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Exhibit 4.10
 AMENDMENT NO. 4
TO
AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT
 This Amendment No. 4 to Amended and Restated Loan and Security Agreement Amendment Stratex Networks,
Inc. Borrower Silicon Valley Bank Bank
 Recitals
 A. Loan Agreement
 B.
 Agreement
  1. Amendments to Loan Agreement
 1.1 Section 2.1.5 (Term Loan). Section 2.1.5(a)
 (a) Term Advance Term Advances Term B Advance
 1.2 Section 2.2 (Overadvances). Section 2.2
 Section 2.1.5 Sections 2.1.1 2.1.2 2.1.4 plus Section
2.1.3 Section 2.1.5
 1.3 Section 2.3 (General Provisions Relating to the Advances and Term Advances). Section
2.3(b)
 (b)




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Section 2.6(a)
 1.4 Section 3.7 (Calculation of Interest and Fees). Section 3.7(c)
 (c) Fixed Rate Advances per annum plus per annum plus Fixed Rate
 1.5 Section 6.7 (Financial Covenants). Section 6.7(a)
 (a) Tangible Net Worth plus
 1.6 Section 6.7 (Financial Covenants). Section 6.7(b)
 (b) Liquidity Coverage. plus plus minus minus divided by
 1.7 Section 13 (Definitions)
 Committed Revolving Line minus
 1.8 Section 13 (Definitions)
 Revolving Maturity Date
 1.9 Section 13 (Definitions)
 2




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Tangible Net Worth minus
 1.10 Section 13 (Definitions)
 Term B Advance
 1.11 Section 13 (Definitions)
 Term Loan Amount
 1.12 Compliance Certificate.
 2. Borrowers Representations And Warranties
 (a)
 (b)
 (c)
 (d)
 (e)
 3. Limitation
 3




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4. Effectiveness
 4.1 Amendment
 4.2 Consents and approvals
 4.3 Good standing
 4.4 Payment of Bank Expenses
 4.5 Amendment Fee
 5. Counterparts
 6. Integration
 7. Governing Law
  4




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Borrower:
    
    
    
    Stratex Networks, Inc.a Delaware corporationBy:
    
    ss//Carol A. GoudeyPrinted Name:
    
    Carol A. GoudeyTitle:
    
    Treasurer and Assistant SecretaryBy:
    
    ss//Juan B. OteroPrinted Name:
    
    Juan B. OteroTitle:
    
    General Counsel and Assistant SecretaryBank:
    
    
    
    Silicon Valley BankBy:
    
    ss//Tom SmithPrinted Name:
    
    Tom SmithTitle:
    
    Senior Relationship Manager
 5




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Exhibit A
 COMPLIANCE CERTIFICATE
 TO:
    
    SILICON VALLEY BANK
    
    Date:3003 Tasman DriveSanta Clara, CA 95054FROM:
    
    STRATEX NETWORKS, INC.
 (y) does not have any legal actions pending or threatened against Borrower or
any of its Subsidiaries which Borrower has not previously notified in writing to Bank pursuant to
Section 6.2 of the Agreement.
 Please indicate compliance status by circling Yes/No under Complies or Occurrences columns.
 Reporting Covenant
    
    Required
    
    CompliesA/R and A/P agings
    
    Monthly within 30 days
    
    Yes
    
    NoForm 10-Q + CC
    
    Quarterly within 5 days of filing with SEC
    
    Yes
    
    NoForm 10-K + CC
    
    Annually within 5 days of filing with SEC
    
    Yes
    
    No
 Occurrences*IP Infringements
    
    Prompt
    
    Yes
    
    NoMaterial Litigation
    
    Prompt
    
    Yes
    
    No
 Financial Covenant
    
    Required
    
    Actual
    
    CompliesMinimum Tangible Net Worth (Quarterly)
    
    54,000,000 plus(i)
twenty-five percent
(25%) of net
income, as
determined in
accordance with
GAAP
(exclusive of
losses), and
(ii) fifty percent
(50%) of any
increases to net
worth due to
Subordinated Debt
or net equity
proceeds from
either private or
public offerings
(exclusive of
issuances of stock
under Borrowers
employee benefit
plans) for such
quarter and all preceding quarters
since December 31,
2005.
    
    $
    
    Yes
    
    NoMinimum Liquidity Ratio (Monthly)
    
    1.00:1.00 through
May 30, 2006 and
1.25:1.00
thereafter
    
    :1.00
    
    Yes
    
    No




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*
    
    If yes, attached is a summary of the Material Litigation or IP Infringements not previously
disclosed by Borrower.  Stratex Networks, Inc.
 By:Name:Title:
 BANK USE ONLY
 Received by:AUTHORIZED SIGNER
 Date:
 Verified:AUTHORIZED SIGNER
 Date:
   2