Common use of Dissolutions Clause in Contracts

Dissolutions. The Borrower hereby represents and warrants to the Administrative Agent and Lenders that: (a) Telos Corporation ("Telos"), formerly a party to the Subsidiary Guarantee Agreement and the Subsidiary Pledge Agreement, was merged into L-3 Communications ILEX Systems, Inc. ("L-3 ILEX") on August 8, 2003 in a transaction permitted under the Credit Agreements, that L-3 ILEX was the surviving corporation in the merger and that Telos ceased to exist as a result of the merger; (b) L-3 Communications Analytics Corporation ("L-3 Analytics"), formerly a party to the Subsidiary Guarantee Agreement and the Subsidiary Pledge Agreement, was merged into L-3 Communications Government Services, Inc. ("L-3 GSI") on September 26, 2003 in a transaction permitted under the Credit Agreements, that L-3 GSI was the surviving corporation in the merger and that L-3 Analytics ceased to exist as a result of the merger; (c) AMI Instruments, Inc., formerly a party to the Subsidiary Guarantee Agreement and the Subsidiary Pledge Agreement, was merged into the Borrower on November 21, 2003 in a transaction permitted under the Credit Agreements and ceased to exist as a result of the merger; (d) SPD Holdings, Inc., formerly a party to the Subsidiary Guarantee Agreement and the Subsidiary Pledge Agreement, was merged into L-3 Communications SPD Technologies, Inc. on November 21, 2003 in a transaction permitted under the Credit Agreements, L-3 Communications SPD Technologies, Inc. was the surviving corporation in the merger and SPD Holdings, Inc. ceased to exist as a result of the merger; (e) L-3 Communications SPD Technologies, Inc., formerly a party to the Subsidiary Guarantee Agreement and the Subsidiary Pledge Agreement, was merged into the Borrower on November 21, 2003 in a transaction permitted under the Credit Agreements and ceased to exist as a result of the merger; (f) Southern California Microwave, Inc., formerly a party to the Subsidiary Guarantee Agreement and the Subsidiary Pledge Agreement, was merged into the Borrower on November 21, 2003 in a transaction permitted under the Credit Agreements and ceased to exist as a result of the merger; (g) L-3 Communications Avionics Component Overhaul and Repair, Inc., formerly a party to the Subsidiary Guarantee Agreement and the Subsidiary Pledge Agreement, was merged into L-3 Communications Avionics Systems, Inc. on November 21, 2003 in a transaction permitted under the Credit Agreements, L-3 Communications Avionics Systems, Inc. was the surviving corporation in the merger and L-3 Communications Avionics Component Overhaul and Repair, Inc. ceased to exist as a result of the merger; (h) L-3 Communications FlightSystems Corporation, formerly a party to the Subsidiary Guarantee Agreement and the Subsidiary Pledge Agreement, was merged into L-3 Communications Avionics Systems, Inc. on November 21, 2003 in a transaction permitted under the Credit Agreements, L-3 Communications Avionics Systems, Inc. was the surviving corporation in the merger and L-3 Communications FlightSystems Corporation ceased to exist as a result of the merger; (i) ▇-▇ ▇▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇ Corporation, formerly a party to the Subsidiary Guarantee Agreement and the Subsidiary Pledge Agreement, was merged into L-3 Communications Government Services, Inc. on December 31, 2003 in a transaction permitted under the Credit Agreements, L-3 Communications Government Services, Inc. was the surviving corporation in the merger and ▇-▇ ▇▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇ Corporation ceased to exist as a result of the merger; (j) L-3 Communications TMA Corporation, formerly a party to the Subsidiary Guarantee Agreement and the Subsidiary Pledge Agreement, was merged into L-3 Communications Government Services, Inc. on December 31, 2003 in a transaction permitted under the Credit Agreements, L-3 Communications Government Services, Inc. was the surviving corporation in the merger and L-3 Communications TMA Corporation ceased to exist as a result of the merger; (k) L-3 Communications Atlantic Science and Technology Corporation, formerly a party to the Subsidiary Guarantee Agreement and the Subsidiary Pledge Agreement, was merged into L-3 Communications ILEX Systems, Inc. on December 31, 2003 in a transaction permitted under the Credit Agreements, L-3 Communications ILEX Systems, Inc. was the surviving corporation in the merger and L-3 Communications Atlantic Science and Technology Corporation ceased to exist as a result of the merger; and (l) L-3 Communications DBS Microwave, Inc., formerly a party to the Subsidiary Guarantee Agreement and the Subsidiary Pledge Agreement, was merged into the Borrower on April 27, 2002 in a transaction permitted under the Credit Agreements and ceased to exist as a result of the merger. The parties to this Amendment accordingly agree that each reference in the Borrower Pledge Agreement (including, without limitation, Schedules 1 and 2 thereto), the Subsidiary Guarantee Agreement and the Subsidiary Pledge Agreement (including, without limitation, Schedules 1 and 2 thereto) to Telos Corporation, L-3 Communications Analytics Corporation, AMI Instruments, Inc., SPD Holdings, Inc., L-3 Communications SPD Technologies, Inc., Southern California Microwave, Inc., L-3 Communications Avionics Component Overhaul and Repair, Inc., L-3 Communications FlightSystems Corporation, ▇-▇ ▇▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇, ▇-▇ Communications TMA Corporation, L-3 Communications Atlantic Science and Technology Corporation and L-3 Communications DBS Microwave, Inc. is hereby deleted.

Appears in 2 contracts

Sources: Third Omnibus Amendment Regarding Third Amended and Restated Credit Agreement (L 3 Communications Holdings Inc), 364 Day Credit Agreement (L 3 Communications Holdings Inc)