australia, in its capacity as agent (the “Agent”) for the Lenders.

AMENDED AND RESTATEDINTELLECTUAL PROPERTY MATTERS AGREEMENT DATED AS OF FEBRUARY 10, 2017 BY AND BETWEEN COMPUTER SCIENCES CORPORATION AND CSRA INC.
Intellectual Property Matters Agreement • May 26th, 2017 • Computer Sciences Corp • Services-computer integrated systems design
Banc of America Leasing & Capital, LLC Second Amendment to Amended and Restated Master Loan and Security Agreement Number: 27108-70000
Master Loan and Security Agreement • May 26th, 2017 • Computer Sciences Corp • Services-computer integrated systems design

This Second Amendment to Amended and Restated Master Loan and Security Agreement Number: 27108-7000 (this “Amendment”) is made as of February 17, 2017, by and among BANK OF AMERICA, N.A. (“Agent”), BANC OF AMERICA LEASING & CAPITAL, LLC, as lender (in such capacity, the “Lender”) and as an assignee lender (in such capacity, the “Banc of America Assignee Lender”), THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as an assignee lender (together with Banc of America Assignee Lender, each an “Assignee Lender” and collectively, the “Assignee Lenders”), CSC ASSET FUNDING I LLC (“Borrower”) and COMPUTER SCIENCES CORPORATION (“CSC”).

WAIVER AND AMENDMENT NO. 1 TO THE TERM LOAN CREDIT AGREEMENT
Term Loan Credit Agreement • May 26th, 2017 • Computer Sciences Corp • Services-computer integrated systems design • New York

WAIVER AND AMENDMENT NO. 1 TO THE TERM LOAN CREDIT AGREEMENT (this “Amendment”) among Computer Sciences Corporation, a Nevada corporation (“CSC”), the Lenders (as defined below) party hereto and Bank of America, N.A., as administrative agent (the “Agent”) for the Lenders.

WAIVER AND AMENDMENT NO. 3 TO THE AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • May 26th, 2017 • Computer Sciences Corp • Services-computer integrated systems design • New York

owned direct subsidiary of Everett (“New Merger Sub”), CSC and Old Merger Sub and as further amended by the Second Amendment to Agreement and Plan of Merger dated as of December 6, 2016 among HPE, Everett, New Merger Sub, CSC and Old Merger Sub (as so amended, the “Merger Agreement”), pursuant to which New Merger Sub intends to merge with and into CSC, with CSC continuing as the surviving corporation (the “Merger”).

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