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AGREEMENT TO EXTEND
AVIONICS PERSONAL PROPERTY ASSET TRANSFER DATE
DATED: AUGUST 29, 1997
AlliedSignal Avionics, Inc., a Kansas corporation ("Avionics"),
AlliedSignal Inc., a Delaware corporation operating through its Aerospace
Equipment Systems Business Unit ("AES"), and EFTC Corporation, a Colorado
corporation ("EFTC") hereby agree to the following in connection with that
certain Master Agreement Regarding Asset Purchase and Related Transactions
dated July 15, 1997 (the "Master Agreement"), as amended by that certain First
Amendment to Master Agreement Regarding Asset Purchase and Related Transactions
and that certain Second Amendment to Master Agreement Regarding Asset Purchase
and Related Transactions ("Second Amendment"):
1. Personal Property Transfer. The Avionics Personal Property
Transfer Date shall be extended until September 5, 1997, unless otherwise
agreed to in writing by the parties, and all other obligations to occur upon
the Avionics Personal Property Transfer Date are extended until such date,
unless otherwise agreed to in writing by the parties.
2. Use of Personal Property. The short term Equipment License
between Avionics and EFTC shall also be extended until September 5, 1997 unless
otherwise agreed to in writing by the parties.
3. Intellectual Property License. The License Agreement between
AlliedSignal Technologies Inc. and EFTC with respect to the Avionics Technical
Data and Technical Information, as defined therein, will not be effective until
the Avionics Personal Property Transfer Date, as extended, including, but not
limited to, the provisions of such agreement regarding the right of EFTC to use
the Avionics Technical Data and Technical Information and the payment
obligations of EFTC with respect thereto. In the interim, AlliedSignal, Inc.
will cause AlliedSignal Technologies Inc. to grant to EFTC a temporary license
to use the Avionics Technical Data and Technical Information for the limited
purpose of performing its obligations under the Master Agreement at the Ft.
Lauderdale, Florida site.
4. Deferment of Payment to be made August 29, 1997. The parties
agree that the deferred portion of the purchase price for the Avionics Raw
Materials Inventory and Avionics Work In Process Inventory payable on August
29, 1997, shall be deferred until and payable on the Avionics Personal Property
Transfer Date, as extended.
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IN WITNESS WHEREOF, the parties have executed this Agreement as of the
date first set forth above.
AlliedSignal Avionics, Inc.,
a Kansas corporation
By: /s/ W. Xxx Xxxxxx
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W. Xxx Xxxxxx
Title: Subcontracts Program Manager
AlliedSignal Inc., a Delaware corporation,
operating through its Aerospace Equipment
Systems Business Unit
By: /s/ Xxxx XxXxxxx
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Xxxx XxXxxxx
Title: Materials Program Manager
EFTC Corporation,
a Colorado corporation
By: /s/ Xxxxx X. Xxxxxxxxx
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Xxxxx X. Xxxxxxxxx
Title: Chief Administrative Officer
AlliedSignal Technologies, Inc.,
By: /s/ Xxxxxxx X. Xxxx
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Xxxxxxx X. Xxxx
Title: Vice President
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