EMPLOYMENT AGREEMENTEmployment Agreement • March 2nd, 2020 • Cardtronics PLC • Services-business services, nec • Texas
This Employment Agreement (this “Agreement”), dated January 16, 2020 (the “Effective Date”) is made by and between Cardtronics USA, Inc., a Delaware corporation (together with any successor thereof, the “Company”), and Carter Hunt (“Executive”).
CARDTRONICS PLC FOURTH AMENDED AND RESTATED 2007 STOCK INCENTIVE PLAN RESTRICTED STOCK UNIT AGREEMENT FOR EMPLOYEES (Market-Based)2007 Stock Incentive Plan • May 7th, 2021 • Cardtronics PLC • Services-business services, nec • England and Wales
The grant of restricted stock units (“RSUs”) to Edward West (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 plc Fourth 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 PLC FOURTH AMENDED AND RESTATED 2007 STOCK INCENTIVE PLAN FOR NON- EMPLOYEE SHARE AND CASH AWARDS RESTRICTED STOCK UNIT AGREEMENT (Non-Employee Director)Restricted Stock Unit Agreement • May 7th, 2021 • 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 Annex to the Cardtronics plc Fourth Amended and Restated 2007 Stock Incentive Plan (as assumed and adopted by the Company) for Non-Employee Share and Cash Awards (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.
ACQUISITION AGREEMENT AMONG CARDTRONICS PLC, CARDTRONICS USA, INC. AND NCR CORPORATION Dated as of January 25, 2021Acquisition Agreement • January 25th, 2021 • Cardtronics PLC • Services-business services, nec • New York
This ACQUISITION AGREEMENT, dated as of January 25, 2021 (this "Agreement"), is entered into by and among Cardtronics plc, a public limited company incorporated in England and Wales (registered no. 10057418) (the "Company"), NCR Corporation, a Maryland corporation ("BidCo") and, solely for purposes of Section 8.2, Section 8.4 and Article IX, Cardtronics USA, Inc., a corporation incorporated in Delaware and a wholly owned subsidiary of the Company (the "Company Sub", and, together with BidCo and the Company, the "Parties" and each, a "Party").
EMPLOYMENT AGREEMENTRestricted Stock Unit Agreement • December 11th, 2017 • Cardtronics PLC • Services-business services, nec • Texas
This EMPLOYMENT AGREEMENT (this “Agreement”), dated December 6, 2017 is made by and among Cardtronics plc., an English public limited company (together with any successor thereof, the “Company”), Cardtronics USA, Inc., a Delaware corporation (“Opco”), and Mr. Edward H. West (“Executive”).
Execution VersionService Agreement • March 2nd, 2020 • Cardtronics PLC • Services-business services, nec • England and Wales
CARDTRONICS PLC FOURTH AMENDED AND RESTATED 2007 STOCK INCENTIVE PLAN RESTRICTED STOCK UNIT AGREEMENT FOR EMPLOYEES (New Hire)Restricted Stock Unit Agreement for Employees • May 8th, 2020 • 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 plc. Fourth 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 PLC FOURTH AMENDED AND RESTATED 2007 STOCK INCENTIVE PLAN NONQUALIFIED STOCK OPTION AWARD AGREEMENT FOR EMPLOYEES (Time-Based)Stock Incentive Plan • May 8th, 2020 • Cardtronics PLC • Services-business services, nec • England and Wales
The grant of nonqualified stock options (each an “Option” and collectively, “Options”) 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 plc Fourth Amended and Restated 2007 Stock Incentive Plan (as assumed and adopted by the Company) (the “Plan”) and this Option Award Agreement (this “Agreement”). By the Participant’s acceptance (electronic or otherwise) of this grant of Options, 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.
January 3, 2017 Mr. P. Michael McCarthy Houston, TX 77082 Re: Your Retirement Dear Mike,Cardtronics PLC • May 3rd, 2017 • Services-business services, nec • Texas
The parties agree that you will terminate your employment and retire, effective February 1, 2017. This letter agreement (the “Retirement Agreement”), together with the attached Exhibit A (“General Release”), reflects our mutual agreement regarding the terms of your retirement from Cardtronics USA, Inc. (the “Company”). In this Retirement Agreement, you and the Company are sometimes referred to individually as a “Party” and collectively as the “Parties.”
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.
CARDTRONICS PLC ANNEX 1 (THE NON-EMPLOYEE SHARE AND CASH AWARD PLAN) OF THE FOURTH AMENDED AND RESTATED 2007 STOCK INCENTIVE PLAN RESTRICTED STOCK UNIT AGREEMENT FOR EMPLOYEES (Market-Based/SA)Restricted Stock Unit Agreement for Employees • May 7th, 2021 • 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 Annex 1 (the Non-Employee Share and Cash Award Plan) of the Cardtronics plc Fourth 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.
EMPLOYMENT AGREEMENTEmployment Agreement • August 2nd, 2018 • Cardtronics PLC • Services-business services, nec • Texas
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is entered into as of May 14, 2018, by and between Paul Gullo (“Executive”) and Cardtronics USA, Inc. (the “Company”).
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”).
FIRST AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • March 2nd, 2020 • Cardtronics PLC • Services-business services, nec • Texas
THIS FIRST AMENDMENT TO EMPLOYMENT AGREEMENT (“Amendment”) is entered into by and between Cardtronics USA, Inc. (the “Company”), a Delaware corporation, and Stuart Mackinnon (the “Executive”) effective as of January 16, 2020.
ContractCredit Agreement • August 6th, 2020 • Cardtronics PLC • Services-business services, nec
THIS THIRD AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”), dated to be effective as of June 29, 2020 (the “Third Amendment Effective Date”), is entered into by and among CARDTRONICS plc, an English public limited company (the “Parent”), the other Obligors (as defined in the Credit Agreement defined below) party hereto, the Lenders (as defined below) party hereto and JPMorgan Chase Bank, N.A., as Administrative Agent for the Lenders (in such capacity, the “Administrative Agent”).
FIRST AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • March 2nd, 2020 • Cardtronics PLC • Services-business services, nec • Texas
THIS FIRST AMENDMENT TO EMPLOYMENT AGREEMENT (“Amendment”) is entered into by and between Cardtronics USA, Inc. (the “Company”), a Delaware corporation, and Paul Gullo (the “Executive”) effective as of January 1, 2019.
CARDTRONICS, INC.Supplemental Indenture • May 3rd, 2017 • Cardtronics PLC • Services-business services, nec • New York
This FIRST SUPPLEMENTAL INDENTURE, dated as of April 28, 2017 (this “Supplemental Indenture”), is among Cardtronics, Inc., a Delaware corporation (the “Company”), Cardtronics USA, Inc., a Delaware corporation (“Cardtronics USA” and, together with the Company, the “Issuers”), 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 Holdings”), CATM Holdings LLC, a Delaware limited liability company (“CATM Holdings,” and together with Cardtronics Holdings, the “Intermediate Parent Guarantors”), CATM Europe Holdings Limited, a private limited company organized under the laws of England and Wales (“CATM Europe”), DC Payments Australasia Pty Ltd, a private company organized under Australian law (“DC Payments”), Cardtronics Canada Holdings ULC, a corporation existing under the laws of Alberta (“Canada ULC”), CATM North
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”).
FIFTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • April 5th, 2017 • Cardtronics PLC • Services-business services, nec • New York
THIS FIFTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”), dated to be effective as of April 4, 2017 (the “Amendment Effective Date”), is entered into by and among CARDTRONICS plc, an English public limited company (the “Parent”), the other Obligors (as defined in the Credit Agreement defined below) party hereto, the Lenders (as defined below) party hereto and JPMORGAN CHASE BANK, N.A. (“JPMorgan”), as Administrative Agent for the Lenders (in such capacity, the “Administrative Agent”).
PARI PASSU INTERCREDITOR AGREEMENT among CARDTRONICS PLC, and CARDTRONICS USA, INC., the other Grantors party thereto, JPMORGAN CHASE BANK, N.A.,Passu Intercreditor Agreement • August 6th, 2020 • Cardtronics PLC • Services-business services, nec • New York
PARI PASSU INTERCREDITOR AGREEMENT dated as of June 29, 2020 (as amended, supplemented or otherwise modified from time to time, this “Agreement”), among CARDTRONICS PLC, an English public limited company (the “Parent”), CARDTRONICS USA, INC., a Delaware corporation (the “Borrower” and, together with Parent and certain other borrowers under the Credit Agreement, the “Borrowers”), the other Grantors (as defined below) party hereto, JPMORGAN CHASE BANK, N.A., as collateral agent for the Credit Agreement Secured Parties (as defined below) (in such capacity and together with its successors in such capacity, the “Credit Agreement Collateral Agent”), JPMORGAN CHASE BANK, N.A., as collateral agent for the Term Loan Agreement Secured Parties (as defined below) (in such capacity and together with its successors in such capacity, the “Term Loan Facility Collateral Agent”), and each Additional Agent from time to time party hereto for the Additional First Lien Secured Parties of the Series with res
SECOND AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • June 3rd, 2020 • Cardtronics PLC • Services-business services, nec • New York
THIS SECOND AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”), dated to be effective as of May 29, 2020 (the “Amendment Effective Date”), is entered into by and among CARDTRONICS plc, an English public limited company (the “Parent”), the other Obligors (as defined in the Credit Agreement defined below) party hereto, the Lenders (as defined below) party hereto and JPMorgan Chase Bank, N.A., as Administrative Agent for the Lenders (in such capacity, the “Administrative Agent”).
DATED 05 September 2017 CARDTRONICS UK LIMITED (1) and MARC TERRY (2) SERVICE AGREEMENTService Agreement • February 28th, 2019 • Cardtronics PLC • Services-business services, nec • England and Wales
DEED OF INDEMNITYDeed of Indemnity • February 21st, 2017 • Cardtronics PLC • Services-business services, nec • Delaware
This Deed of Indemnity (this “Deed”) is made and entered into as of the __ day of _______, 2016, by and between Cardtronics plc, a public limited company incorporated in England and Wales (the “Company,” which term shall include, where appropriate, any Entity (as hereinafter defined) controlled directly or indirectly by the Company and any successor to the Company), and _______________ (“Indemnitee”).
CARDTRONICS PLC ANNEX 1 (THE NON-EMPLOYEE SHARE AND CASH AWARD PLAN) OF THE FOURTH AMENDED AND RESTATED 2007 STOCK INCENTIVE PLAN RESTRICTED STOCK UNIT AGREEMENT FOR EMPLOYEES (Time-Based/SA)Restricted Stock Unit Agreement for Employees • May 7th, 2021 • 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 Annex 1 (the Non-Employee Share and Cash Award Plan) of the Cardtronics plc Fourth 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.
LIMITED GUARANTEELimited Guarantee • December 15th, 2020 • Cardtronics PLC • Services-business services, nec • Delaware
This LIMITED GUARANTEE, dated as of December 15, 2020 (as may be amended, restated, supplemented or otherwise modified, this “Limited Guarantee”), by each of the parties listed on Exhibit A hereto (each, a “Guarantor” and collectively, the “Guarantors”), is made in favor of Cardtronics plc, a public limited company incorporated in England and Wales (registered no. 10057418) (the “Guaranteed Party”). Reference is hereby made to that certain Acquisition Agreement, dated as of the date hereof (as may be amended, restated, supplemented or otherwise modified, the “Acquisition Agreement”), by and between the Guaranteed Party and Catalyst Holdings Limited, a private limited company incorporated in England and Wales (registered no. 13078098) (“BidCo”). Except as otherwise specified herein, each capitalized term used in this Limited Guarantee and not defined herein shall have the meaning ascribed to such term in the Acquisition Agreement.
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”).
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • August 1st, 2019 • Cardtronics PLC • Services-business services, nec • Texas
THIS AMENDMENT (this “Amendment”), dated as of July 31, 2019, is entered into by and between Cardtronics USA, Inc., a Delaware corporation (the “Company”), a Delaware corporation, and Gary W. Ferrera (the “Executive”).
APOLLO INVESTMENT FUND IX, L.P. APOLLO OVERSEAS PARTNERS (DELAWARE) IX, L.P. APOLLO OVERSEAS PARTNERS (DELAWARE 892) IX, L.P. APOLLO OVERSEAS PARTNERS IX, L.P. APOLLO OVERSEAS PARTNERS (LUX) IX, SCSpCardtronics PLC • January 7th, 2021 • Services-business services, nec
CARDTRONICS, INC.Supplemental Indenture • May 3rd, 2017 • Cardtronics PLC • Services-business services, nec • New York
This SECOND SUPPLEMENTAL INDENTURE, dated as of April 28, 2017 (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”), CATM Europe Holdings Limited, a private limited company organized under the laws of England and Wales (“CATM Europe”), DC Payments Australasia Pty Ltd, a private company organized under Australian law (“DC Payments”), Cardtronics Canada Holdings ULC, a corporation existing under the laws of Alberta (“Canada ULC”), CATM North America Holdings Limited, a private limited company organized under the laws of England and Wales (“CATM NA”), CATM Australasia Holdings Limited, a private limited company organized under the laws of England and Wales (“CATM Australasia”), Sunwin Services Group (2010) Limited, a private limited company organized under the laws of England and Wales (“Sunwin”), Cardtronics Canada Limited Par
FIRST AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • March 2nd, 2020 • Cardtronics PLC • Services-business services, nec • Texas
THIS FIRST AMENDMENT TO EMPLOYMENT AGREEMENT (“Amendment”) is entered into by and between Cardtronics USA, Inc. (the “Company”), a Delaware corporation, and Dan P. Antilley (the “Executive”) effective as of January 16, 2020.
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
FOURTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • January 9th, 2017 • Cardtronics PLC • Services-business services, nec • New York
THIS FOURTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”), dated to be effective as of January 3, 2017 (the “Amendment Effective Date”), is entered into by and among CARDTRONICS plc, an English public limited company (the “Parent”), the other Obligors (as defined in the Credit Agreement defined below) party hereto, the Lenders (as defined below) party hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent for the Lenders (the “Agent”).
ARRANGEMENT AGREEMENT among CARDTRONICS HOLDINGS LIMITED — and — DIRECTCASH PAYMENTS INC. Dated as of October 3, 2016Arrangement Agreement • October 7th, 2016 • Cardtronics PLC • Services-business services, nec • Alberta
AND WHEREAS the Parties (as defined herein) intend to carry out the Acquisition by way of a plan of arrangement under Section 193 of the Business Corporations Act (Alberta) substantially on the terms and conditions set forth in the Plan of Arrangement (as defined herein) (annexed hereto as Schedule “B”);
FIRST AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • October 27th, 2016 • Cardtronics PLC • Services-business services, nec
THIS FIRST AMENDMENT TO EMPLOYMENT AGREEMENT (“Amendment”) is entered into by and between Cardtronics USA, Inc., a Delaware corporation (the “Company”), and David Dove (the “Executive”) effective as of August 22, 2016.
SIXTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • November 2nd, 2017 • Cardtronics PLC • Services-business services, nec • New York
THIS SIXTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”), dated to be effective as of October 3, 2017 (the “Amendment Effective Date”), is entered into by and among CARDTRONICS plc, an English public limited company (the “Parent”), the other Obligors (as defined in the Credit Agreement defined below) party hereto, the Lenders (as defined below) party hereto and JPMorgan Chase Bank, N.A. (“JPMorgan”), as Administrative Agent for the Lenders (in such capacity, the “Administrative Agent”).
