0000889348-09-000005 Sample Contracts

ISDA® International Swaps and Derivatives Association, Inc. dated as of October 22, 2008 Sovereign Bank and CPI Aerostructures Inc.
2002 Master Agreement • March 26th, 2009 • Cpi Aerostructures Inc • Aircraft parts & auxiliary equipment, nec • New York

have entered and/or anticipate entering into one or more transactions (each a "Transaction") that are or will be governed by this 2002 Master Agreement, which includes the schedule (the "Schedule"), and the documents and other confirming evidence (each a "Confirmation") exchanged between the parties or otherwise effective for the purpose of confirming or evidencing those Transactions. This 2002 Master Agreement and the Schedule are together referred to as this "Master Agreement".

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FIRST AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • March 26th, 2009 • Cpi Aerostructures Inc • Aircraft parts & auxiliary equipment, nec

WHEREAS, the Borrower and the Bank are parties to that Amended and Restated Loan Agreement dated as of August 13, 2007, as same may be hereafter amended and modified (the “Agreement”); and

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