Second Refinancing and Incremental Amendment Sample Contracts

RECITALS
Second Refinancing and Incremental Amendment • May 5th, 2011 • Sungard Capital Corp Ii • Services-computer processing & data preparation • New York

This AMENDED AND RESTATED CREDIT AGREEMENT (“Agreement”) is entered into as of August 11, 2005, as amended and restated as of June 9, 2009, as further amended and restated as of March 11, 2011, by the Second Refinancing Amendment dated as of March 11, 2011, among SUNGARD DATA SYSTEMS INC., a Delaware corporation (“SunGard” or the “Company”), the Overseas Borrowers from time to time party hereto, SUNGARD HOLDCO LLC, a Delaware limited liability company (“Holdings”) and JPMORGAN CHASE BANK, N.A., as Administrative Agent, Swing Line Lender and an L/C Issuer, and each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”).

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