CARDTRONICS, INC. THIRD AMENDED AND RESTATED 2007 STOCK INCENTIVE PLAN (as assumed and adopted by Cardtronics plc) RESTRICTED STOCK UNIT AGREEMENT FOR NON-EMPLOYEE SHARE AND CASH AWARDS (Non-Employee Director)Restricted Stock Unit Agreement • July 1st, 2016 • Cardtronics PLC • Services-business services, nec • England and Wales
The grant of restricted stock units (“RSUs”) to (the “Participant”) on (the “Grant Date”) by Cardtronics plc, an English public limited company (the “Company”), is subject to the terms and conditions of the Cardtronics, Inc. Third Amended and Restated 2007 Stock Incentive Plan (as assumed and adopted by the Company) (the “Plan”) and this Restricted Stock Unit Agreement (this “Agreement”). By the Participant’s acceptance (electronic or otherwise) of this grant of RSUs, the Participant agrees to all the terms and conditions of the Plan, this Agreement, and any country-specific terms and conditions set forth in the addendum to this Agreement.
CARDTRONICS, INC. THIRD AMENDED AND RESTATED 2007 STOCK INCENTIVE PLAN (as assumed and adopted by Cardtronics plc) RESTRICTED STOCK UNIT AGREEMENT FOR EMPLOYEES (Time-Based)Restricted Stock Unit Agreement for Employees • July 1st, 2016 • Cardtronics PLC • Services-business services, nec • England and Wales
The grant of restricted stock units (“RSUs”) to (the “Participant”) on (the “Grant Date”) by Cardtronics plc, an English public limited company (the “Company”), is subject to the terms and conditions of the Cardtronics, Inc. Third Amended and Restated 2007 Stock Incentive Plan (as assumed and adopted by the Company) (the “Plan”) and this Restricted Stock Unit Agreement (this “Agreement”). By the Participant’s acceptance (electronic or otherwise) of this grant of RSUs, the Participant agrees to all the terms and conditions of the Plan, this Agreement, and any country-specific terms and conditions set forth in the addendum to this Agreement.
INDEMNIFICATION AGREEMENTIndemnification Agreement • July 1st, 2016 • Cardtronics PLC • Services-business services, nec • Delaware
This Indemnification Agreement (this “Agreement”) is made and entered into as of the 27th day of June, 2016, by and between Cardtronics, Inc., a Delaware corporation (“Cardtronics Delaware,” which term shall include, where appropriate, any successor to Cardtronics Delaware), and (“Indemnitee”).
CARDTRONICS, INC. FIRST SUPPLEMENTAL INDENTURE Dated as of July 1, 2016 WELLS FARGO BANK, NATIONAL ASSOCIATION, as TrusteeIndenture • July 1st, 2016 • Cardtronics PLC • Services-business services, nec • New York
This FIRST SUPPLEMENTAL INDENTURE, dated as of July 1, 2016 (this “Supplemental Indenture”), is among CARDTRONICS, INC., a Delaware corporation (the “Company”), CARDTRONICS PLC, a public limited company incorporated under the laws of England and Wales (the “Parent Guarantor”), CARDTRONICS HOLDINGS LIMITED, a private limited company organized under the laws of England and Wales (“Cardtronics UK Limited”), CATM HOLDINGS LLC, a Delaware limited liability company (“CATM Holdings”, and together with Cardtronics UK Limited, the “New Guarantors”), each of the other GUARANTORS signatory hereto (the “Existing Guarantors”) and WELLS FARGO BANK, NATIONAL ASSOCIATION, as trustee (the “Trustee”).
FIRST SUPPLEMENTAL INDENTURE DATED AS OF JULY 1, 2016Indenture • July 1st, 2016 • Cardtronics PLC • Services-business services, nec • New York
FIRST SUPPLEMENTAL INDENTURE dated as of July 1, 2016 (this “Supplemental Indenture”) among Cardtronics, Inc., a Delaware corporation (the “Company”), Cardtronics plc, a public limited company incorporated under the laws of England and Wales (the “Parent Guarantor”), and Wells Fargo Bank, National Association, as trustee (the “Trustee”).
THIRD AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • July 1st, 2016 • Cardtronics PLC • Services-business services, nec • New York
Each change in the Commitment Fee Rate shall take effect on each date on which such financial statements and Compliance Certificate are required to be delivered pursuant to Section 5.01, commencing with the date on which such financials statements and Compliance Certificate are required to be delivered for the four-quarter period ending June 30, 2014. Notwithstanding the foregoing, for the period from the Effective Date through the date the financial statements and Compliance Certificate are required to be delivered pursuant to Section 5.01 for the fiscal quarter ended June 30, 2014, the Commitment Fee Rate shall be determined at Level III. In the event any financial statement delivered pursuant to Section 5.01 is shown to be inaccurate when delivered (regardless of whether this Agreement or the Commitments are in effect when such inaccuracy is discovered), and such inaccuracy, if corrected, would have led to a higher Commitment Fee Rate for any period (an “Applicable Commitment Fee Pe
