Exhibit 10.4
SECOND AMENDMENT TO REVOLVING CREDIT AGREEMENT
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This Second Amendment (the "Second Amendment") to the Revolving
Credit Agreement between CommScope Optical Technologies, Inc., a Delaware
corporation ("CommScope Optical") and OFS BrightWave, LLC, a Delaware
limited liability company (the "Borrower") is entered into as of June 14,
2004.
WITNESSETH
WHEREAS, CommScope Optical and the Borrower are parties to the
Revolving Credit Agreement dated as of November 16, 2001 (as amended by the
First Amendment, dated October 9, 2002, the "Credit Agreement") pursuant to
which CommScope Optical has agreed to extend, and has extended, a credit
facility to the Borrower.
WHEREAS, the parties now desire to amend the Credit Agreement in
certain respects to reflect the agreement of the parties.
NOW, THEREFORE, in consideration of the promises and mutual
considerations contained herein, the parties hereto hereby agree as
follows:
Section 1. Definitions. All capitalized terms used and not
defined herein shall have the meanings given thereto in the Credit
Agreement.
Section 2. Amendments to the Credit Agreement. The Credit
Agreement is hereby amended to delete Section 3.2 in its entirety.
Section 3. Limited Amendment. Except as otherwise amended hereby,
the Credit Agreement shall remain unchanged and in full force and effect.
Section 4. Counterparts. This Second Amendment may be executed in
any number of multiple counterparts, all of which shall together constitute
but one and the same original.
Section 5. Effectiveness. This Second Amendment shall be
effective as of the date that Commscope Optical completes the transactions
contemplated by Section 5.6 of the Amended and Restated Memorandum of
Understanding, dated as of November 15, 2001, as amended by Amendments Nos.
1 and 2, by and between The Furukawa Electric Co., Ltd., a corporation
organized under the laws of Japan, and CommScope Optical (as assignee of
CommScope, Inc., a Delaware corporation).
IN WITNESS WHEREOF, the parties hereto have caused their duly
authorized officers to execute and deliver this Second Amendment as of the
date first above written.
OFS BRIGHTWAVE, LLC
By: /s/ Xxxxxxx Xxxxxxxx
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Name: Xxxxxxx Xxxxxxxx
Title: Chairman/CEO
COMMSCOPE OPTICAL TECHNOLOGIES, INC.
By: /s/ Xxxxxx X. Xxxxxxxxx
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Name: Xxxxxx X. Xxxxxxxxx
Title: Vice President
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