Common use of Duration and Exercise of Warrant Clause in Contracts

Duration and Exercise of Warrant. Subject to Sections 2(b), 4, 5, 6 and 7 herein, the parties hereto agree as follows, (a) Subject to the remaining provisions of this Agreement, the Warrant may be exercised, in whole or in part, by IITRI and/or its permitted transferees (IITRI and its permitted transferees are hereinafter referred to individually or collectively as the "Holder") on any business day on or after the Effective Date and through and including (i) the date that is thirty (30) following the date of the Company's delivery to the Holder of the appraisal performed by an independent appraiser at the Company's request in connection with the Alion Science and Technology Corporation Employee Ownership, Savings and Investment Plan (the "ESOP") that sets forth the per share value of the Common Stock as of September 30, 2008 (the "September 2008 Appraisal"), if the ESOP is still in existence on September 30, 2008 and if none of clauses (a), (b) and (c) of the definition of "Current Market Price" in Section 3(c)(ii) below are applicable; provided that the September 2008 Appraisal shall not reflect any discount for any lack of liquidity or absence of control, or (ii) the sixth (6th) anniversary of the Effective Date, if the ESOP is not still in existence on September 30, 2008 or if one of the clauses (a), (b) or (c) of the definition of "Current Market Price" in Section 3(c)(ii) below is applicable (in each case, the "Expiration Date"). At 5:00 P.M., Eastern Standard Time, on the Expiration Date, the Warrant shall be and become void and of no value to the extent it has not been exercised prior to such time. (b) The Holder shall not be entitled to exercise any portion of the Warrant unless it has delivered written notice in the form of the Form of Election to Purchase attached hereto as Exhibit A (the "Exercise Notice") to the Company in accordance with Section 15 of this Warrant Agreement ninety (90) days prior to the proposed effective date of such exercise. Subject to the terms of Sections 2(h), 6(b) and 7(b), the Warrant or a portion thereof, as appropriate, shall be deemed to be exercised ninety (90) days from the date (the "Exercise Date") the Company receives the Exercise Notice. (c) The Holder shall make payment for the exercise of the Warrant, or a portion thereof, as appropriate, in the form of cash, or in lieu of cash, the Holder may elect to receive such number of Shares equal to the value (as determined below) of the exercised Warrant, or portion thereof, by indicating in the Exercise Notice the Holder's desire to consummate a cashless exercise ("Cashless Exercise Notice"), in which event the Company shall issue to the Holder a number of Shares computed using the following formula: Y x ( A - B ) X = ------------------ A Where:

Duration and Exercise of Warrant. Subject to Sections 2(b), 4, 5, 6 and 7 herein, the parties hereto agree as follows, (a) Subject to the remaining provisions of this Agreement, the Warrant may be exercised, in whole or in part, by IITRI and/or its permitted transferees (IITRI and its permitted transferees are hereinafter referred to individually or collectively as the "Holder") on any business day on or after the Effective Date and through and including (i) the date that is thirty (30) days following the date of the Company's delivery to the Holder of the appraisal performed by an independent appraiser at the Company's request in connection with the Alion Science and Technology Corporation Employee Ownership, Savings and Investment Plan (the "ESOP") that sets forth the per share value of the Common Stock as of September 30, 2008 2010 (the "September 2008 2010 Appraisal"), if the ESOP is still in existence on September 30, 2008 2010 and if none of clauses (a), (b) and (c) of the definition of "Current Market Price" in Section 3(c)(ii) below are applicable; provided that the September 2008 2010 Appraisal shall not reflect any discount for any lack of liquidity or absence of control, or (ii) the sixth eighth (6th8th) anniversary of the Effective Date, if the ESOP is not still in existence on September 30, 2008 or if one of the clauses (a), (b) or (c) of the definition of "Current Market Price" in Section 3(c)(ii) below is applicable (in each case, the "Expiration Date"). At 5:00 P.M., Eastern Standard Time, on the Expiration Date, the Warrant shall be and become void and of no value to the extent it has not been exercised prior to such time. (b) The Holder shall not be entitled to exercise any portion of the Warrant unless it has delivered written notice in the form of the Form of Election to Purchase attached hereto as Exhibit A (the "Exercise Notice") to the Company in accordance with Section 15 of this Warrant Agreement ninety (90) days prior to the proposed effective date of such exercise. Subject to the terms of Sections 2(h), 6(b) and 7(b), the Warrant or a portion thereof, as appropriate, shall be deemed to be exercised ninety (90) days from the date (the "Exercise Date") the Company receives the Exercise Notice. (c) The Holder shall make payment for the exercise of the Warrant, or a portion thereof, as appropriate, in the form of cash, or in lieu of cash, the Holder may elect to receive such number of Shares equal to the value (as determined below) of the exercised Warrant, or portion thereof, by indicating in the Exercise Notice the Holder's desire to consummate a cashless exercise ("Cashless Exercise Notice"), in which event the Company shall issue to the Holder a number of Shares computed using the following formula: Y x ( A - B ) X = ------------------ A Where:

Duration and Exercise of Warrant. Subject to Sections 2(b), 4, 5, 6 and 7 herein, the parties hereto agree as follows, (a) Subject to the remaining provisions of this Agreement, the Warrant may be exercised, in whole or in part, by IITRI and/or its permitted transferees (IITRI and its permitted transferees are hereinafter referred to individually or collectively as the "Holder") on any business day on or after the Effective Date and through and including (i) the date that is thirty (30) following the date of the Company's delivery to the Holder of the appraisal performed by an independent appraiser at the Company's request in connection with the Alion Science and Technology Corporation Employee Ownership, Savings and Investment Plan (the "ESOP") that sets forth the per share value of the Common Stock as of September 30, 2008 (the "September 2008 Appraisal"), if the ESOP is still in existence on September 30, 2008 and if none of clauses (a), (b) and (c) of the definition of "Current Market Price" in Section 3(c)(ii) below are applicable; provided that the September 2008 Appraisal shall not reflect any discount for any lack of liquidity or absence of control, or (ii) the sixth (6th) anniversary of the Effective Date, if the ESOP is not still in existence on September 30, 2008 or if one of the clauses (a), (b) or (c) of the definition of "Current Market Price" in Section 3(c)(ii) below is applicable (in each case, the "Expiration Date"). At 5:00 P.M., Eastern Standard Time, on the Expiration Date, the Warrant shall be and become void and of no value to the extent it has not been exercised prior to such time. (b) The Holder shall not be entitled to exercise any portion of the Warrant unless it has delivered written notice in the form of the Form of Election to Purchase attached hereto as Exhibit A (the "Exercise Notice") to the Company in accordance with Section 15 of this Warrant Agreement ninety (90) days prior to the proposed effective date of such exercise. Subject to the terms of Sections 2(h), 6(b) and 7(b), the Warrant or a portion thereof, as appropriate, shall be deemed to be exercised ninety (90) days from the date (the "Exercise Date") the Company receives the Exercise Notice. (c) The Holder shall make payment for the exercise of the Warrant, or a portion thereof, as appropriate, in the form of cash, or in lieu of cash, the Holder may elect to receive such number of Shares equal to the value (as determined below) of the exercised Warrant, or portion thereof, by indicating in the Exercise Notice the Holder's desire to consummate a cashless exercise ("Cashless Exercise Notice"), in which event the Company shall issue to the Holder a number of Shares computed using the following formula: Y x ( A - B ) X = ------------------ A Where:

Duration and Exercise of Warrant. Subject to Sections 2(b), 4, 5, 6 and 7 herein, the parties hereto agree as follows, (a) Subject to the remaining provisions of this Agreement, the Warrant may be exercised, in whole or in part, by IITRI Atefi and/or its his permitted transferees (IITRI Atefi and its his permitted transferees tranxxxxxes are hereinafter referred to individually indixxxxxlly or collectively as the "Holder") on any business day on or after the Effective Date and through and including (i) the date that is thirty (30) days following the date of the Company's delivery to the Holder of the appraisal performed by an independent appraiser at the Company's request in connection with the Alion Science and Technology Corporation Employee Ownership, Savings and Investment Plan (the "ESOP") that sets forth the per share value of the Common Stock as of September 30, 2008 2010 (the "September 2008 2010 Appraisal"), if the ESOP is still in existence on September 30, 2008 2010 and if none of clauses (a), (b) and (c) of the definition of "Current Market Price" in Section 3(c)(ii) below are applicable; provided that the September 2008 2010 Appraisal shall not reflect any discount for any lack of liquidity or absence of control, or (ii) the sixth eighth (6th8th) anniversary of the Effective Date, if the ESOP is not still in existence on September 30, 2008 or if one of the clauses (a), (b) or (c) of the definition of "Current Market Price" in Section 3(c)(ii) below is applicable (in each case, the "Expiration Date"). At 5:00 P.M., Eastern Standard Time, on the Expiration Date, the Warrant shall be and become void and of no value to the extent it has not been exercised prior to such time. (b) The Holder shall not be entitled to exercise any portion of the Warrant unless it has delivered written notice in the form of the Form of Election to Purchase attached hereto as Exhibit A (the "Exercise Notice") to the Company in accordance with Section 15 of this Warrant Agreement ninety (90) days prior to the proposed effective date of such exercise. Subject to the terms of Sections 2(h), 6(b) and 7(b), the Warrant or a portion thereof, as appropriate, shall be deemed to be exercised ninety (90) days from the date (the "Exercise Date") the Company receives the Exercise Notice. (c) The Holder shall make payment for the exercise of the Warrant, or a portion thereof, as appropriate, in the form of cash, or in lieu of cash, the Holder may elect to receive such number of Shares equal to the value (as determined below) of the exercised Warrant, or portion thereof, by indicating in the Exercise Notice the Holder's desire to consummate a cashless exercise ("Cashless Exercise Notice"), in which event the Company shall issue to the Holder a number of Shares computed using the following formula: Y x ( A - B ) X = ------------------ A Where:A

Duration and Exercise of Warrant. Subject to Sections 2(b), 4, 5, 6 and 7 herein, the parties hereto agree as follows, (a) Subject to the remaining provisions of this Agreement, the Warrant may be exercised, in whole or in part, by IITRI Mendler and/or its his permitted transferees (IITRI Mendler and its his permitted transferees are hereinafter referred to individually or collectively as the "Holder") on any business day on or after the Effective Date and through and including (i) the date that is thirty (30) days following the date of the Company's delivery to the Holder of the appraisal performed by an independent appraiser at the Company's request in connection with the Alion Science and Technology Corporation Employee Ownership, Savings and Investment Plan (the "ESOP") that sets forth the per share value of the Common Stock as of September 30, 2008 2010 (the "September 2008 2010 Appraisal"), if the ESOP is still in existence on September 30, 2008 2010 and if none of clauses (a), (b) and (c) of the definition of "Current Market Price" in Section 3(c)(ii) below are applicable; provided that the September 2008 2010 Appraisal shall not reflect any discount for any lack of liquidity or absence of control, or (ii) the sixth eighth (6th8th) anniversary of the Effective Date, if the ESOP is not still in existence on September 30, 2008 or if one of the clauses (a), (b) or (c) of the definition of "Current Market Price" in Section 3(c)(ii) below is applicable (in each case, the "Expiration Date"). At 5:00 P.M., Eastern Standard Time, on the Expiration Date, the Warrant shall be and become void and of no value to the extent it has not been exercised prior to such time. (b) The Holder shall not be entitled to exercise any portion of the Warrant unless it has delivered written notice in the form of the Form of Election to Purchase attached hereto as Exhibit A (the "Exercise Notice") to the Company in accordance with Section 15 of this Warrant Agreement ninety (90) days prior to the proposed effective date of such exercise. Subject to the terms of Sections 2(h), 6(b) and 7(b), the Warrant or a portion thereof, as appropriate, shall be deemed to be exercised ninety (90) days from the date (the "Exercise Date") the Company receives the Exercise Notice. (c) The Holder shall make payment for the exercise of the Warrant, or a portion thereof, as appropriate, in the form of cash, or in lieu of cash, the Holder may elect to receive such number of Shares equal to the value (as determined below) of the exercised Warrant, or portion thereof, by indicating in the Exercise Notice the Holder's desire to consummate a cashless exercise ("Cashless Exercise Notice"), in which event the Company shall issue to the Holder a number of Shares computed using the following formula: Y x ( A - B ) X = ------------------ A Where:

Duration and Exercise of Warrant. Subject to Sections 2(b), 4, 5, 6 and 7 herein, the parties hereto agree as follows, (a) Subject to the remaining provisions of this Agreement, the Warrant may be exercised, in whole or in part, by IITRI Trichka and/or its his permitted transferees (IITRI Trichka and its his permitted transferees are hereinafter referred to individually or collectively as the "Holder") on any business day on or after the Effective Date and through and including (i) the date that is thirty (30) days following the date of the Company's delivery to the Holder of the appraisal performed by an independent appraiser at the Company's request in connection with the Alion Science and Technology Corporation Employee Ownership, Savings and Investment Plan (the "ESOP") that sets forth the per share value of the Common Stock as of September 30, 2008 2010 (the "September 2008 2010 Appraisal"), if the ESOP is still in existence on September 30, 2008 2010 and if none of clauses (a), (b) and (c) of the definition of "Current Market Price" in Section 3(c)(ii) below are applicable; provided that the September 2008 2010 Appraisal shall not reflect any discount for any lack of liquidity or absence of control, or (ii) the sixth eighth (6th8th) anniversary of the Effective Date, if the ESOP is not still in existence on September 30, 2008 or if one of the clauses (a), (b) or (c) of the definition of "Current Market Price" in Section 3(c)(ii) below is applicable (in each case, the "Expiration Date"). At 5:00 P.M., Eastern Standard Time, on the Expiration Date, the Warrant shall be and become void and of no value to the extent it has not been exercised prior to such time. (b) The Holder shall not be entitled to exercise any portion of the Warrant unless it has delivered written notice in the form of the Form of Election to Purchase attached hereto as Exhibit A (the "Exercise Notice") to the Company in accordance with Section 15 of this Warrant Agreement ninety (90) days prior to the proposed effective date of such exercise. Subject to the terms of Sections 2(h), 6(b) and 7(b), the Warrant or a portion thereof, as appropriate, shall be deemed to be exercised ninety (90) days from the date (the "Exercise Date") the Company receives the Exercise Notice. (c) The Holder shall make payment for the exercise of the Warrant, or a portion thereof, as appropriate, in the form of cash, or in lieu of cash, the Holder may elect to receive such number of Shares equal to the value (as determined below) of the exercised Warrant, or portion thereof, by indicating in the Exercise Notice the Holder's desire to consummate a cashless exercise ("Cashless Exercise Notice"), in which event the Company shall issue to the Holder a number of Shares computed using the following formula: Y x ( A - B ) X = ------------------ A Where:A

Duration and Exercise of Warrant. Subject to Sections 2(b), 4, 5, 6 and 7 herein, the parties hereto agree as follows, (a) Subject to the remaining provisions of this Agreement, the Warrant may be exercised, in whole or in part, by IITRI Crawford and/or its his permitted transferees (IITRI Crawford and its permitted transferees his permittex xxxxxxerees are hereinafter referred to individually ixxxxxxxxlly or collectively as the "Holder") on any business day on or after the Effective Date and through and including (i) the date that is thirty (30) days following the date of the Company's delivery to the Holder of the appraisal performed by an independent appraiser at the Company's request in connection with the Alion Science and Technology Corporation Employee Ownership, Savings and Investment Plan (the "ESOP") that sets forth the per share value of the Common Stock as of September 30, 2008 2010 (the "September 2008 2010 Appraisal"), if the ESOP is still in existence on September 30, 2008 2010 and if none of clauses (a), (b) and (c) of the definition of "Current Market Price" in Section 3(c)(ii) below are applicable; provided that the September 2008 2010 Appraisal shall not reflect any discount for any lack of liquidity or absence of control, or (ii) the sixth eighth (6th8th) anniversary of the Effective Date, if the ESOP is not still in existence on September 30, 2008 or if one of the clauses (a), (b) or (c) of the definition of "Current Market Price" in Section 3(c)(ii) below is applicable (in each case, the "Expiration Date"). At 5:00 P.M., Eastern Standard Time, on the Expiration Date, the Warrant shall be and become void and of no value to the extent it has not been exercised prior to such time. (b) The Holder shall not be entitled to exercise any portion of the Warrant unless it has delivered written notice in the form of the Form of Election to Purchase attached hereto as Exhibit A (the "Exercise Notice") to the Company in accordance with Section 15 of this Warrant Agreement ninety (90) days prior to the proposed effective date of such exercise. Subject to the terms of Sections 2(h), 6(b) and 7(b), the Warrant or a portion thereof, as appropriate, shall be deemed to be exercised ninety (90) days from the date (the "Exercise Date") the Company receives the Exercise Notice. (c) The Holder shall make payment for the exercise of the Warrant, or a portion thereof, as appropriate, in the form of cash, or in lieu of cash, the Holder may elect to receive such number of Shares equal to the value (as determined below) of the exercised Warrant, or portion thereof, by indicating in the Exercise Notice the Holder's desire to consummate a cashless exercise ("Cashless Exercise Notice"), in which event the Company shall issue to the Holder a number of Shares computed using the following formula: Y x ( A - B ) X = ------------------ A Where:A

Duration and Exercise of Warrant. Subject to Sections 2(b), 4, 5, 6 and 7 herein, the parties hereto agree as follows, (a) Subject to the remaining provisions of this Agreement, the Warrant may be exercised, in whole or in part, by IITRI and/or its permitted transferees (IITRI and its permitted transferees are hereinafter referred to individually or collectively as the "Holder") on any business day on or after the Effective Date and through and including (i) the date that is thirty (30) days following the date of the Company's delivery to the Holder of the appraisal performed by an independent appraiser at the Company's request in connection with the Alion Science and Technology Corporation Employee Ownership, Savings and Investment Plan (the "ESOP") that sets forth the per share value of the Common Stock as of September 30, 2008 2010 (the "September 2008 2010 Appraisal"), if the ESOP is still in existence on September 30, 2008 2010 and if none of clauses (a), (b) and (c) of the definition of "Current Market Price" in Section 3(c)(ii) below are applicable; provided that the September 2008 2010 Appraisal shall not reflect any discount for any lack of liquidity or absence of control, or (ii) the sixth eighth (6th8th) anniversary of the Effective Date, if the ESOP is not still in existence on September 30, 2008 or if one of the clauses (a), (b) or (c) of the definition of "Current Market Price" in Section 3(c)(ii) below is applicable (in each case, the "Expiration Date"). At 5:00 P.M., Eastern Standard Time, on the Expiration Date, the Warrant shall be and become void and of no value to the extent it has not been exercised prior to such time. (b) The Holder shall not be entitled to exercise any portion of the Warrant unless it has delivered written notice in the form of the Form of Election to Purchase attached hereto as Exhibit A (the "Exercise Notice") to the Company in accordance with Section 15 of this Warrant Agreement ninety (90) days prior to the proposed effective date of such exercise. Subject to the terms of Sections 2(h), 6(b) and 7(b), the Warrant or a portion thereof, as appropriate, shall be deemed to be exercised ninety (90) days from the date (the "Exercise Date") the Company receives the Exercise Notice. (c) The Holder shall make payment for the exercise of the Warrant, or a portion thereof, as appropriate, in the form of cash, or in lieu of cash, the Holder may elect to receive such number of Shares equal to the value (as determined below) of the exercised Warrant, or portion thereof, by indicating in the Exercise Notice the Holder's desire to consummate a cashless exercise ("Cashless Exercise Notice"), in which event the Company shall issue to the Holder a number of Shares computed using the following formula: Y x ( A - B ) X = ------------------ A Where:

Duration and Exercise of Warrant. Subject to Sections 2(b), 4, 5, 6 and 7 herein, the parties hereto agree as follows, (a) Subject to the remaining provisions of this Agreement, the Warrant may be exercised, in whole or in part, by IITRI Atefi and/or its his permitted transferees (IITRI Atefi and its his permitted transferees tranxxxxxes are hereinafter referred to individually indixxxxxlly or collectively as the "Holder") on any business day on or after the Effective Date and through and including (i) the date that is thirty (30) following the date of the Company's delivery to the Holder of the appraisal performed by an independent appraiser at the Company's request in connection with the Alion Science and Technology Corporation Employee Ownership, Savings and Investment Plan (the "ESOP") that sets forth the per share value of the Common Stock as of September 30, 2008 (the "September 2008 Appraisal"), if the ESOP is still in existence on September 30, 2008 and if none of clauses (a), (b) and (c) of the definition of "Current Market Price" in Section 3(c)(ii) below are applicable; provided that the September 2008 Appraisal shall not reflect any discount for any lack of liquidity or absence of control, or (ii) the sixth (6th) anniversary of the Effective Date, if the ESOP is not still in existence on September 30, 2008 or if one of the clauses (a), (b) or (c) of the definition of "Current Market Price" in Section 3(c)(ii) below is applicable (in each case, the "Expiration Date"). At 5:00 P.M., Eastern Standard Time, on the Expiration Date, the Warrant shall be and become void and of no value to the extent it has not been exercised prior to such time. (b) The Holder shall not be entitled to exercise any portion of the Warrant unless it has delivered written notice in the form of the Form of Election to Purchase attached hereto as Exhibit A (the "Exercise Notice") to the Company in accordance with Section 15 of this Warrant Agreement ninety (90) days prior to the proposed effective date of such exercise. Subject to the terms of Sections 2(h), 6(b) and 7(b), the Warrant or a portion thereof, as appropriate, shall be deemed to be exercised ninety (90) days from the date (the "Exercise Date") the Company receives the Exercise Notice. (c) The Holder shall make payment for the exercise of the Warrant, or a portion thereof, as appropriate, in the form of cash, or in lieu of cash, the Holder may elect to receive such number of Shares equal to the value (as determined below) of the exercised Warrant, or portion thereof, by indicating in the Exercise Notice the Holder's desire to consummate a cashless exercise ("Cashless Exercise Notice"), in which event the Company shall issue to the Holder a number of Shares computed using the following formula: Y x ( A - B ) X = ------------------ ------------- A Where:

Duration and Exercise of Warrant. Subject to Sections 2(b), 4, 5, 6 and 7 herein, the parties hereto agree as follows, (a) Subject to the remaining provisions of this Agreement, the Warrant may be exercised, in whole or in part, by IITRI Watson and/or its his permitted transferees (IITRI Watson and its his permitted transferees trxxxxxxees are hereinafter referred to individually indxxxxxxlly or collectively as the "Holder") on any business day on or after the Effective Date and through and including (i) the date that is thirty (30) days following the date of the Company's delivery to the Holder of the appraisal performed by an independent appraiser at the Company's request in connection with the Alion Science and Technology Corporation Employee Ownership, Savings and Investment Plan (the "ESOP") that sets forth the per share value of the Common Stock as of September 30, 2008 2010 (the "September 2008 2010 Appraisal"), if the ESOP is still in existence on September 30, 2008 2010 and if none of clauses (a), (b) and (c) of the definition of "Current Market Price" in Section 3(c)(ii) below are applicable; provided that the September 2008 2010 Appraisal shall not reflect any discount for any lack of liquidity or absence of control, or (ii) the sixth eighth (6th8th) anniversary of the Effective Date, if the ESOP is not still in existence on September 30, 2008 or if one of the clauses (a), (b) or (c) of the definition of "Current Market Price" in Section 3(c)(ii) below is applicable (in each case, the "Expiration Date"). At 5:00 P.M., Eastern Standard Time, on the Expiration Date, the Warrant shall be and become void and of no value to the extent it has not been exercised prior to such time. (b) The Holder shall not be entitled to exercise any portion of the Warrant unless it has delivered written notice in the form of the Form of Election to Purchase attached hereto as Exhibit A (the "Exercise Notice") to the Company in accordance with Section 15 of this Warrant Agreement ninety (90) days prior to the proposed effective date of such exercise. Subject to the terms of Sections 2(h), 6(b) and 7(b), the Warrant or a portion thereof, as appropriate, shall be deemed to be exercised ninety (90) days from the date (the "Exercise Date") the Company receives the Exercise Notice. (c) The Holder shall make payment for the exercise of the Warrant, or a portion thereof, as appropriate, in the form of cash, or in lieu of cash, the Holder may elect to receive such number of Shares equal to the value (as determined below) of the exercised Warrant, or portion thereof, by indicating in the Exercise Notice the Holder's desire to consummate a cashless exercise ("Cashless Exercise Notice"), in which event the Company shall issue to the Holder a number of Shares computed using the following formula: Y x ( A - B ) X = ------------------ A Where:A