FORM OF CHANGE OF CONTROL AGREEMENTForm of Change of Control Agreement • April 15th, 2003 • Decrane Holdings Co • Aircraft parts & auxiliary equipment, nec • California
This Change of Control Agreement (the “Agreement”) is made and entered into [**Date**], by and between DeCrane Aircraft Holdings, Inc. (the “Company”) and [**Name of Executive**] (“Executive”) based on the following facts:
DECRANE AIRCRAFT HOLDINGS, INC. THIRD AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • April 15th, 2003 • Decrane Holdings Co • Aircraft parts & auxiliary equipment, nec • New York
This THIRD AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”) is dated as of March 31, 2003 and entered into by and among DeCrane Aircraft Holdings, Inc., a Delaware corporation (“Company”), the financial institutions listed on the signature pages hereof (“Lenders”), Credit Suisse First Boston (successor to DLJ Capital Funding, Inc.), as syndication agent for Lenders (“Syndication Agent”), and Bank One, NA, as administrative agent for Lenders (“Administrative Agent”), and is made with reference to that certain Third Amended and Restated Credit Agreement, dated as of May 11, 2000, as amended by a First Amendment to Third Amended and Restated Credit Agreement, dated as of June 30, 2000, and as further amended by an Increased Commitments Agreement to Third Amended and Restated Credit Agreement, dated as of April 27, 2001 and as further amended by a Second Amendment to Third Amended and Restated Credit Agreement dated as of March 19, 2002 (the “Credit Agreement”),
AMENDMENT NO. 1 TO LIMITED LIABILITY COMPANY AGREEMENT OF AEROSPACE DISPLAY SYSTEMS, LLCLimited Liability Company Agreement • April 15th, 2003 • Decrane Holdings Co • Aircraft parts & auxiliary equipment, nec • Delaware
AMENDMENT dated as of March 9, 2003 to the Limited Liability Company Agreement of Aerospace Display Systems, LLC (“ADS”) dated as of July 1, 2000 (as heretofore amended, the “LLC Agreement”).
STOCK PURCHASE AGREEMENT dated as of March 14, 2003 among WINGS HOLDINGS, INC. and DECRANE AIRCRAFT HOLDINGS, INC. and DECRANE HOLDINGS CO. relating to the purchase and sale of 100% of the Common Stock of AVTECH CORPORATION and TRI- STAR ELECTRONICS...Stock Purchase Agreement • April 15th, 2003 • Decrane Holdings Co • Aircraft parts & auxiliary equipment, nec • New York
AGREEMENT dated as of March 14, 2003 among Wings Holdings, Inc., a Delaware corporation (“Buyer”), DeCrane Aircraft Holdings, Inc., a Delaware corporation (“Seller”), and DeCrane Holdings Co., a Delaware corporation (“Parent”).
