0001193125-04-040716 Sample Contracts

Contract
Credit Agreement • March 12th, 2004 • CSG Systems International Inc • Services-computer processing & data preparation • New York

FIRST AMENDMENT AND WAIVER, dated as of December 5, 2003 (“Amendment”), to the AMENDED AND RESTATED CREDIT AGREEMENT, dated as of February 28, 2002 (as heretofore amended, supplemented or otherwise modified, the “Credit Agreement”), among CSG SYSTEMS INTERNATIONAL, INC., a Delaware corporation (“Holdings”), CSG SYSTEMS, INC., a Delaware corporation (the “Borrower”), the several banks and other financial institutions or entities from time to time parties to the Credit Agreement (the “Lenders”), BNP PARIBAS, as administrative agent (in such capacity, the “Administrative Agent”), LEHMAN COMMERCIAL PAPER INC., as syndication agent (in such capacity, the “Syndication Agent”), and CREDIT LYONNAIS NEW YORK BRANCH, THE BANK OF NOVA SCOTIA and WELLS FARGO BANK, NATIONAL ASSOCIATION, as co-documentation agents.

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FIFTY SEVENTH AMENDMENT TO RESTATED AND AMENDED CSG MASTER SUBSCRIBER MANAGEMENT SYSTEM AGREEMENT BETWEEN CSG SYSTEMS, INC. AND COMCAST ABB MANAGEMENT CORPORATION f/k/a AT&T BROADBAND MANAGEMENT CORPORATION
CSG Systems International Inc • March 12th, 2004 • Services-computer processing & data preparation

This Fifty Seventh Amendment (“Amendment”) is executed this 12th day of November, 2003, and is made by and between CSG Systems, Inc., a Delaware corporation (“CSG”), and Comcast ABB Management Corporation (f/k/a AT&T Broadband Management Corporation (“ATTB”), which in turn was f/k/a TCI Cable Management Corporation) (“Customer”). CSG and Customer are parties to a certain Restated and Amended CSG Master Subscriber Management System Agreement, dated August 10, 1997, which has subsequently been amended pursuant to separately executed amendments (collectively, “Agreement”), and now desire to amend the Agreement in accordance with the terms and conditions set forth in this Amendment. If the terms and conditions set forth in this Amendment shall be in conflict with the Agreement, the terms and conditions of this Amendment shall control. Any terms in initial capital letters or all capital letters used as a defined term in the Agreement but not defined in this Amendment shall have the meaning

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