0001193125-19-166675 Sample Contracts

ALTAIR ENGINEERING INC.
Altair Engineering Inc. • June 6th, 2019 • Services-prepackaged software • New York

Altair Engineering Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representative (the “Representative”), $200,000,000 principal amount of its 0.250% Convertible Senior Notes due 2024 (the “Underwritten Securities”) and, at the option of the Underwriters, up to an additional $30,000,000 principal amount of its 0.250% Convertible Senior Notes due 2024 (the “Option Securities”) if and to the extent that the Underwriters shall have determined to exercise the option to purchase such 0.250% Convertible Senior Notes due 2024 granted to the Underwriters in Section 2 hereof. The Underwritten Securities and the Option Securities are herein referred to as the “Securities”. The Securities will be convertible into shares (the “Underlying Securities”) of Class A Common Stock of the Company, par value $0.0001 per share (the “Class A Common Stock”), cash or a combination t

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SECOND AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • June 6th, 2019 • Altair Engineering Inc. • Services-prepackaged software • Michigan

This Second Amendment to Third Amended and Restated Credit Agreement, dated as of June 5, 2019 (this “Amendment”), is among Altair Engineering Inc. (the “Borrower”), the Lenders party hereto, and JPMorgan Chase Bank, N.A., as Administrative Agent (in such capacity, the “Administrative Agent”).

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