FIRST SUPPLEMENTAL INDENTURESupplemental Indenture • June 1st, 2023 • DIEBOLD NIXDORF, Inc • Calculating & accounting machines (no electronic computers) • New York
First Supplemental Indenture (this “Supplemental Indenture”), dated as of May 31, 2023, by and among Diebold Nixdorf, Incorporated, an Ohio corporation (the “Company”), the Guarantors (as defined in the Indenture referred to below) party thereto, U.S. Bank Trust Company, National Association, as trustee (the “Trustee”), and GLAS Americas LLC, as collateral agent (the “Collateral Agent”).
FIRST AMENDMENT AND WAIVERAnd Waiver • June 1st, 2023 • DIEBOLD NIXDORF, Inc • Calculating & accounting machines (no electronic computers)
THIS FIRST AMENDMENT AND WAIVER, dated as of May 30, 2023 (this “Amendment and Waiver”), is among DIEBOLD NIXDORF, INCORPORATED, an Ohio corporation (the “Company”), DIEBOLD NIXDORF HOLDING GERMANY GMBH (the “Borrower”), each other Loan Party party hereto, the Lenders party hereto, GLAS USA LLC, as administrative agent (the “Administrative Agent”), and GLAS AMERICAS LLC, as collateral agent (the “Collateral Agent”), and amends that certain Credit Agreement, dated as of December 29, 2022, by and among the Company, the Borrower, the Lenders from time to time party thereto, the Administrative Agent and the Collateral Agent (as amended, restated, amended and restated, modified or supplemented from time to time prior to the date hereof, the “Existing Credit Agreement”, and as further amended and modified by this Amendment and Waiver, the “Credit Agreement”).
FORBEARANCE AND AMENDMENT AGREEMENTForbearance and Amendment Agreement • June 1st, 2023 • DIEBOLD NIXDORF, Inc • Calculating & accounting machines (no electronic computers)
This FORBEARANCE AND AMENDMENT AGREEMENT, dated as of May 30, 2023 (this “Forbearance and Amendment”), is entered into among DIEBOLD NIXDORF, INCORPORATED, an Ohio corporation (the “Company”), each other Loan Party party hereto, the Lenders party hereto, JPMORGAN CHASE BANK, N.A., as administrative agent (the “Administrative Agent”), and GLAS AMERICAS LLC, as collateral agent (the “Collateral Agent”) and amends that certain Credit Agreement, dated as of December 29, 2022, by and among the Company, the Lenders from time to time party thereto, the Administrative Agent and the Collateral Agent (as amended, restated, amended and restated, modified or supplemented from time to time prior to the date hereof, the “Existing Credit Agreement”, and as further amended and modified by this Forbearance and Amendment, the “Credit Agreement”).
GUARANTOR LIMITED RELEASE AGREEMENTGuarantor Limited Release Agreement • June 1st, 2023 • DIEBOLD NIXDORF, Inc • Calculating & accounting machines (no electronic computers) • New York
THIS GUARANTOR LIMITED RELEASE AGREEMENT (this “Agreement”) is made as of May 31, 2023, by JPMorgan Chase Bank, N.A., as administrative agent for the Lenders (in such capacity “Administrative Agent”), and GLAS Americas LLC, as collateral agent for the Lenders (in such capacity, the “Collateral Agent”), with respect to the Foreign Guarantors listed on Schedule 1 hereto (the “German Guarantors”) party to that certain Foreign Guarantee Agreement, dated as of December 29, 2022 (as it may be amended, restated, supplemented or otherwise modified from time to time, the “Foreign Guarantee Agreement”), made by each of the Foreign Guarantors (such Foreign Guarantors other than the German Guarantors being referred to herein as the “Non-German Foreign Guarantors”) in favor of the Secured Parties. Capitalized terms used in this Agreement and not otherwise defined herein have the meanings ascribed to such terms in the Foreign Guarantee Agreement.
FIRST SUPPLEMENTAL INDENTURESupplemental Indenture • June 1st, 2023 • DIEBOLD NIXDORF, Inc • Calculating & accounting machines (no electronic computers) • New York
First Supplemental Indenture (this “Supplemental Indenture”), dated as of May 31, 2023, by and among Diebold Nixdorf, Incorporated, an Ohio corporation (the “Company”), the Guarantors (as defined in the Indenture referred to below) party thereto, U.S. Bank Trust Company, National Association, as trustee (the “Trustee”), and GLAS Americas LLC, as collateral agent (the “Collateral Agent”).
GUARANTOR LIMITED RELEASE AGREEMENTGuarantor Limited Release Agreement • June 1st, 2023 • DIEBOLD NIXDORF, Inc • Calculating & accounting machines (no electronic computers) • New York
THIS GUARANTOR LIMITED RELEASE AGREEMENT (this “Agreement”) is made as of May 31, 2023, by GLAS USA LLC, as administrative agent for the Lenders (in such capacity “Administrative Agent”) and GLAS Americas LLC, as collateral agent for the Lenders (in such capacity, the “Collateral Agent”), with respect to the Foreign Guarantors listed on Schedule 1 hereto (the “German Guarantors”) party to that certain Foreign Guarantee Agreement, dated as of December 29, 2022 (as it may be amended, restated, supplemented or otherwise modified from time to time, the “Foreign Guarantee Agreement”), made by each of the Foreign Guarantors (such Foreign Guarantors other than the German Guarantors being referred to herein as the “Non-German Foreign Guarantors”) in favor of the Secured Parties. Capitalized terms used in this Agreement and not otherwise defined herein have the meanings ascribed to such terms in the Foreign Guarantee Agreement.
