Orbital Sciences Corp /De/ Sample Contracts

Orbital Sciences Corp /De/ – AMENDED AND RESTATED ORBITAL SCIENCES CORPORATION BYLAWS (February 10th, 2015)
Orbital Sciences Corp /De/ – AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF ORBITAL SCIENCES CORPORATION (February 10th, 2015)

SECOND:  The address, including street, number, city and county, of the registered office of the Corporation in the State of Delaware is 2711 Centerville Road, Suite 400, in the City of Wilmington, County of New Castle, 19808, and the name of the registered agent of the Corporation in the State of Delaware at such address is Corporation Service Company.

Orbital Sciences Corp /De/ – News Release (February 10th, 2015)

Arlington, Va. and Dulles, Va., Feb. 9, 2015 — Alliant Techsystems Inc. (“ATK”) (NYSE: ATK) today announced that it has completed the previously announced tax-free spin-off of its Sporting Group business to ATK stockholders as a newly formed company named Vista Outdoor Inc. (“Vista Outdoor”).  Following the spin-off, ATK and Orbital Sciences Corporation (“Orbital” ) (NYSE: ORB) successfully completed the tax-free, all-stock merger of ATK’s Aerospace and Defense Groups with Orbital. Upon consummation of the merger, the combined company’s name was changed to “Orbital ATK, Inc.” (“Orbital ATK”). Today, ATK stockholders received two shares of Vista Outdoor common stock for every share of ATK common stock held on the record date, February 2, 2015. Orbital stockholders received 0.449 shares of Orbital ATK common stock for every one share of Orbital common stock.

Orbital Sciences Corp /De/ – NEWS RELEASE (January 27th, 2015)

(Dulles, VA 27 January 2015) - Orbital Sciences Corporation (NYSE: ORB) today announced that at a special meeting held this morning, the company’s stockholders voted overwhelmingly to approve the proposed merger with the Aerospace and Defense Groups of Alliant Techsystems Inc. (NYSE: ATK), pursuant to the definitive transaction agreement dated April 28, 2014.  Approximately 99% of the votes cast at the special meeting voted in favor of the adoption of the transaction agreement, which represented approximately 85% of the total number of outstanding shares of Orbital common stock as of the December 16, 2014 record date for the special meeting.

Orbital Sciences Corp /De/ – News Release (December 5th, 2014)

Arlington, Va., Dec. 4, 2014—Alliant Techsystems Inc. (“ATK”) (NYSE: ATK) and Orbital Sciences Corporation (“Orbital”) (NYSE: ORB) announced that the U.S. Department of Justice (“DOJ”) has unconditionally cleared the proposed merger of ATK’s Aerospace and Defense Groups with Orbital. The U.S. Federal Trade Commission (“FTC”) informed ATK and Orbital today, December 4, 2014, that the FTC and DOJ terminated the Hart-Scott-Rodino waiting period effective December 4, 2014. As previously announced, ATK and Orbital have entered into a transaction agreement, whereby ATK’s Aerospace and Defense Groups will merge with Orbital immediately following the spin-off of ATK’s Sporting Group business to ATK stockholders as a newly formed company called Vista Outdoor Inc. The companies anticipate completing the transaction in February 2015, subject to the satisfaction of remaining closing conditions, including the approval of both ATK’s and Orbital’s stockholders at special meetings scheduled for Januar

Orbital Sciences Corp /De/ – News Release (November 18th, 2014)

Arlington, Va., Nov. 17, 2014—Alliant Techsystems Inc. (“ATK”) (NYSE: ATK) and Orbital Sciences Corporation (“Orbital”) (NYSE: ORB) announced today that the two companies have set January 27, 2015 as the new date for their separate, special stockholder meetings in connection with the proposed transaction to spin off ATK’s Sporting Group business and immediately thereafter, merge ATK’s Aerospace and Defense Groups with Orbital. On October 28, 2014, both companies communicated they would hold separate, special stockholder meetings on December 9, 2014 for ATK stockholders to vote on the issuance of shares to stockholders of Orbital and for Orbital stockholders to vote on the proposed transaction. Following this announcement on October 28, 2014, a failure occurred during Orbital’s Antares launch.  Since the incident, the companies have conducted a thorough review and analysis of the launch failure and Orbital’s proposed recovery plan and long-term competitive position.  Following this revi

Orbital Sciences Corp /De/ – NEWS RELEASE (October 28th, 2014)

(Dulles, VA 28 October 2014) — Orbital Sciences Corporation (NYSE: ORB) today announced that it has set December 9, 2014 as the date for a special meeting of its stockholders at which stockholders will be asked, among other things, to adopt the previously announced transaction agreement with Alliant Techsystems Inc. (“ATK”) (NYSE: ATK), whereby Orbital and ATK’s Aerospace and Defense Groups will merge immediately following the spin-off of ATK’s Sporting Group business to ATK stockholders as a newly formed company called Vista Outdoor Inc. Orbital stockholders of record as of the close of business on October 29, 2014 are entitled to receive notice of, and to vote at, the special meeting. The special meeting will be held on December 9, 2014, at 9:00 a.m. local time, at Orbital’s corporate headquarters at 45101 Warp Drive, Dulles, Virginia 20166.

Orbital Sciences Corp /De/ – ORBITAL ANNOUNCES THIRD QUARTER 2014 FINANCIAL RESULTS (October 16th, 2014)

(Dulles, VA 16 October 2014) — Orbital Sciences Corporation (NYSE: ORB) today reported its financial results for the third quarter of 2014.  Third quarter 2014 revenues were $338.2 million, compared to $322.0 million in the third quarter of 2013.  Third quarter 2014 operating income was $33.3 million.  Adjusted operating income* in the third quarter of 2014 was $36.5 million, or 10.8% of revenues, compared to $25.6 million, or 8.0% of revenues, in the third quarter of 2013.

Orbital Sciences Corp /De/ – ORBITAL SCIENCES CORPORATION AMENDED AND RESTATED 2005 STOCK INCENTIVE PLAN STOCK UNIT AGREEMENT (July 25th, 2014)

This grant is an award of Stock Units in the number of units set forth on the cover sheet, subject to the vesting conditions described below.  Your Stock Units may not be transferred, assigned, pledged or hypothecated, whether by operation of law or otherwise, nor may the Stock Units be made subject to execution, attachment or similar process.

Orbital Sciences Corp /De/ – (Dulles, VA 17 July 2014) — Orbital Sciences Corporation (NYSE: ORB) today reported its financial results for the second quarter of 2014. Second quarter 2014 revenues were $318.1 million, compared to $333.1 million in the second quarter of 2013. Second quarter 2014 operating income was $15.3 million. Adjusted operating income* in the second quarter of 2014 was $21.9 million, or 6.9% of revenues, compared to $26.3 million, or 7.9% of revenues, in the second quarter of 2013. Net income in the second quarter of 2014 was $16.5 million. Adjusted net income* in the second quarter of 2014 was $20.7 m (July 17th, 2014)

Revenues decreased $15.0 million, or 5%, in the second quarter of 2014 compared to the second quarter of 2013.  Revenues declined $8.2 million in the launch vehicles segment, $6.6 million in the satellites and space systems segment and $6.4 million in the advanced space programs segment.  Intersegment revenue eliminations decreased $6.2 million.

Orbital Sciences Corp /De/ – AMENDMENT NUMBER FOUR TO THE DEFERRED SALARY & PROFIT SHARING PLAN FOR EMPLOYEES OF ORBITAL SCIENCES CORPORATION (June 13th, 2014)

Effective as of September 16, 2013, Article II of the Plan hereby is amended by the addition of the following new Section 2.50 (“Spouse”) immediately following the current Section 2.49 (“Rollover Contribution Account”) (resulting in the renumbering of subsequent Sections and revisions to cross-references to Article II, as appropriate):

Orbital Sciences Corp /De/ – AMENDMENT NUMBER THREE TO THE DEFERRED SALARY & PROFIT SHARING PLAN FOR EMPLOYEES OF ORBITAL SCIENCES CORPORATION (June 13th, 2014)

Pursuant to the powers of amendment reserved under Article XXVI of the Deferred Salary & Profit Sharing Plan for Employees of Orbital Sciences Corporation (the “Plan”), restated as of January 1, 2011, Orbital Sciences Corporation (the “Company”) hereby amends the Plan as follows:

Orbital Sciences Corp /De/ – AMENDMENT NUMBER ONE TO THE DEFERRED SALARY & PROFIT SHARING PLAN FOR EMPLOYEES OF ORBITAL SCIENCES CORPORATION (June 13th, 2014)

Pursuant to the powers of amendment reserved under Article XXVI of the Deferred Salary & Profit Sharing Plan for Employees of Orbital Sciences Corporation (the “Plan”), restated as of January 1, 2011, Orbital Sciences Corporation (the “Company”) hereby amends the Plan as follows:

Orbital Sciences Corp /De/ – AMENDMENT NUMBER TWO TO THE DEFERRED SALARY & PROFIT SHARING PLAN FOR EMPLOYEES OF ORBITAL SCIENCES CORPORATION (June 13th, 2014)

Pursuant to the powers of amendment reserved under Article XXVI of the Deferred Salary & Profit Sharing Plan for Employees of Orbital Sciences Corporation (the “Plan”), restated as of January 1, 2011, Orbital Sciences Corporation (the “Company”) hereby amends the Plan as follows:

Orbital Sciences Corp /De/ – DEFERRED SALARY & PROFIT SHARING PLAN FOR EMPLOYEES OF ORBITAL SCIENCES CORPORATION JANUARY 1, 2011 RESTATEMENT (June 13th, 2014)

THIS PLAN, executed this 30th day of December , 2011 by Orbital Sciences Corporation, amends and restates the Deferred Salary & Profit Sharing Plan For Employees of Orbital Sciences Corporation previously amended and restated effective as of January 1, 2007 and all amendments made subsequent to such date. The provisions of this Plan shall apply only to employees who are credited with an Hour of Service on or after the Effective Date, except as specifically provided herein. The rights and benefits, if any, of a former employee whose employment terminated before the Effective Date, and who is not reemployed after such date, shall be determined in accordance with the provisions of the plan in which he or she participated as in effect on the date employment terminated except to the extent provided herein.

Orbital Sciences Corp /De/ – TRANSACTION AGREEMENT Dated as of the 28th day of April, 2014, Among ALLIANT TECHSYSTEMS INC., VISTA SPINCO INC., VISTA MERGER SUB INC. and ORBITAL SCIENCES CORPORATION (May 2nd, 2014)

THIS TRANSACTION AGREEMENT, dated this 28th day of April, 2014 (this “Agreement”), is among Alliant Techsystems Inc., a Delaware corporation (“ATK”), Vista SpinCo Inc., a Delaware corporation (“Sporting”) and currently a wholly owned Subsidiary of ATK, Vista Merger Sub Inc., a Delaware corporation and a wholly owned Subsidiary of ATK (“Merger Sub”), and Orbital Sciences Corporation, a Delaware corporation (“Orbital”).

Orbital Sciences Corp /De/ – Orbital ATK, Inc. A New Global Leader in Aerospace and Defense Systems Orbital ATK, Inc. Affordable Innovation in Space, Defense and Aviation April 29, 2014 1 Caution Regarding Forward-Looking Statements 2 Orbital ATK, Inc. Certain statements in this communication regarding the proposed “Morris Trust” transaction between Orbital and ATK, pursuant to which ATK’s sporting business (“Sporting”) will be distributed to ATK’s stockholders and Orbital will merge with a subsidiary of ATK with Orbital surviving the merger as a wholly-owned subsidiary of ATK (the “Transaction”), the expected timetable f (April 30th, 2014)
Orbital Sciences Corp /De/ – Background for Management Discussions with Employees April 29, 2014 1 PR - 042814 Key Messages to Employees Over Three Decades, Orbital Has Established a Unique Culture That Combined a Spirit of Innovation With Rigorous Design and Engineering Standards That Produced a Comprehensive Offering of Affordable and Reliable Space Products to Civil Government, Defense and Commercial Customers in the U.S. and Around the World. ATK Holds the Same Values and We Are Confident That Our Two Cultures Will Be Integrated With Little Impact to the Vast Majority of Both Companies’ Employees The Is a Unique Strat (April 30th, 2014)
Orbital Sciences Corp /De/ – ORBITAL SCIENCES CORPORATION (April 28th, 2014)
Orbital Sciences Corp /De/ – — Contract Backlog Rises on Strong New Business Bookings — (July 18th, 2013)

(Dulles, VA 18 July 2013) — Orbital Sciences Corporation (NYSE: ORB) today reported its financial results for the second quarter of 2013.  Second quarter 2013 revenues were $333.1 million, compared to $371.3 million in the second quarter of 2012.  Second quarter 2013 operating income was $26.3 million, or 7.9% operating margin, compared to $26.1 million, or 7.0% operating margin, in the second quarter of 2012.

Orbital Sciences Corp /De/ – Form of Amended and Restated Executive Change in Control Severance Agreement (February 22nd, 2013)

This letter agreement (the "Agreement") sets forth the severance benefits that the Company agrees will be provided to you in the event your employment with the Company terminates following a "Change in Control" (as defined in Section 2 hereof) under the circumstances described below.  This Agreement is not an employment contract nor does it alter your status as an at-will employee of the Company.  No benefit shall be payable under this Agreement except on Termination of your Employment (as defined below) with the Company as a result of a Change in Control (as defined below).

Orbital Sciences Corp /De/ – FIRST AMENDMENT TO CREDIT AGREEMENT (February 22nd, 2013)

THIS FIRST AMENDMENT TO CREDIT AGREEMENT (this "Amendment"), dated as of October 31, 2012, is by and among ORBITAL SCIENCES CORPORATION, a Delaware corporation (the "Borrower"), the Guarantors party hereto (the "Guarantors"), WELLS FARGO BANK, NATIONAL ASSOCIATION, as administrative agent on behalf of the Lenders under the Credit Agreement (as hereinafter defined) (in such capacity, the "Administrative Agent") and each Lender party hereto.  Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed thereto in the Credit Agreement.

Orbital Sciences Corp /De/ – SECOND AMENDMENT TO CREDIT AGREEMENT dated as of December 12, 2012 by and among ORBITAL SCIENCES CORPORATION, as Borrower, THE SUBSIDIARIES OF THE BORROWER PARTY HERETO, as Guarantors THE LENDERS PARTY HERETO, and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent, Swingline Lender and Issuing Lender WELLS FARGO SECURITIES, LLC, CITIGROUP GLOBAL MARKETS INC. and MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED as Joint Lead Arrangers and Joint Bookrunners CITIBANK, N.A. and BANK OF AMERICA, N.A. as Co-Syndication Agents PNC BANK, N.A. and U.S. BANK NATIONAL ASSOCIATION as Co-Doc (December 13th, 2012)

CREDIT AGREEMENT, dated as of June 7, 2011, by and among ORBITAL SCIENCES CORPORATION, a Delaware corporation, (the “Borrower”), the Guarantors (as defined herein), the lenders who are party to this Agreement and the lenders who may become party to this Agreement pursuant to the terms hereof (collectively, the “Lenders”) and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as Administrative Agent for the Lenders, Swingline Lender and Issuing Lender.

Orbital Sciences Corp /De/ – ORBITAL SCIENCES CORPORATION AMENDED AND RESTATED 2005 STOCK INCENTIVE PLAN (May 1st, 2012)

Orbital Sciences Corporation, a Delaware corporation (the “Company”), sets forth herein the terms of its Amended and Restated 2005 Stock Incentive Plan (the “Plan”), as follows:

Orbital Sciences Corp /De/ – ORBITAL SCIENCES CORPORATION 1997 STOCK OPTION AND INCENTIVE PLAN STOCK UNIT AGREEMENT (February 29th, 2012)

This grant is an award of Stock Units in the number of units set forth on the cover sheet, subject to the vesting conditions described below.  Your Stock Units may not be transferred, assigned, pledged or hypothecated, whether by operation of law or otherwise, nor may the Stock Units be made subject to execution, attachment or similar process.

Orbital Sciences Corp /De/ – ORBITAL SCIENCES CORPORATION 2005 STOCK INCENTIVE PLAN STOCK UNIT AGREEMENT (February 29th, 2012)

This grant is an award of Stock Units in the number of units set forth on the cover sheet, subject to the vesting conditions described below.  Your Stock Units may not be transferred, assigned, pledged or hypothecated, whether by operation of law or otherwise, nor may the Stock Units be made subject to execution, attachment or similar process.

Orbital Sciences Corp /De/ – ORBITAL SCIENCES CORPORATION AMENDED AND RESTATED BYLAWS Amended and Restated as of July 22, 2004 October 25, 2011 (October 31st, 2011)
Orbital Sciences Corp /De/ – CREDIT AGREEMENT dated as of June 7, 2011 by and among ORBITAL SCIENCES CORPORATION, as Borrower, THE SUBSIDIARIES OF THE BORROWER PARTY HERETO, as Guarantors THE LENDERS PARTY HERETO, and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent, Swingline Lender and Issuing Lender WELLS FARGO SECURITIES, LLC, CITIGROUP GLOBAL MARKETS INC. and MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED as Joint Lead Arrangers and Joint Bookrunners CITIBANK, N.A. and BANK OF AMERICA, N.A. as Co-Syndication Agents PNC BANK, N.A. and SOVEREIGN BANK as Co-Documentation Agents (June 10th, 2011)

CREDIT AGREEMENT, dated as of June 7, 2011, by and among ORBITAL SCIENCES CORPORATION, a Delaware corporation, (the “Borrower”), the Guarantors (as defined herein), the lenders who are party to this Agreement and the lenders who may become party to this Agreement pursuant to the terms hereof (collectively, the “Lenders”) and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as Administrative Agent for the Lenders, Swingline Lender and Issuing Lender.

Orbital Sciences Corp /De/ – SECURITY AND PLEDGE AGREEMENT (June 10th, 2011)

THIS SECURITY AND PLEDGE AGREEMENT (this “Agreement”) is entered into as of June 7, 2011 among ORBITAL SCIENCES CORPORATION, a Delaware corporation (the “Borrower”), the other parties identified as “Obligors” on the signature pages hereto and such other parties that may become Obligors hereunder after the date hereof (together with the Borrower, individually an “Obligor”, and collectively the “Obligors”) and WELLS FARGO BANK, NATIONAL ASSOCIATION, in its capacity as administrative agent (in such capacity, the “Administrative Agent”) for the holders of the Secured Obligations (defined below).

Orbital Sciences Corp /De/ – Amendment dated as of December 21, 2009, to Purchase Contract by and between Orbital Sciences Corporation and The Boeing Company. (February 26th, 2010)

PURCHASE CONTRACTCONTINUATIONPURCHASE CONTRACT: 101018 REVISION: 220 Page 2 of 210CLAUSES -FXCLAUSES-FXCLAUSES-FXCLAUSES-FXCLAUSES XCLAUSESFXDPASFREEFORMFREEFORMFREEFORM QFREEFORMFREEFORM FREEFORM FREEFORMFREEFORMFREEFORMFREEFORMFREEFORMFREEFORMFREEFORMFREEFORMFREEFORMFREEFORMFREEFORMFREEFORM

Orbital Sciences Corp /De/ – Amendment dated as of January 20, 2009, to Purchase Contract by and between Orbital Sciences Corporation and The Boeing Company (March 2nd, 2009)

PURCHASE CONTRACT acceptance required: þ The Boeing Company Bldg. 222, Receiving Dock 3370 Miraloma Avenue Anaheim            CA 92806 Transmitted via Exostar special contract instructions are attached hereto: PURCHASE CONTRACT NO: PCC            STATUS            Page ORBITAL SCIENCES CORP 675784 101018 172 AP 1 OF 180 3380 S PRICE RD Release 20-JAN-09 Date: CHANDLER      , AZ 85248-3534 US            Original 27-MAR-02 Subject to Tax PC Date: Attention: Scott Hagen |confirm 12/19/01 [X] For Resale, Not Subject to Tax Cert No RA 948 SHIP VIA: Standard — See Attachment FOB: Destination TERMS: 0% 0 NET 30 SHIP TO: The Boeing Company 799A James            Record Road            Huntsville      , AL 35824 ADDRESS ALL INQUIRIES TO BUYER: Buyer Name: Michael Hammett            Mail Stop GB40 Phone: 714-762-0714 Fax: 714-762-2431 Email: michael. a. hammettSboeing. com SEE PURCHASE CONTRACT COMMENTS ON PAGE 2 The applicable “IDS Common Clauses” are listed below and incorporated as Attachment

Orbital Sciences Corp /De/ – NNJ09GA02B ISS Commercial Resupply Services I.A. Addendum to Standard Form 1449 1 I.A.I Schedule of Supplies and/or Services to be Provided 1 I.A.2 Period Covered by Procurement 1 I.A.3 Indefinite Delivery Indefinite Quantity (IDIQ), Firm Fixed Price Contract 1 I.A.4 Contract Line Items (CLINs) 2 CLIN 0001 Standard Resupply Service 2 Sub-CLIN 0001AA Pressurized Upmass ($/Kg) 2 Sub- CLIN 0001AA Pricing Conditions: 2 Sub-CLIN 0001AB Pressurized Upmass ($/Kg) 3 Sub-CLIN 0001AB Pricing Conditions: 3 Sub-CLIN 0001AC Unpressurized Upmass ($/Kg) 3 Sub-CLIN 0001AC Pricing Conditions: 4 Sub-CLIN 0001AD (March 2nd, 2009)

This effort covers a contract period of 7 years. The total period of performance for this effort is January 1, 2009 through December 31, 2015.

Orbital Sciences Corp /De/ – Portions of this Exhibit have been omitted and filed separately pursuant to an application for confidential treatment filed with the Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended. Omissions are designated as SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS OFFEROR TO COMPLETE BLOCKS 12, 17, 23, 24, & 30 1. REQUISITION NO. SJUXiO.?^^ PAGE 1 OF 5 2. CONTRACT NO. NNJ09GA02B 3. AWARD/EFFECTIVE DATE 4. ORDER NO. 1 5. SOLICITATION NO. 6. SOLICITATION ISSUE DATE 7. FOR SOLICITATION I . INFORMATION CALL ^ 7a. NAME Craig Burridge 7b. TEL (March 2nd, 2009)

Portions of this Exhibit have been omitted and filed separately pursuant to an application for confidential treatment filed with the Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended. Omissions are designated as SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS OFFEROR TO COMPLETE BLOCKS 12, 17, 23, 24, & 30 1. REQUISITION NO. SJUXiO.?^^ PAGE 1 OF 5 2. CONTRACT NO. NNJ09GA02B 3. AWARD/EFFECTIVE DATE 4. ORDER NO. 1 5. SOLICITATION NO. 6. SOLICITATION ISSUE DATE 7. FOR SOLICITATION I . INFORMATION CALL ^ 7a. NAME Craig Burridge 7b. TELEPHONE NO. (281) 792-7665 8. OFFER DUE DATE/LOCAL TIME 9. ISSUED BY CODE JBG NA’SA-Johnson Spfce Center • *’ ‘ ISS Procurement Office/BG 2101 NASA Pkwy Houston, TX 77058 [10 THIS ACQUISITION I I’Xj onre^;JiG’inDv.’ NAICS: 481212 SIZE STANDARD: 1500 SET AS’DE. SMALL BUSINESS HUBZONE SMALL BUS. SERVICE-DISABLED VETERAN-OWNED SMALL BUSINESS 8(A) | | EMERGING SMALL BUSINESS 11. DELIVERY FOR FOB DESTI

Orbital Sciences Corp /De/ – CERTIFICATE OF ELIMINATION OF THE SERIES B JUNIOR PARTICIPATING PREFERRED STOCK OF ORBITAL SCIENCES CORPORATION Pursuant to Section 151(g) of the General Corporation Law of the State of Delaware (December 8th, 2008)

Orbital Sciences Corporation, a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), in accordance with the provisions of Section 151(g) of the Delaware General Corporation Law (the “DGCL”), hereby certifies as follows:

Orbital Sciences Corp /De/ – FOURTH AMENDMENT TO LEASE AGREEMENT Made as of this 5th day of November, 2008 by and between (November 12th, 2008)

WHEREAS, Landlord and Tenant entered into a certain Lease Agreement, dated as of September 29, 1989, as amended by a First Amendment to Lease, dated as of December 26, 1990, as amended by a Second Amendment to Lease Agreement, dated as of May 20, 1998 and as amended by the Third Amendment to Lease Agreement, dated as of November 1, 2000 (said Lease Agreement, as amended, the “Lease”); and