INTERCREDITOR AGREEMENT by and between BARCLAYS BANK PLC as April 2012 First Lien Agent and BARCLAYS BANK PLC as March 2018 Second Lien Agent Dated as of March 9, 2018Intercreditor Agreement • March 13th, 2018 • Syniverse Holdings Inc • Communications services, nec • New York
This INTERCREDITOR AGREEMENT (as amended, restated, supplemented, waived or otherwise modified from time to time pursuant to the terms hereof, this “Agreement”) is entered into as of March 9, 2018, by and between BARCLAYS BANK PLC, in its capacity as administrative agent (together with its successors and assigns in such capacity, and as further defined herein, the “April 2012 First Lien Agent”) for the April 2012 First Lien Lenders referred to below party from time to time to the April 2012 First Lien Credit Agreement referred to below, and BARCLAYS BANK PLC, in its capacity as administrative agent (together with its successors and assigns in such capacity, and as further defined herein, the “March 2018 Second Lien Agent”) for the March 2018 Second Lien Lenders referred to below party from time to time to the March 2018 Second Lien Credit Agreement referred to below. Capitalized terms used herein without other definition are used as defined in Article I hereof.
SECOND LIEN HOLDINGS GUARANTY Dated as of March 9, 2018 From BUCCANEER HOLDINGS, LLC, as Guarantor, in favor of THE SECURED PARTIES REFERRED TO IN THE CREDIT AGREEMENT REFERRED TO HEREINSyniverse Holdings Inc • March 13th, 2018 • Communications services, nec • New York
HOLDINGS GUARANTY dated as of March 9, 2018 (this “Guaranty”) made by BUCCANEER HOLDINGS, LLC, a Delaware limited liability company (the “Guarantor”), in favor of the Secured Parties (as defined in the Credit Agreement referred to below).
FIFTH AMENDMENTCredit Agreement • March 13th, 2018 • Syniverse Holdings Inc • Communications services, nec • New York
THIS NOTE SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWSLAW OF THE STATE OF NEW YORK, WITHOUT GIVING EFFECT TO ITS PRINCIPLES OR RULES OF CONFLICT OF LAWS TO THE EXTENT SUCH PRINCIPLES OR RULES ARE NOT MANDATORILY APPLICABLE BY STATUTE AND WOULD REQUIRE OR PERMIT THE APPLICATION OF THE LAWS OF ANOTHER JURISDICTION.
SECOND LIEN CREDIT AGREEMENT dated as of March 9, 2018 among SYNIVERSE HOLDINGS, INC., as the Borrower, BUCCANEER HOLDINGS, LLC, as Holdings, BARCLAYS BANK PLC, as Administrative Agent, and the LENDERS party hereto GOLDMAN SACHS LENDING PARTNERS LLC,...Assignment and Assumption • March 13th, 2018 • Syniverse Holdings Inc • Communications services, nec • New York
THIS NOTE SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAW OF THE STATE OF NEW YORK, WITHOUT GIVING EFFECT TO ITS PRINCIPLES OR RULES OF CONFLICT OF LAWS TO THE EXTENT SUCH PRINCIPLES OR RULES ARE NOT MANDATORILY APPLICABLE BY STATUTE AND WOULD REQUIRE OR PERMIT THE APPLICATION OF THE LAWS OF ANOTHER JURISDICTION.
SECOND LIEN SUBSIDIARY GUARANTY Dated as of March 9, 2018 From THE GUARANTORS NAMED HEREIN and THE ADDITIONAL GUARANTORS REFERRED TO HEREIN as Guarantors in favor of THE SECURED PARTIES REFERRED TO IN THE CREDIT AGREEMENT REFERRED TO HEREINSubsidiary Guaranty • March 13th, 2018 • Syniverse Holdings Inc • Communications services, nec • New York
SECOND LIEN SUBSIDIARY GUARANTY dated as of March 9, 2018 (this “Guaranty”) made by the Persons listed on the signature pages hereof and the Additional Guarantors (as defined in Section 8(b)) (such Persons so listed and the Additional Guarantors being, collectively, the “Guarantors” and, individually, each a “Guarantor”) in favor of the Secured Parties (as defined in the Credit Agreement referred to below).
SECOND LIEN SECURITY AGREEMENT Dated March 9, 2018 From The Grantors referred to herein as Grantors to BARCLAYS BANK PLC as Administrative AgentSecurity Agreement • March 13th, 2018 • Syniverse Holdings Inc • Communications services, nec • New York
SECOND LIEN SECURITY AGREEMENT dated March 9, 2018 (this “Agreement”) made by SYNIVERSE HOLDINGS, INC., a Delaware corporation (the “Borrower”), BUCCANEER HOLDINGS, LLC, a Delaware limited liability company (“Holdings”), and the Subsidiaries of the Borrower party hereto (the Borrower, Holdings and such Subsidiaries being, collectively, the “Grantors”), to BARCLAYS BANK PLC, as administrative agent (in such capacity, together with any successor administrative agent, the “Administrative Agent”) for the Secured Parties.
