AMENDMENT TO GUARANTEE. The New Subsidiaries hereby agree, jointly and severally with all other Subsidiary Guarantors, to guarantee the Issuer’s obligations under the Notes on the terms and subject to the conditions set forth in the Indenture, and to be bound by, and to receive the benefit of, all other applicable provisions of the Indenture as Subsidiary Guarantors. Such guarantee shall be evidenced by the New Subsidiaries’ execution of Subsidiary Guarantees, the form of which is attached as Exhibit E to the Indenture, and shall be effective as of the date hereof.
AMENDMENT TO GUARANTEE. The Guarantee is hereby amended as follows:
(a) Section 9(b) of the Guarantee is hereby deleted in its entirety and replaced with the following:
AMENDMENT TO GUARANTEE. With effect on and from the Effective Date, clause 11.16 of the Guarantee shall be, and shall be deemed by this Agreement to be, deleted and replaced with the following new clause 11.16:
AMENDMENT TO GUARANTEE. The Guarantee is hereby amended to provide for the termination of the Guarantee by inserting the following sentence at the end of Section 9 thereof: “Notwithstanding the foregoing or anything else to the contrary herein, the Guarantee shall automatically terminate and the Guarantor shall be relieved of all obligations and covenants with respect to the Securities under the Guarantee upon the occurrence of the Operative Date as defined in the First Amendment to Guarantee dated as of August 25, 2021 by and among Northrop Grumman Corporation, the Trustee and the Company.”
AMENDMENT TO GUARANTEE. Section 9(a)(i) of the Guarantee shall be amended by amending sub-clause (B) thereof to read in its entirety as follows:
AMENDMENT TO GUARANTEE. Section 1 of the Guarantee is hereby amended by adding the following new sentence at the end thereof: “Notwithstanding any term or provision of this Guarantee or any other Loan Document to the contrary, with respect to any Facility Guarantor, the term “Guaranteed Obligations” shall exclude any Excluded Swap Obligations with respect to such Facility Guarantor.”
AMENDMENT TO GUARANTEE. Section 2(b) of the Guarantee is hereby amended and restated in its entirety to read as follows:
AMENDMENT TO GUARANTEE. The Guarantee is hereby amended as follows:
(a) Section 1 of the Guarantee is hereby amended by adding the following defined term in the correct alphabetical order therein:
AMENDMENT TO GUARANTEE. The Guarantee set forth in the Agreement shall be amended such that the Guarantee shall not apply and have no legal effect with respect to any Guarantee Period Interests (whether under existing or new Contracts) issued on or after the date hereof.
AMENDMENT TO GUARANTEE. The Purchasers hereby consent to the amendment of the Guarantee as set forth in the Form of Guarantee Amendment and Reaffirmation, attached hereto as Exhibit B-1. (End of Page) 137
