0000070866-12-000058 Sample Contracts

Contract
Credit Agreement • October 26th, 2012 • NCR Corp • Calculating & accounting machines (no electronic computers) • New York

SECOND AMENDMENT dated as of August 22, 2012 (this “Amendment”) among NCR CORPORATION (the “Borrower”), the LENDERS party hereto and JPMORGAN CHASE BANK, N.A., in its capacity as Administrative Agent (the “Administrative Agent”) relating to the CREDIT AGREEMENT dated as of August 22, 2011 (as previously amended or amended and restated and in effect prior to the effectiveness of this Agreement, the “Existing Credit Agreement”), among the Borrower, the Lenders from time to time party thereto and the Administrative Agent.

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Contract
Reaffirmation Agreement • October 26th, 2012 • NCR Corp • Calculating & accounting machines (no electronic computers) • New York

REAFFIRMATION AGREEMENT dated as of August 22, 2012 (this “Agreement”), among NCR CORPORATION (the “Borrower”), the SUBSIDIARY LOAN PARTIES identified on Schedule A hereto (collectively, the “Reaffirming Subsidiary Loan Parties” and, together with the Borrower, the “Reaffirming Parties”), and JPMORGAN CHASE BANK, N.A., as administrative agent (in such capacity, the “Administrative Agent”) under the Credit Agreement referred to below.

Contract
Credit Agreement • October 26th, 2012 • NCR Corp • Calculating & accounting machines (no electronic computers) • New York

INCREMENTAL FACILITY AGREEMENT dated as of August 22, 2012 (this “Agreement”) among NCR CORPORATION (the “Borrower”), the INCREMENTAL TERM LENDERS (as defined below) party hereto, the INCREMENTAL REVOLVING LENDERS (as defined below) party hereto and JPMORGAN CHASE BANK, N.A. in its capacity as Administrative Agent (the “Administrative Agent”) relating to the CREDIT AGREEMENT dated as of August 22, 2011, as amended and restated as of August 22, 2012 (as previously amended and in effect prior to the effectiveness of this Agreement, the “Credit Agreement”) among the Borrower, the Lenders from time to time party thereto and the Administrative Agent.

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