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EXHIBIT 10.3
REAFFIRMATION OF AMENDED AND RESTATED REPURCHASE AGREEMENT
REAFFIRMATION OF AMENDED AND RESTATED REPURCHASE AGREEMENT,
dated as of March 10, 2000, (this "Reaffirmation") of the Amended and Restated
Repurchase Agreement, dated as of March 18, 1999 (the "Repurchase Agreement"),
made by Raytheon Aircraft Company, a Kansas corporation ("RAC"), in favor of the
Purchasers referred to therein and Bank of America National Trust and Savings
Association, as managing facility agent (in such capacity, the "Managing
Facility Agent") for such Purchasers.
WHEREAS, pursuant to the Amended and Restated Purchase and
Sale Agreement, dated as of March 18, 1999 (as hereto amended, modified or
otherwise supplemented) (the "Purchase Agreement"), among Raytheon Aircraft
Receivables Corporation, a Kansas corporation (the "Seller"), Raytheon Aircraft
Credit Corporation ("Raytheon Credit"), as Servicer (as defined therein), the
financial institutions and special purpose corporations from time to time
parties thereto (the "Purchasers"), Bank of America National Trust and Savings
Association, as Managing Facility Agent (in such capacity, the "Managing
Facility Agent") and Documentation Agent for the Purchasers, Bank of America
National Trust and Savings Association and the Chase Manhattan Bank, as
Co-Administrative Agents for the Purchasers (each in such capacity, a
"Co-Administrative Agent"), The Chase Manhattan Bank, as Syndication Agent (in
such capacity, the "Syndication Agent"), Citibank, N.A. and Credit Suisse First
Boston, as Co-Syndication Agents (each in such capacity, a "Co-Syndication
Agent"), and each Administrative Agent referred to therein, RAC entered
into the Repurchase Agreement;
WHEREAS, the Purchase Agreement is being amended and restated
by the Second Amended and Restated Purchase and Sale Agreement (the "Amended
Purchase Agreement"), dated as of March 10, 2000, among Raytheon Aircraft
Receivables Corporation, a Kansas corporation (the "Seller"), Raytheon Aircraft
Credit Corporation ("Raytheon Credit"), as Servicer (as defined therein), the
financial institutions and special purpose corporations from time to time
parties thereto (the "Purchasers"), Bank of America, N.A., formerly known as
Bank of America National Trust and Savings Association, as Managing Facility
Agent for the Purchasers (in such capacity, the "Managing Facility Agent"), The
Chase Manhattan Bank and Bank of America, N.A., as Co-Administrative Agents for
the Purchasers (in such capacity, a "Co-Administrative Agent"), The Chase
Manhattan Bank, as Syndication Agent (in such capacity, the "Syndication
Agent"), Citibank, N.A. and Credit Suisse First Boston, as Co-Syndication Agents
(in such capacity, a "Co-Syndication Agent") and each Administrative Agent
referred therein;
WHEREAS, it is a condition precedent to the effectiveness of
the Amended Purchase Agreement that RAC shall have executed and delivered
this Reaffirmation to the Managing Facility Agent;
WHEREAS, RAC desires to consent to the amendments to the
Purchase Agreement and to reaffirm its obligations under the Repurchase
Agreement;
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NOW THEREFORE, in consideration of the foregoing and to induce
the Managing Facility Agent, the Co-Agents, the Agents and the Purchasers to
enter into the Second Amended and Restated Purchase and Sale Agreement and to
induce the Purchasers to make their respective purchasers from the Seller under
the Second Amended and Restated Purchase and Sale Agreement, RAC hereby
agrees as follows:
1. Defined Terms. Capitalized terms used herein but not
defined shall have the meanings given to such terms in the Repurchase Agreement.
2. Consent and Reaffirmation. RAC hereby consents to the
amendments to the Purchase Agreement and to the execution of the Amended
Purchase Agreement by Raytheon Credit and the Seller and hereby reaffirms it
obligations under the Purchase Agreement.
3. Amendment to Section 3. Section 3 of the Repurchase
Agreement is hereby amended by deleting "tenth" from the first sentence of
such section and inserting in lieu thereof "twentieth".
IN WITNESS WHEREOF, Raytheon has caused this Reaffirmation to be duly
executed and delivered by its proper and duly authorized officer as of the day
and year first written above.
RAYTHEON AIRCRAFT COMPANY
By: /Xxxxx X. Xxxx/
Title: Vice President - Chief Financial Officer
Acknowledged By:
BANK OF AMERICA, N.A.,
as Managing Facility Agent
By: /Xxxxxxx X. Xxxxxxx/
Name: Xxxxxxx X. Xxxxxxx
Title: Vice President
