FORM OF AWARD AGREEMENT NCR Corporation 2011 Amended and Restated Stock Incentive Plan and the NCR Corporation 2013 Stock Incentive PlanRestricted Stock Unit Award Agreement • May 9th, 2013 • NCR Corp • Calculating & accounting machines (no electronic computers)
You have been awarded a number of restricted stock units (the “Stock Units”) under the NCR Corporation 2011 Amended and Restated Stock Incentive Plan (the “2011 Plan”) or under the NCR Corporation 2013 Stock Incentive Plan (the “2013 Plan”), to the extent the 2013 Plan has superseded or replaced the 2011 Plan as of the Grant Date (as defined below) (collectively, the “Plan”), as described on the restricted stock unit information page on the website (www.netbenefits.fidelity.com) of the third party Plan administrator (the “TPA”) for NCR Corporation (referred to herein as “NCR” or the “Company”), effective as of the date of grant of this award (the “Grant Date”), subject to the terms and conditions of this 2013 Restricted Stock Unit Award Agreement (this “Agreement”) and the Plan. Capitalized terms used but not defined herein are defined in the Plan.
FORM OF AWARD AGREEMENTPerformance-Based Restricted Stock Unit Award Agreement • May 9th, 2013 • NCR Corp • Calculating & accounting machines (no electronic computers)
You have been awarded a number of performance-based restricted stock units (the “Stock Units”) under the NCR Corporation 2011 Amended and Restated Stock Incentive Plan (the “2011 Plan”) or under the NCR Corporation 2013 Stock Incentive Plan (the “2013 Plan”), to the extent the 2013 Plan has superseded or replaced the 2011 Plan as of the Grant Date (as defined below) (collectively, the “Plan”), as described on the performance-based restricted stock unit information page on the website (www.netbenefits.fidelity.com) of the third‑party Plan administrator (the “TPA”) for NCR Corporation (referred to herein as “NCR” or the “Company”), effective as of the date of grant of this award (the “Grant Date”), subject to the terms and conditions of this 2013 Performance-Based Restricted Stock Unit Award Agreement (this “Agreement”) and the Plan. Capitalized terms used but not defined herein are defined in the Plan.
ContractCredit Agreement • May 9th, 2013 • NCR Corp • Calculating & accounting machines (no electronic computers) • New York
THIRD AMENDMENT dated as of February 5, 2013 (this “Amendment”) to the CREDIT AGREEMENT dated as of August 22, 2011, as amended and restated as of August 22, 2012, among NCR CORPORATION (the “Borrower”), the LENDERS party thereto and JPMORGAN CHASE BANK, N.A., in its capacity as Administrative Agent (the “Administrative Agent”) (as amended and in effect prior to the effectiveness of this Agreement, the “Credit Agreement”).
