Common Contracts

Amended and Restated Commitment Letter

Open Text Corp • November 3rd, 2016 • Services-computer integrated systems design • New York

• Company
  Open Text Corp
• Filed
  November 3rd, 2016
• Industry
  Services-computer integrated systems design
• Jurisdiction
  New York

You (the “Borrower”) have advised Barclays, Citigroup Global Markets Inc. (“CGMI”), Royal Bank of Canada (“Royal Bank”) and RBC Capital Markets.1 (“RBCCM” and, together with Barclays, CGMI and Royal Bank, the “Commitment Parties,” “us” or “we”) that (a) you entered into a Master Acquisition Agreement dated as of September 12, 2016 including the schedules and exhibits thereto (as amended in accordance with the terms of this Commitment Letter (as defined below) and in effect from time to time, the “Acquisition Agreement”) to effect an acquisition (the “Acquisition”) of a line of business (the “Acquired Business”) from a group of companies identified to us as “Echo” (collectively, the “Seller”) and (b) in connection with the consummation of the Acquisition (the date thereof being, the “Closing Date”), you intend to incur a first lien term loan facility in an aggregate principal amount of up to $1,000.0 million (the “Term Facility”). You have further advised us that the proceeds of the Ter

Commitment Letter

Open Text Corp • September 13th, 2016 • Services-computer integrated systems design • New York

• Company
  Open Text Corp
• Filed
  September 13th, 2016
• Industry
  Services-computer integrated systems design
• Jurisdiction
  New York

You (the “Borrower”) have advised Barclays Bank PLC (“Barclays,” the “Commitment Party,” “us” or “we”) that (a) you intend to enter into a Master Acquisition Agreement dated as of September 12, 2016 including the schedules and exhibits thereto (as amended in accordance with the terms of this Commitment Letter and in effect from time to time, the “Acquisition Agreement”) to effect an acquisition (the “Acquisition”) of a line of business (the “Acquired Business”) from a group of companies identified to us as “Echo” (collectively, the “Seller”) and (b) in connection with the consummation of the Acquisition (the date thereof being, the “Closing Date”), you intend to incur a first lien term loan facility in an aggregate principal amount of up to $1,000.0 million (the “Term Facility”). You have further advised us that the proceeds of the Term Facility, together with cash on hand of the Borrower, proceeds from the incurrence of indebtedness under the Borrower’s existing second amended and res