0001558370-17-003778 Sample Contracts

Re: First Amendment of Second Amended and Restated Note Purchase and Private Shelf Agreement. Ladies and Gentlemen:
Note Purchase and Private Shelf Agreement • May 8th, 2017 • Cubic Corp /De/ • Measuring & controlling devices, nec • New York

Reference is made to the Second Amended and Restated Note Purchase and Private Shelf Agreement, dated as of August 11, 2016 (as amended, restated, supplemented or otherwise modified from time to time, the “Note Agreement”), by and among Cubic Corporation, a Delaware corporation (the “Company”), the Guarantors from time to time party thereto and the Purchasers from time to time party thereto. Capitalized terms used herein without definition have the meanings ascribed to such terms in the Note Agreement.

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FIRST AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • May 8th, 2017 • Cubic Corp /De/ • Measuring & controlling devices, nec • New York

This FIRST AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”) is among CUBIC CORPORATION, a Delaware corporation (the “Borrower”), the Lenders party hereto and JPMORGAN CHASE BANK, N.A., as administrative agent for the Lenders (the “Administrative Agent”).

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