Sabre 8K Entry into a Material Definitive Agreement | SABR 2 Dec 24

Exhibit 10.3

Execution Version

FOURTH TERM LOAN B EXTENSION AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT, dated as of November 25, 2024 (this “Fourth Term Loan Extension Amendment”), among Sabre GLBL Inc., a Delaware corporation (the “Borrower”), Sabre Holdings Corporation, a Delaware corporation (“Holdings”), each of the other Loan Parties, Bank of America, N.A. (“Bank of America”), as administrative agent (in such capacity, the “Administrative Agent”) and the Term B Lenders party hereto (each an “Extending Lender” and collectively, the “Extending Lenders”). The joint bookrunners for this Fourth Term Loan Extension Amendment are BofA Securities, Inc., Morgan Stanley Senior Funding, Inc. and Perella Weinberg Partners LP.

WHEREAS, the Borrower, Holdings, the Lenders and the Administrative Agent are parties to that certain Amended and Restated Credit Agreement, dated as of February 19, 2013 (as amended, amended and restated, modified and/or supplemented through the date hereof, the “Credit Agreement”), pursuant to which the Lenders have extended credit to the Borrower;

WHEREAS, in accordance with the provisions of Section 2.16 of the Credit Agreement and pursuant to a Term B Loan Extension Request, dated November 7, 2024 (the “Term B Loan Extension Request”), the Borrower has requested an extension of the scheduled maturity of the existing 2021 Other Term B-1 Loans;

WHEREAS, each Extending Lender, subject to the terms and conditions contained herein, has agreed to the Term B Loan Extension Request and has elected to convert its existing 2021 Other Term B-1 Loans (the “Existing Term B Loans”) into a new and separate Class of Extended Term Loans (the “2024 Term B-2 Loans”);

WHEREAS, in accordance with the provisions of Section 2.16 of the Credit Agreement and the terms and conditions set forth herein, the Borrower, Holdings, each of the other Loan Parties, the Extending Lenders and the Administrative Agent wish to effect this Fourth Term Loan Extension Amendment;

WHEREAS, the parties hereto wish to amend certain other provisions of the Credit Agreement as hereinafter provided in connection with foregoing, on the terms and subject to the conditions set forth herein;

NOW, THEREFORE, in consideration of the mutual agreements herein contained and other good and valuable consideration, the sufficiency and receipt of which are hereby acknowledged, the parties hereto hereby agree as follows:

SECTION 1 Defined Terms. Capitalized terms used but not defined herein shall have the meanings assigned to such terms in the Credit Agreement.

SECTION 2 Extension Amendment.

(a) For the avoidance of doubt, (i) this Fourth Term Loan Extension Amendment constitutes an “Extension Amendment” pursuant to which a new Class of Extended Term Loans is established pursuant to Section 2.16 of the Credit Agreement, (ii) each existing 2021 Other Term B-1 Lender that has executed and delivered a counterpart to this Fourth Term Loan Extension Amendment has made an “Extension Election” and constitutes an “Extending Lender” with respect to its 2021 Other Term B-1 Loans and (iv) the Fourth Term Loan Extension Amendment Effective Date (as defined below) constitutes an “Extension Date” under Section 2.16 of the Credit Agreement.

(b) Subject to the terms and conditions set forth herein and the occurrence of the Fourth Term Loan Extension Amendment Effective Date, each Extending Lender agrees to convert all of its Existing Term B Loans into 2024 Term B-2 Loans. The Existing Term B Loans of Term Lenders that are not Extending Lenders party hereto shall remain unaffected and outstanding pursuant to the Credit Agreement.

(c) Each of the parties to this Fourth Term Loan Extension Amendment hereby agrees that on the Fourth Term Loan Extension Amendment Effective Date, (i) the Existing Term B Loans of each Extending Lender shall be converted into 2024 Term B-2 Loans, (ii) the 2024 Term B-2 Loans shall constitute a new “Class” of 2024 Term B-2 Loans for all purposes of the Credit Agreement and the other Loan Documents and (iii) the 2024 Term B-2 Loans of the Extending Lenders shall become “Term Loans” for all purposes of the Credit Agreement and the other Loan Documents.

(d) Each of the parties to this Fourth Term Loan Extension Amendment hereby agrees (x) that the 2024 Term B-2 Loans established pursuant to this Fourth Term Loan Extension Amendment shall have the “Interest Rates”, “Maturity Date”, “Scheduled Amortization” and “Call Premium” as set forth on Annex I hereto and (y) that all other terms and conditions applicable to such 2024 Term B-2 Loans shall be as set forth in the Credit Agreement as amended pursuant to this Fourth Term Loan Extension Amendment (including pursuant to Section 3 below).

(e) The Administrative Agent is hereby authorized to prepare, in consultation with the Borrower, the schedule of Existing Term B Loans, as Schedule 2.01B to the Credit Agreement, reflecting the 2024 Term B-2 Loans and the then remaining Existing Term B Loans, and the amounts reflected therein shall be conclusive absent demonstrable error.

(f) For the avoidance of doubt, each of the Extending Lenders agree that the remaining portion of Existing Term B Loans shall be permitted to be prepaid pursuant to Section 2.05 without a corresponding pro-rata reduction of the 2024 Term B-2 Loans.

SECTION 3 Amendments to the Credit Agreement. Subject to the satisfaction of the conditions precedent set forth in Section 7 hereof, on and as of the Fourth Term Loan Extension Amendment Effective Date (immediately after giving effect to incurrence of the 2024 Term B-2 Loans), the Credit Agreement is hereby amended by (i) deleting the stricken text (indicated textually in the same manner as the following example: ~~stricken text~~), and (ii) adding the double underlined text (indicated textually in the same manner as the following example: double-underlined text) as set forth in the amended Credit Agreement attached hereto as Appendix A.

SECTION 4 [Reserved].

SECTION 5 Representations and Warranties. To induce the other parties hereto to enter into this Fourth Term Loan Extension Amendment, each Loan Party represents and warrants to each of the Lenders party hereto and the Administrative Agent that:

(a) the execution, delivery and performance by each Loan Party of this Fourth Term Loan Extension Amendment has been duly authorized by all necessary corporate, limited liability company and/or partnership action, as applicable, of such Loan Party;

(b) this Fourth Term Loan Extension Amendment has been duly executed and delivered by such Loan Party;

(c) each of this Fourth Term Loan Extension Amendment, the Credit Agreement and each other Loan Document to which each Loan Party is a party, after giving effect to the amendments pursuant to this Fourth Term Loan Extension Amendment and the transactions contemplated hereby, constitutes a legal, valid and binding obligation of such Loan Party, enforceable against it in accordance with its terms, subject to Debtor Relief Laws and to general principles of equity;

(d) no material approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority is necessary or required in connection with the execution, delivery or performance by, or enforcement against, any Loan Party of this Fourth Term Loan Extension Amendment or the Credit Agreement, after giving effect to the amendments pursuant to this Fourth Term Loan Extension Amendment and the transactions contemplated hereby or for the consummation of the transactions contemplated hereby;

(e) the execution, delivery and performance by each Loan Party of this Fourth Term Loan Extension Amendment and the performance of the Credit Agreement, after giving effect to the amendments pursuant to this Fourth Term Loan Extension Amendment, are within such Loan Party’s corporate, limited liability company or limited partnership powers, as applicable, and do not and will not (i) contravene the terms of any of such Person’s Organization Documents or (ii) violate any applicable material Law; in the case of this clause (ii), to the extent that such violations would not reasonably be expected to have a Material Adverse Effect; and

(f) immediately before and after giving effect to this Fourth Term Loan Extension Amendment and the transactions contemplated hereby (i) the representations and warranties of the Borrower and each of the other Loan Parties set forth in Article V of the Credit Agreement and in the other Loan Documents are true and correct in all material respects on and as of the Fourth Term Loan Extension Amendment Effective Date, except to the extent such representations and warranties expressly relate to an earlier date, in which case they were true and correct in all material respects as of such earlier date; provided that any representation or warranty that is qualified as to “materiality”, “Material Adverse Effect” or similar language is true and correct (after giving effect to any qualification therein) in all respects on such respective dates, and (ii) no Default shall have occurred and be continuing as of the Fourth Term Loan Extension Amendment Effective Date, after giving effect to this Fourth Term Loan Extension Amendment and the transactions contemplated hereby.

SECTION 6 Effectiveness. This Fourth Term Loan Extension Amendment shall become effective as of the date (the “Fourth Term Loan Extension Amendment Effective Date”) on which each of the following conditions shall have been satisfied:

(a) the Administrative Agent (or its counsel) shall have received counterparts of this Fourth Term Loan Extension Amendment that, when taken together, bear the signatures of (i) Holdings, (ii) the Borrower, (iii) each other Guarantor (iv) the Administrative Agent and (v) each Extending Lender;

(b) the Administrative Agent shall have received a certificate signed by a Responsible Officer of the Borrower certifying that the condition set forth in clause (f) below has been satisfied on or as of the Fourth Term Loan Extension Amendment Effective;

(d) the Administrative Agent shall have received a certificate from the chief financial officer of the Borrower substantially in the form of the certificate delivered pursuant to Section 4.01(a)(vi) to the Credit Agreement (with appropriate modifications to reflect the consummation of the transactions contemplated by this Fourth Term Loan Extension Amendment on the Fourth Term Loan Extension Amendment Effective Date) attesting to the Solvency of the Borrower and its Subsidiaries (taken as a whole) after giving effect to this Fourth Term Loan Extension Amendment and the transactions contemplated hereby;

(e) the Administrative Agent shall have received such other documents and certificates as the Administrative Agent or its counsel may reasonably request relating to the organization, existence and good standing of each Loan Party and the authorization of this Fourth Term Loan Extension Amendment and amendment of the Credit Agreement and the other transactions contemplated hereby, all in form and substance reasonably satisfactory to the Administrative Agent;

(f) all of the conditions specified in Section 2.16 of the Credit Agreement with respect to the establishment of the 2024 Term B-2 Loans shall have been satisfied;

(g) the Administrative Agent shall have received favorable customary legal opinions of (i) Young Conaway Stargatt & Taylor LLP, Delaware counsel to the Loan Parties and (ii) Davis Polk & Wardwell LLP, New York counsel to the Loan Parties, in each case, as to any matter reasonably requested by the Administrative Agent, addressed to each Lender party hereto and the Administrative Agent, dated the Fourth Term Loan Extension Amendment Effective Date and in form and substance reasonably satisfactory to the Administrative Agent, which the Loan Parties hereby request such counsel to deliver;

(h) no Default exists as of the Fourth Term Loan Extension Amendment Effective Date, both before and immediately after giving effect to this Fourth Term Loan Extension Amendment and the transactions contemplated hereby;

(i) all of the representations and warranties of the Borrower and each of the other Loan Parties set forth in Article V of the Credit Agreement and in the other Loan Documents (including this Fourth Term Loan Extension Amendment) are true and correct in all material respects on and as of the Fourth Term Loan Extension Amendment Effective Date, except to the extent such representations and warranties expressly relate to an earlier date, in which case they were true and correct in all material respects as of such earlier date; provided that any representation or warranty that is qualified as to “materiality”, “Material Adverse Effect” or similar language is true and correct (after giving effect to any qualification therein) in all respects on such respective dates;

(j) the Administrative Agent and the arrangers of this Fourth Term Loan Extension Amendment, as applicable, shall have received payment of all fees and other amounts due and payable on or prior to the Fourth Term Loan Extension Amendment Effective Date and, to the extent invoiced, reimbursement or payment of all reasonable and documented out-of-pocket costs and expenses required to be reimbursed or paid by the Borrower hereunder or under any other Loan Document, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent; and

(i) The Administrative Agent shall have received, no later than three (3) Business Days in advance of the Fourth Term Loan Extension Amendment Effective Date, all documentation and other information required by regulatory authorities under applicable “know your customer” and anti-money laundering rules and regulations, including, without limitation, the PATRIOT Act and 31 CFR § 1010.230, that has been reasonably requested by the Extending Lenders through the Administrative Agent at least ten (10) Business Days in advance of the Fourth Term Loan Extension Amendment Effective Date.

The Administrative Agent shall notify the Borrower and the Extending Lenders of the Fourth Term Loan Extension Amendment Effective Date, and such notice shall be conclusive and binding.

SECTION 7 Reaffirmation of Guaranty and Security. The Borrower and each other Loan Party, by its signature below, hereby (a) agrees that, notwithstanding the effectiveness of this Fourth Term Loan Extension Amendment or the Credit Agreement, after giving effect to this Fourth Term Loan Extension Amendment and the transactions contemplated hereby, the Collateral Documents continue to be in full force and effect and (b) affirms and confirms all of its obligations and liabilities under the Credit Agreement and each other Loan Document, in each case after giving effect to this Fourth Term Loan Extension Amendment and the transactions contemplated hereby, including its guarantee of the Obligations and the pledge of and/or grant of a security interest in its assets as Collateral pursuant to the Collateral Documents to secure such Obligations, all as provided in the Collateral Documents as originally executed, and acknowledges and agrees that such obligations, liabilities, guarantee, pledge and grant continue in full force and effect in respect of, and to secure, such Obligations under the Credit Agreement and the other Loan Documents, in each case after giving effect to this Fourth Term Loan Extension Amendment and the transactions contemplated hereby.

SECTION 8 Reference to and effect on the Credit Agreement. From and after the Fourth Term Loan Extension Amendment Effective Date, the terms “Agreement”, “this Fourth Term Loan Extension Amendment”, “herein”, “hereinafter”, “hereto”, “hereof” and words of similar import, as used in the Credit Agreement, shall, unless the context otherwise requires, refer to the Credit Agreement as amended hereby, and the term “Credit Agreement”, as used in the other Loan Documents, shall mean the Credit Agreement as amended hereby and as may be further amended, supplemented or otherwise modified from time to time. For the avoidance of doubt, any references to “the date hereof” in the Credit Agreement shall refer to February 19, 2013.

SECTION 9 Counterparts. This Fourth Term Loan Extension Amendment may be executed in any number of counterparts and by different parties hereto in separate counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. Except to the extent applicable law would prohibit the same, make the same unenforceable or affirmatively requires a manually executed counterpart signature, the delivery of an executed counterpart of a signature page of this Fourth Term Loan Extension Amendment by fax, emailed .pdf or any other electronic means approved by the Administrative Agent in writing (which may be via email) that reproduces an image of the actual executed signature page shall be as effective as the delivery of a manually executed counterpart of this Fourth Term Loan Extension Amendment. In furtherance of the foregoing, the words “execution”, “signed”, “signature”, “delivery” and words of like import in or relating to any document to be signed in connection with this Fourth Term Loan Extension Amendment and the transactions contemplated hereby shall be deemed to include Electronic Signatures, deliveries or the keeping of records in electronic form, each of which shall be of the same legal effect, validity or enforceability as a manually executed signature, physical delivery thereof or the use of a paper-based recordkeeping system, as the case may be, to the extent and as provided for in any applicable law, including the Federal Electronic Signatures in Global and National Commerce Act, the New York State Electronic Signatures and Records Act, or any other similar state laws based on the Uniform Electronic Transactions Act. As used herein, “Electronic Signature” means an electronic sound, symbol, or process attached to, or associated with, a contract or other record and adopted by a person with the intent to sign, authenticate or accept such contract or other record. Section headings used herein are for convenience of reference only, are not part of this Fourth Term Loan Extension Amendment and are not to affect the construction of, or to be taken into consideration in interpreting, this Fourth Term Loan Extension Amendment.

SECTION 10 Governing Law. THIS FOURTH TERM LOAN EXTENSION AMENDMENT SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAW OF THE STATE OF NEW YORK.

SECTION 11 Jurisdiction. ANY LEGAL ACTION OR PROCEEDING ARISING UNDER THIS FOURTH TERM LOAN EXTENSION AMENDMENT OR IN ANY WAY CONNECTED WITH OR RELATED OR INCIDENTAL TO THE DEALINGS OF THE PARTIES HERETO OR ANY OF THEM WITH RESPECT TO THIS FOURTH TERM LOAN EXTENSION AMENDMENT, OR THE TRANSACTIONS RELATED THERETO, IN EACH CASE WHETHER NOW EXISTING OR HEREAFTER ARISING, MAY BE BROUGHT IN THE COURTS OF THE STATE OF NEW YORK SITTING IN NEW YORK CITY (IN THE BOROUGH OF MANHATTAN) OR OF THE UNITED STATES FOR THE SOUTHERN DISTRICT OF SUCH STATE, AND BY EXECUTION AND DELIVERY OF THIS FOURTH TERM LOAN EXTENSION AMENDMENT, THE BORROWER, HOLDINGS, EACH OTHER GUARANTOR, THE ADMINISTRATIVE AGENT AND EACH LENDER PARTY HERETO CONSENTS, FOR ITSELF AND IN RESPECT OF ITS PROPERTY, TO THE

EXCLUSIVE JURISDICTION OF THOSE COURTS AND AGREES NOT TO COMMENCE ANY SUCH LEGAL ACTION OR PROCEEDING IN ANY OTHER JURISDICTION, TO THE EXTENT PERMITTED BY APPLICABLE LAW. THE BORROWER, HOLDINGS, EACH OTHER LOAN PARTY, THE ADMINISTRATIVE AGENT AND EACH LENDER PARTY HERETO IRREVOCABLY WAIVES ANY OBJECTION, INCLUDING ANY OBJECTION TO THE LAYING OF VENUE OR BASED ON THE GROUNDS OF FORUM NON CONVENIENS, WHICH IT MAY NOW OR HEREAFTER HAVE TO THE BRINGING OF ANY ACTION OR PROCEEDING IN SUCH JURISDICTION IN RESPECT OF THIS THIRD TERM LOAN EXTENSION AMENDMENT OR OTHER DOCUMENT RELATED HERETO.

SECTION 12 Waiver of Right to Trial by Jury. EACH PARTY TO THIS FOURTH TERM LOAN EXTENSION AMENDMENT HEREBY EXPRESSLY WAIVES ANY RIGHT TO TRIAL BY JURY OF ANY CLAIM, DEMAND, ACTION OR CAUSE OF ACTION ARISING UNDER THIS THIRD TERM LOAN EXTENSION AMENDMENT OR IN ANY WAY CONNECTED WITH OR RELATED OR INCIDENTAL TO THE DEALINGS OF THE PARTIES HERETO OR ANY OF THEM WITH RESPECT TO THIS FOURTH TERM LOAN EXTENSION AMENDMENT, OR THE TRANSACTIONS RELATED HERETO, IN EACH CASE WHETHER NOW EXISTING OR HEREAFTER ARISING, AND WHETHER FOUNDED IN CONTRACT OR TORT OR OTHERWISE; AND EACH PARTY HEREBY AGREES AND CONSENTS THAT ANY SUCH CLAIM, DEMAND, ACTION OR CAUSE OF ACTION SHALL BE DECIDED BY COURT TRIAL WITHOUT A JURY, AND THAT ANY PARTY TO THIS AGREEMENT MAY FILE AN ORIGINAL COUNTERPART OR A COPY OF THIS SECTION 12 WITH ANY COURT AS WRITTEN EVIDENCE OF THE CONSENT OF THE SIGNATORIES HERETO TO THE WAIVER OF THEIR RIGHT TO TRIAL BY JURY.

SECTION 13 Confidentiality. Section 11.08 of the Credit Agreement will apply to this Fourth Term Loan Extension Amendment, mutatis mutandis, as if set forth herein.

SECTION 14 Headings. The headings of this Fourth Term Loan Extension Amendment are for purposes of reference only and shall not limit or otherwise affect the meaning hereof.

SECTION 15 No Novation. Other than with respect to the Existing Term Loans as expressly set forth herein, this Fourth Term Loan Extension Amendment shall not extinguish the Obligations for the payment of money outstanding under the Credit Agreement or discharge or release the lien or priority of any Loan Document or any other security therefor or any guarantee thereof, and the liens and security interests existing immediately prior to the Fourth Term Loan Extension Amendment in favor of the Administrative Agent for the benefit of the Secured Parties securing payment of the Obligations are in all respects continuing and in full force and effect with respect to all Obligations. Other than with respect to the Existing Term B Loans as expressly set forth herein, nothing herein contained shall be construed as a substitution or novation, or a payment and reborrowing, or a termination, of the Obligations outstanding under the Credit Agreement or instruments guaranteeing or securing the same, which shall remain in full force and effect, except as modified hereby or by instruments executed concurrently herewith. Nothing expressed or implied in this Fourth Term Loan Extension Amendment or any other document contemplated hereby or thereby shall be construed as a release or other discharge of the Borrower under the Credit Agreement or the Borrower or any other Loan Party under any Loan Document from any of its obligations and liabilities thereunder, and such obligations are in all respects continuing with only the terms being modified as provided in this Fourth Term Loan Extension Amendment. The Credit Agreement and each of the other Loan Documents shall remain in full force and effect, until and except as modified hereby. This Fourth Term Loan Extension Amendment shall constitute a Loan Document for all purposes of the Credit Agreement. Each Guarantor further agrees that nothing in the Credit Agreement, this Fourth Term Loan Extension Amendment or any other Loan Document shall be deemed to require the consent of such Guarantor to any future amendment to the Credit Agreement.

SECTION 16 Notices. All communications and notices hereunder shall be given as provided in the Credit Agreement.

SECTION 17 Severability. If any provision of this Fourth Term Loan Extension Amendment is held to be illegal, invalid or unenforceable, the legality, validity and enforceability of the remaining provisions of this Fourth Term Loan Extension Amendment and the other Loan Documents shall not be affected or impaired thereby. The invalidity of a provision in a particular jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction.

SECTION 18 Successors. The terms of this Fourth Term Loan Extension Amendment shall be binding upon, and shall inure for the benefit of, the parties hereto and their respective successors and assigns.

SECTION 19 No Waiver. Except as expressly set forth herein, this Fourth Term Loan Extension Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders or the Agents under the Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other provision of the Credit Agreement or of any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle the Borrower to receive a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances.

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IN WITNESS WHEREOF, the parties hereto have caused this Fourth Term Loan Extension Amendment to be duly executed by their duly authorized officers, all as of the date and year first above written.


SABRE GLBL INC.,

By		/s/ Brian Evans
		Name: Brian Evans
		Title: Treasurer

SABRE HOLDINGS CORPORATION,

By		/s/ Brian Evans
		Name: Brian Evans
		Title: Treasurer


EACH OF THE LOAN PARTIES LISTED BELOW, hereby consents to the entering into of this Fourth Term Loan Extension Amendment and agrees to the provisions hereof:

GETTHERE INC.

By:		/s/ Brian Evans
Name: Brian Evans
Title: Treasurer

GETTHERE L.P.

By:		GetThere Inc., its General Partner

By:		/s/ Brian Evans
Name: Brian Evans
Title: Treasurer

LASTMINUTE.COM LLC

By:		/s/ Brian Evans
Name: Brian Evans
Title: Treasurer

[Signature Page – Sabre 2024 Amendments – Fourth TLB Extension Amendment]


LASTMINUTE.COM HOLDINGS, INC.

By:		/s/ Brian Evans
Name: Brian Evans
Title: Treasurer

PRISM GROUP, INC.

By:		/s/ Brian Evans
Name: Brian Evans
Title: Treasurer

PRISM TECHNOLOGIES, LLC

By:		/s/ Brian Evans
Name: Brian Evans
Title: Treasurer

SABRE INTERNATIONAL NEWCO, INC.

By:		/s/ Brian Evans
Name: Brian Evans
Title: Treasurer

SABREMARK G.P., LLC

By:		/s/ Steven W. Milton
Name: Steven W. Milton
Title: Corporate Secretary

IHS US INC.

By:		/s/ Brian Evans
Name: Brian Evans
Title: Treasurer

[Signature Page – Sabre 2024 Amendments – Fourth TLB Extension Amendment]


SABREMARK LIMITED PARTNERSHIP

By:		SabreMark G.P., LLC, its General Partner

By:		/s/ Steven W. Milton
Name: Steven W. Milton Title: Corporate Secretary

INNLINK, LLC

By:		/s/ Brian Evans
Name: Brian Evans
Title: Treasurer

NEXUS WORLD SERVICES, INC.

By:		/s/ Brian Evans
Name: Brian Evans
Title: Treasurer

TRAVLYNX LLC

By:		/s/ Brian Evans
Name: Brian Evans
Title: Treasurer

TVL HOLDINGS I, LLC

By:		/s/ Brian Evans
Name: Brian Evans
Title: Treasurer

TVL HOLDINGS, INC.

By:		/s/ Brian Evans
Name: Brian Evans
Title: Treasurer

TVL LLC

By:		/s/ Brian Evans
Name: Brian Evans
Title: Treasurer

[Signature Page – Sabre 2024 Amendments – Fourth TLB Extension Amendment]


TVL LP

By: TVL LLC, its General Partner

By:		/s/ Brian Evans
Name: Brian Evans
Title: Treasurer

TVL COMMON, INC.

By:		/s/ Brian Evans
Name: Brian Evans
Title: Treasurer

RSI MIDCO, INC.

By:		/s/ Brian Evans
Name: Brian Evans
Title: Treasurer

RADIXX SOLUTIONS INTERNATIONAL, Inc.

By:		/s/ Brian Evans
Name: Brian Evans Title: Treasurer

SABRE GDC, LLC

By:		/s/ Brian Evans
Name: Brian Evans
Title: Treasurer

[Signature Page – Sabre 2024 Amendments – Fourth TLB Extension Amendment]


BANK OF AMERICA, N.A., as Administrative Agent


By		/s/ Taelitha Bonds-Harris
		Name: Taelitha Bonds-Harris
		Title: Vice President


By		/s/ Taelitha Bonds-Harris
		Name: Taelitha Bonds-Harris
		Title: Vice President

[Signature Page – Sabre 2024 Amendments – Fourth TLB Extension Amendment]

[Lender Signatures on file with Administrative Agent]

[Signature Page – Sabre 2024 Amendments – Fourth TLB Extension Amendment]

ANNEX I

SUMMARY OF TERMS

Capitalized terms (and section references) used but not defined herein shall have the meanings assigned to such terms in the Credit Agreement, as amended by this Fourth Term Loan Extension Amendment (including pursuant to Section 3 thereof).


Interest Rates:		The Applicable Rate with respect to any 2024 Term B-2 Loans, (I) for Base Rate Loans, 5.00% and (II) for Term SOFR Loans, 6.00%: Notwithstanding anything to the contrary in the Credit Agreement, (I) Term SOFR for the 2024 Term B-2 Loans shall in no event be less than 0.50% per annum and (II) the Base Rate for the 2024 Term B-2 Loans shall in no event be less than 1.50% per annum.

Maturity Date:		November 15, 2029 (or, with respect to any Term Lender that has extended the maturity date of its 2024 Term B-2 Loans pursuant to Section 2.16, the extended maturity date set forth in the applicable Term Extension Request delivered by the Borrower and such Term Lender to the Administrative Agent pursuant to Section 2.16) (the “2024 Term B-2 Loan Maturity Date”).

Scheduled Amortization:		The Borrower shall repay to the Administrative Agent for the ratable account of the 2024 Term B-2 Lenders: (i) on the last Business Day of each March, June, September and December, commencing with the last Business Day of March 31, 2025, an aggregate Dollar Amount equal to 0.25% of the aggregate Dollar Amount of all 2024 Term B-2 Loans outstanding on the Fourth Term Loan Extension Amendment Effective Date (as such repayment amount shall be reduced as a result of the application of prepayments as directed by the Borrower pursuant to Section 2.05). (ii) on the 2024 Term B-2 Loan Maturity Date, the aggregate principal amount of all such 2024 Term B-2 Loans outstanding on such date.

Call Premium:		(I) Any prepayment or repayment of the 2024 Term B-2 Loans pursuant to Section 2.05(a)(i) or Section 2.05(b)(viii) or (II) any Repricing Event (as defined below) (including any assignment of such 2024 Term B-2 Loans pursuant to the terms of Section 3.07, in each case, in connection with a Repricing Event), in each case, shall be accompanied by the payment of the Call Premium (as defined below), for the ratable account of the 2024 Term B-2 Lenders. “Repricing Event” means any amendment to the Credit Agreement the primary purpose of which is the reduce the Effective Yield applicable to the 2024 Term B-2 Loans. Any such determination by the Administrative Agent as contemplated by the preceding sentence shall be conclusive and binding on the Borrower and all Lenders holding such 2024 Term B-2 Loans, absent manifest error. The Administrative Agent shall not have any liability to any Person with respect to such determination.

“Call Premium” means a premium (expressed as a percentage of the principal amount of the applicable 2024 Term B-2 Loans to be prepaid, repaid, subject to the applicable amendment or assigned, as the case may be) equal to the amount set forth below:

(a) 1.0% on or prior to the 6 month anniversary of the Fourth Term Loan Extension Amendment Effective Date; and

(b) 0% after such date described in clause (a) above.

APPENDIX A

Amended Credit Agreement

[see attached]

Sabre (SABR) 8-KEntry into a Material Definitive Agreement