0001178913-17-001193 Sample Contracts

AGREEMENT AND PLAN OF MERGER
Agreement and Plan of Merger • April 21st, 2017 • NICE Ltd. • Electronic computers • Delaware

AGREEMENT AND PLAN OF MERGER (this “Agreement”) dated as of May 17, 2016 among inContact, Inc., a Delaware corporation (the “Company”), NICE-Systems Ltd., a company organized under the laws of the State of Israel (“Parent”), and Victory Merger Sub Inc., a Delaware corporation and a wholly owned indirect subsidiary of Parent (“Merger Subsidiary”).

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AGREEMENT AND PLAN OF MERGER
Agreement and Plan of Merger • April 21st, 2017 • NICE Ltd. • Electronic computers • Delaware

This AGREEMENT AND PLAN OF MERGER, dated as of January 10, 2016 (this “Agreement”), is by and among NICE Systems, Inc., a Delaware corporation (the “Parent”), Diag Acquisition Corp., a Delaware corporation and a wholly owned subsidiary of the Parent (“Merger Sub”), Nexidia Inc., a Delaware corporation (the “Company”), and Shareholder Representative Services LLC, a Colorado limited liability company, solely in its capacity as the Securityholder Representative hereunder.

NICE SYSTEMS INC., as Issuer AND NICE LTD., as Guarantor AND U.S. BANK NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of January 18, 2017 1.25% Exchangeable Senior Notes due 2024
Indenture • April 21st, 2017 • NICE Ltd. • Electronic computers • New York

INDENTURE dated as of January 18, 2017 among NICE Systems Inc., a Delaware corporation, as issuer (the “Company”, as more fully set forth in Section 1.01), NICE Ltd., an Israeli corporation, as guarantor (“NICE”), and U.S. Bank National Association, as trustee (the “Trustee”, as more fully set forth in Section 1.01).

CREDIT AGREEMENT dated as of November 14, 2016, among NICE LTD., as Parent, NICE SYSTEMS INC., as the Borrower, The LENDERS Party Hereto, and JPMORGAN CHASE BANK, N.A., as Administrative Agent, ROYAL BANK OF CANADA, as Syndication Agent and CITIBANK...
Credit Agreement • April 21st, 2017 • NICE Ltd. • Electronic computers • New York

CREDIT AGREEMENT dated as of November [14], 2016, among NICE LTD., a public company formed under the laws of the State of Israel ( "Parent"), NICE SYSTEMS INC., a Delaware corporation (the "Borrower"), the LENDERS party hereto, JPMORGAN CHASE BANK, N.A., as Administrative Agent, ROYAL BANK OF CANADA, as Syndication Agent and CITIBANK N.A., BMO HARRIS BANK, N.A., WELLS FARGO BANK, N.A., CAPITAL ONE, NATIONAL ASSOCIATION and TD BANK, N.A., as Co-Documentation Agents.

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