0001047469-09-009475 Sample Contracts

THIRD AMENDMENT TO SECOND LIEN CREDIT AGREEMENT
Second Lien Credit Agreement • November 3rd, 2009 • Kratos Defense & Security Solutions, Inc. • Communications services, nec • New York

This Third Amendment to Second Lien Credit Agreement (this “Amendment”) is entered into as of October 16, 2009 (the “Amendment Effective Date”), by and among KRATOS DEFENSE AND SECURITY SOLUTIONS, INC., a Delaware corporation (“Borrower”), the guarantors referred to in the Credit Agreement (as defined below), KEYBANK NATIONAL ASSOCIATION, as Administrative Agent (“Administrative Agent”) and the Lenders party hereto.

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SETTLEMENT AGREEMENT AND GENERAL RELEASE OF CLAIMS
Settlement Agreement and General Release of Claims • November 3rd, 2009 • Kratos Defense & Security Solutions, Inc. • Communications services, nec • New York

This Settlement Agreement and General Release of Claims (“Agreement”) is made and entered into this 16th day of October, 2009, by and between Kratos Defense & Security Solutions, Inc. (“KRATOS”), KeyBank National Association (“KEYBANK”), Field Point III, Ltd. (“FIELD POINT”), and SPF CDO I, Ltd. (“SPF”). The parties to this Agreement are collectively referred to below as “Parties.”

THIRD AMENDMENT TO FIRST LIEN CREDIT AGREEMENT
First Lien Credit Agreement • November 3rd, 2009 • Kratos Defense & Security Solutions, Inc. • Communications services, nec • New York

This Third Amendment to First Lien Credit Agreement (this “Amendment”) is entered into as of October 16, 2009 (the “Amendment Effective Date”), by and among KRATOS DEFENSE AND SECURITY SOLUTIONS, INC., a Delaware corporation (“Borrower”), the guarantors referred to in the Credit Agreement (as defined below), KEYBANK NATIONAL ASSOCIATION, as Administrative Agent (“Administrative Agent”) and the Lenders party hereto.

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