0000746838-98-000004 Sample Contracts

UNISYS CORPORATION ("Company") Debt Securities TERMS AGREEMENT ---------------
Terms Agreement • January 30th, 1998 • Unisys Corp • Computer & office equipment

We offer to purchase, on and subject to the terms and conditions of the Underwriting Agreement Basic Provisions filed as an exhibit to the Company's Registration Statement on Form S-3 (No. 333-20373 and Post-Effective Amendment No. 1 to the Registration Statement on Form S-3 (No. 333-08933)) (the "Underwriting Agreement"), the following securities ("Securities") to be issued under the Indenture, dated as of August 6, 1992, between the Company and Bank One, NA, as trustee (the "Trustee"), as supplemented by the Fourth Supplemental Indenture, dated as of January 30, 1998, on the following terms:

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ARTICLE ONE
Fourth Supplemental Indenture • January 30th, 1998 • Unisys Corp • Computer & office equipment • New York
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