FOURTH AMENDMENT
TO SECOND AMENDED AND RESTATED REVOLVING LOAN
AGREEMENT
This Fourth
Amendment to Second Amended and Restated Revolving Loan Agreement
(this “Amendment”) is entered into as of July 31,
2008, by and between ViaSat, Inc., a Delaware corporation
(“Borrower”), each lender from time to time party to
the Credit Agreement (as defined below) (collectively, the
“Lenders” and individually, a “Lender”),
UNION BANK OF CALIFORNIA, N.A., as Administrative Agent (in such
capacity, “Administrative Agent”) and COMERICA BANK, as
Collateral Agent (in such capacity, “Collateral Agent;”
collectively with Administrative Agent, the
“Agents”).
Borrower, Agents
and the Lenders are parties to that certain Second Amended and
Restated Revolving Loan Agreement dated as of January 31,
2005, as amended from time to time, including by that certain First
Amendment to Second Amended and Restated Revolving Loan Agreement
dated as of December 22, 2006, that certain Second Amendment
to Second Amended and Restated Revolving Loan Agreement dated as of
January 25, 2008 and that certain Third Amendment to Second
Amended and Restated Revolving Loan Agreement dated as of
April 24, 2008 (collectively, the “Credit
Agreement”). The parties desire to amend the Credit Agreement
in accordance with the terms of this Amendment. Unless otherwise
defined, all initially capitalized terms in this Amendment shall be
as defined in the Credit Agreement.
NOW, THEREFORE,
the parties agree as follows:
1. The
following defined term in Section 1.1 of the Credit Agreement
hereby is amended to read as follows:
“
Revolving Loan Maturity Date ” means August 29,
2008.
2. No course
of dealing on the part of Lenders, Agents or their officers, nor
any failure or delay in the exercise of any right by any Agent or
any Lender, shall operate as a waiver thereof, and any single or
partial exercise of any such right shall not preclude any later
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