SEVENTH AMENDMENT TO THE RECEIVABLES PURCHASE AGREEMENTReceivables Purchase Agreement • October 17th, 2023 • NCR Corp • Calculating & accounting machines (no electronic computers) • New York
This RECEIVABLES PURCHASE AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”) is entered into as of September 30, 2021 by and among the following parties:
PATENT AND TECHNOLOGY CROSS-LICENSE AGREEMENTPatent and Technology Cross-License Agreement • October 17th, 2023 • NCR Corp • Calculating & accounting machines (no electronic computers) • Maryland
This Patent and Technology Cross-License Agreement (“Agreement”) is made as of October 16, 2023 by and between NCR Voyix Corporation, a Maryland corporation (“NCR”), and NCR Atleos Corporation, a Maryland Corporation (“ATMCo”). (NCR and ATMCo may be referred to hereinafter collectively as the “Parties” and individually as a “Party”.)
SEPARATION AND DISTRIBUTION AGREEMENT by and between NCR VOYIX CORPORATION and NCR ATLEOS CORPORATION Dated as of October 16, 2023Separation and Distribution Agreement • October 17th, 2023 • NCR Corp • Calculating & accounting machines (no electronic computers) • Maryland
THIS SEPARATION AND DISTRIBUTION AGREEMENT (this “Agreement”), is entered into as of October 16, 2023, by and between NCR Voyix Corporation (f/k/a/ NCR Corporation), a Maryland corporation (“NCR”), and NCR Atleos Corporation, a Maryland corporation (“ATMCo”) (each a “Party” and together, the “Parties”).
TRADEMARK LICENSE AND USE AGREEMENTTrademark License and Use Agreement • October 17th, 2023 • NCR Corp • Calculating & accounting machines (no electronic computers) • Maryland
This Trademark License and Use Agreement (“Agreement”) is made and effective as of October 16, 2023 by and between NCR Voyix Corporation, a Maryland corporation (“NCR”), and NCR Atleos Corporation, a Maryland Corporation (“ATMCo”). (NCR and ATMCo may be referred to hereinafter collectively as the “Parties” and individually as a “Party”.)
TAX MATTERS AGREEMENT by and between NCR VOYIX CORPORATION and NCR ATLEOS CORPORATION Dated as of October 16, 2023Tax Matters Agreement • October 17th, 2023 • NCR Corp • Calculating & accounting machines (no electronic computers) • Maryland
THIS TAX MATTERS AGREEMENT (this “Agreement”), is entered into as of October 16, 2023, by and between NCR Voyix Corporation (f/k/a NCR Corporation), a Maryland corporation (“NCR”), and NCR Atleos Corporation, a Maryland corporation (“ATMCo”) (each a “Party” and together, the “Parties”). Capitalized terms used in this Agreement and not defined herein shall have the meanings ascribed to such terms in the Separation and Distribution Agreement, dated as of the date hereof, by and between the Parties (the “Separation Agreement”).
TRANSITION SERVICES AGREEMENT BY AND BETWEEN NCR VOYIX CORPORATION and NCR ATLEOS CORPORATION Dated as of October 16, 2023Transition Services Agreement • October 17th, 2023 • NCR Corp • Calculating & accounting machines (no electronic computers) • Maryland
This TRANSITION SERVICES AGREEMENT (this “Agreement”), dated as of October 16, 2023 (the “Effective Date”), between NCR Voyix Corporation (f/k/a/ NCR Corporation), a Maryland corporation (“NCR”), and NCR Atleos Corporation, a Maryland corporation (“ATMCo”). “Party” or “Parties” means NCR or ATMCo, individually or collectively, as the case may be.
EMPLOYEE MATTERS AGREEMENT by and between NCR VOYIX CORPORATION and NCR ATLEOS CORPORATION DATED AS OF OCTOBER 16, 2023Employee Matters Agreement • October 17th, 2023 • NCR Corp • Calculating & accounting machines (no electronic computers) • Maryland
THIS EMPLOYEE MATTERS AGREEMENT (this “Agreement”), is entered into as of October 16, 2023 (the “Effective Date”), by and between NCR Voyix Corporation (f/k/a/ NCR Corporation), a Maryland corporation (“NCR”), and NCR Atleos Corporation, a Maryland corporation (“ATMCo”) (each a “Party” and together, the “Parties”).
MASTER SERVICES AGREEMENTMaster Services Agreement • October 17th, 2023 • NCR Corp • Calculating & accounting machines (no electronic computers) • New York
This MASTER SERVICES AGREEMENT (this “Master Agreement”), dated as of October 16, 2023 (the “Effective Date”), is entered into between NCR Voyix Corporation, a Maryland corporation (“NCR”), and Cardtronics USA, Inc. (“ATM Co”). “Party” or “Parties” means NCR and/or ATM Co, individually or collectively, as the case may be.
CREDIT AGREEMENT dated as of October 16, 2023, among NCR VOYIX CORPORATION (f/k/a NCR CORPORATION), as the Company, The FOREIGN BORROWERS Party Hereto, The LENDERS Party Hereto and BANK OF AMERICA, N.A., as the Administrative Agent BOFA SECURITIES,...Credit Agreement • October 17th, 2023 • NCR Corp • Calculating & accounting machines (no electronic computers) • New York
CREDIT AGREEMENT dated as of October 16, 2023 (this “Agreement”) among NCR VOYIX CORPORATION (f/k/a NCR CORPORATION), a Maryland corporation (the “Company”), the FOREIGN BORROWERS (as defined below) from time to time party hereto, the LENDERS (as defined below) from time to time party hereto and the Administrative Agent (as defined below).
FIRST AMENDMENT TO AMENDED AND RESTATED PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • October 17th, 2023 • NCR Corp • Calculating & accounting machines (no electronic computers) • New York
This FIRST AMENDMENT TO AMENDED AND RESTATED PURCHASE AND SALE AGREEMENT (this “Amendment”), dated as of October 16, 2023, is among NCR RECEIVABLES LLC, a Delaware limited liability company (the “Buyer”), NCR VOYIX CORPORATION (formerly known as NCR Corporation, “NCR”), a Maryland corporation, as initial servicer and as an originator (the “Remaining Originator”), CARDTRONICS USA, INC., a Delaware corporation (“Cardtronics”), and ATM NATIONAL, LLC, a Delaware limited liability company (“ATM National” and together with Cardtronics, each a “Released Originator”, and collectively the “Released Originators”).
MANUFACTURING SERVICES AGREEMENTManufacturing Services Agreement • October 17th, 2023 • NCR Corp • Calculating & accounting machines (no electronic computers)
As evidenced by the signatures below of their respective authorized officers, NCR Voyix Corporation and Terafina Software Solutions Private Limited (collectively “NCR Voyix”) and NCR Corporation India Private Limited (“Supplier”) (each, a “Party” and together, the “Parties”) enter into this Manufacturing Services Agreement, which consists of (a) the terms and conditions on this cover page, (b) the attached General Terms and Conditions, (c) the Exhibits and Attachments attached to the General Terms and Conditions and (d) the NCR Voyix Supplier Quality Manual, each effective as of the Commencement Date (collectively, the “Agreement”).
RELEASE UNDER CANADIAN PURCHASE AND SALE AGREEMENTRelease Under Canadian Purchase and Sale Agreement • October 17th, 2023 • NCR Corp • Calculating & accounting machines (no electronic computers) • Ontario
This RELEASE UNDER CANADIAN PURCHASE AND SALE AGREEMENT (this “Release”), dated as of October 16, 2023, is among NCR CANADA RECEIVABLES LP, an Ontario limited partnership, by its sole general partner, NCR CANADA RECEIVABLES GP CORP., an Ontario corporation (the “Buyer”), NCR CANADA CORP. (“NCR”), a Nova Scotia unlimited company, as initial servicer and as an originator (the “Remaining Originator”), and CARDTRONICS CANADA HOLDINGS INC., an Alberta corporation (“Cardtronics” and the “Released Originator”).
