AMENDED AND RESTATED REFINANCING SUPPORT AGREEMENT by and among ALION SCIENCE AND TECHNOLOGY CORPORATION ASOF II INVESTMENTS, LLC AND PHOENIX INVESTMENT ADVISER LLCRefinancing Support Agreement • May 2nd, 2014 • Alion Science & Technology Corp • Services-engineering services • New York
This Amended and Restated Refinancing Support Agreement (this “Agreement”), dated as of May 2, 2014, entered into by and among (a) Alion Science and Technology Corporation, a Delaware corporation (the “Company”), (b) ASOF II Investments, LLC, a Delaware limited liability company (“ASOF”) and (c) Phoenix Investment Adviser, LLC, a Delaware limited liability company, on behalf of certain private funds and accounts managed by it (“Phoenix”, and together with ASOF, the “Supporting Noteholders”), amends and restates in its entirety the Refinancing Support Agreement, dated as of December 24, 2013, as amended, among the Company and the Supporting Noteholders (the “Existing Agreement”). The Company and the Supporting Noteholders are referred to herein collectively as the “Parties” and each individually as a “Party.” Unless otherwise defined herein, capitalized terms have the meanings given to them in ARTICLE IX.
AMENDMENT NO. 1 TO SECURITY AGREEMENTSecurity Agreement • May 2nd, 2014 • Alion Science & Technology Corp • Services-engineering services • New York
AMENDMENT NO. 1 (the “Amendment”) dated as of May 2, 2014, to the Security Agreement dated as of March 22, 2010 (the “Security Agreement”), among ALION SCIENCE AND TECHNOLOGY CORPORATION, a Delaware corporation (the “Company”), each subsidiary of the Company party thereto (each such subsidiary individually a “Subsidiary Grantor” and collectively, the “Subsidiary Grantors”; the Subsidiary Grantors and the Company are referred to collectively herein as the “Grantor”), WILMINGTON TRUST COMPANY, as collateral agent (in such capacity, the “Collateral Agent”) for the Secured Parties (as defined in the Security Agreement) and WELLS FARGO BANK, NATIONAL ASSOCIATION (“Wells Fargo”).
