0001193125-13-462915 Sample Contracts

Contract
Incremental Facility Agreement • December 5th, 2013 • NCR Corp • Calculating & accounting machines (no electronic computers) • New York

INCREMENTAL FACILITY AGREEMENT dated as of December 4, 2013 (this “Agreement”) among NCR CORPORATION (the “Borrower”), the INCREMENTAL TERM 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 July 25, 2013 (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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Contract
Pledge Agreement • December 5th, 2013 • NCR Corp • Calculating & accounting machines (no electronic computers) • New York

FIRST AMENDMENT dated as of December 4, 2013 (this “Amendment”) to the CREDIT AGREEMENT dated as of August 22, 2011, as amended and restated as of July 25, 2013 (the “Credit Agreement”), among NCR CORPORATION (the “Borrower”), the LENDERS party thereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent (the “Administrative Agent”) and to the Guarantee and Pledge Agreement dated as of August 22, 2011 (the “Guarantee and Pledge Agreement”) among the Borrower, the Subsidiary Loan Parties party thereto, and the Administrative Agent.

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