1 EXHIBIT 10.8 STOCK OPTION AGREEMENT S.T. Research Corporation (hereinafter "Corporation"), desiring to afford an opportunity to the Director named below to purchase certain shares of the Corporation's common stock, hereby grants to the Director, and...Stock Option Agreement • December 29th, 1998 • Sensys Technologies Inc • Measuring & controlling devices, nec • Virginia
LEASE AGREEMENT 300 PARKLAND PLAZA ANN ARBOR, MI 48103 LANDLORD: 300 PARKLAND PLAZA L.L.C. 2038 S. SEVENTH STREET ANN ARBOR, MI 48103 TENANT: SENSYS TECHNOLOGIES, INC. 8419 TERMINAL ROAD NEWINGTON, VA 22122 PREMISES: South 12,500 square feet of 1st...Lease Agreement • December 29th, 1998 • Sensys Technologies Inc • Measuring & controlling devices, nec
INCENTIVE STOCK OPTION AGREEMENT UNDER THE SENSYS TECHNOLOGIES INC. LONG TERM INCENTIVE PLANIncentive Stock Option Agreement • December 29th, 1998 • Sensys Technologies Inc • Measuring & controlling devices, nec
NONQUALIFIED STOCK OPTION AGREEMENT UNDER THE DAEDALUS ENTERPRISES, INC. LONG- TERM INCENTIVE PLANNonqualified Stock Option Agreement • March 14th, 1997 • Daedalus Enterprises Inc • Measuring & controlling devices, nec
UNDERWRITING AGREEMENTUnderwriting Agreement • October 15th, 2002 • Sensytech Inc • Measuring & controlling devices, nec • Virginia
EXHIBIT 10.14 LOAN AND SECURITY AGREEMENT THIS LOAN AND SECURITY AGREEMENT is entered into as of this 16th day of June, 1986, by and among S.T. Research Corporation, a Virginia corporation with its principal office at 8419 H. Terminal Road, Newington,...Loan and Security Agreement • December 29th, 1998 • Sensys Technologies Inc • Measuring & controlling devices, nec • Virginia
STANDARDSales Contract • December 29th, 1998 • Sensys Technologies Inc • Measuring & controlling devices, nec
RECITALSFinancing and Security Agreement • October 15th, 2002 • Sensytech Inc • Measuring & controlling devices, nec • Virginia
EXHIBIT 10.17 INDUSTRIAL LEASEIndustrial Lease • December 29th, 1998 • Sensys Technologies Inc • Measuring & controlling devices, nec • Virginia
RECITALS:Voting Agreement • June 15th, 1998 • Sensys Technologies Inc • Measuring & controlling devices, nec • Delaware
AGREEMENT AND PLAN OF MERGER dated as of June 30, 2010, among THE BOEING COMPANY, VORTEX MERGER SUB, INC. and ARGON ST, INC.Merger Agreement • June 30th, 2010 • ARGON ST, Inc. • Measuring & controlling devices, nec • Delaware
This Agreement and Plan of Merger dated as of June 30, 2010 (this “Agreement”), by and among THE BOEING COMPANY, a Delaware corporation (“Parent”), VORTEX MERGER SUB, INC., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), and ARGON ST, INC., a Delaware corporation (the “Company”).
NON-QUALIFIED STOCK OPTION AGREEMENT This Agreement is made as of this 10th day of December, 1996, by and between DAEDALUS ENTERPRISES, INC., a Delaware corporation (the "Company"), and THOMAS R. ORY (the "Optionee"). WHEREAS, the Optionee presently...Non-Qualified Stock Option Agreement • November 21st, 1997 • Daedalus Enterprises Inc • Measuring & controlling devices, nec • Michigan
AGREEMENT AND PLAN OF MERGER This Agreement and Plan of Merger (the "Agreement") is made as of December 23, 1997, by and among Daedalus Enterprises, Inc., a Delaware corporation ("DEI"), DEI Merger Sub, Inc., a Virginia corporation and wholly owned...Merger Agreement • December 29th, 1997 • Daedalus Enterprises Inc • Measuring & controlling devices, nec • Delaware
Exhibit 4.57 [COMERICA LOGO] Advance Formula Agreement THIS AGREEMENT is made this 25th day of October, 1996, by Daedalus Enterprises, Inc., a Michigan corporation ("Debtor") to COMERICA BANK ("Bank"), a Michigan banking corporation of 100 Renaissance...Advance Formula Agreement • October 28th, 1996 • Daedalus Enterprises Inc • Measuring & controlling devices, nec • Michigan
Argon ST, Inc. Shares of Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • December 13th, 2005 • ARGON ST, Inc. • Measuring & controlling devices, nec • Virginia
FRIEDMAN, BILLINGS, RAMSEY & CO., INC. as Representative of the several Underwriters c/o Friedman, Billings, Ramsey & Co., Inc. 1001 19th Street North Arlington, Virginia 22209
TENDER AND VOTING AGREEMENTTender and Voting Agreement • July 8th, 2010 • ARGON ST, Inc. • Measuring & controlling devices, nec • Delaware
This Tender and Voting Agreement, dated as of June 30, 2010 (this “Agreement”), is by and among THE BOEING COMPANY, a Delaware corporation (“Parent”), VORTEX MERGER SUB, INC., a Delaware corporation (“Merger Sub”), and the stockholders of ARGON ST, INC., a Delaware corporation (the “Company”), set forth on the signature page hereto (collectively, the “Stockholder”).
NON-QUALIFIED STOCK OPTION AGREEMENT This Agreement is made as of this 10th day of December, 1996, by and between DAEDALUS ENTERPRISES, INC., a Delaware corporation (the "Company"), and CHARLES G. STANICH (the "Optionee"). WHEREAS, the Optionee...Non-Qualified Stock Option Agreement • November 21st, 1997 • Daedalus Enterprises Inc • Measuring & controlling devices, nec • Michigan
September 7, 2004Merger Agreement • September 7th, 2004 • Sensytech Inc • Measuring & controlling devices, nec
We refer to the Agreement and Plan of Merger dated as of June 7, 2004 (the “Merger Agreement”), by and between Sensytech, Inc., a Delaware corporation (“Sensytech”), and Argon Engineering Associates, Inc. a Virginia corporation (“Argon”), which provides for the merger (the “Acquisition Merger”) of ST Acquisition Corp, a Virginia corporation (“Acquisition Sub”), with and into Argon. Among other things, the Merger Agreement provides that the common stock of Argon shall convert to common stock of Sensytech and, thus, the stockholders of Argon will become stockholders of Sensytech. The Merger Agreement and Acquisition Merger are further described in the Registration Statement on Form S-4 (No. 333-117430), including the Proxy Statement/Prospectus which is contained in and made a part of the Registration Statement and the Appendices thereto, filed by Sensytech with the Securities and Exchange Commission (the “Form S-4”) pursuant to the Securities Act of 1933, as amended, to be effective on t
CHANGE OF CONTROL AGREEMENTChange of Control Agreement • January 22nd, 2009 • ARGON ST, Inc. • Measuring & controlling devices, nec • Virginia
This Agreement is made this 19th day of January, 2009, by and between Argon ST, Inc., a Delaware corporation (the “Company”), and Kerry M. Rowe (the “Executive”).
THIRD AMENDED AND RESTATED FINANCING AND SECURITY AGREEMENTFinancing and Security Agreement • January 28th, 2010 • ARGON ST, Inc. • Measuring & controlling devices, nec • Virginia
THIS THIRD AMENDED AND RESTATED FINANCING AND SECURITY AGREEMENT (this “Agreement”) is made as of the 25th day of January, 2010, by and among ARGON ST, INC., a Delaware corporation, formerly known as SensyTech, Inc., a Delaware corporation (“Argon”), COHERENT SYSTEMS INTERNATIONAL, LLC, a Delaware limited liability company (“Coherent”; Argon and Coherent are collectively and jointly and severally referred to herein as the “Borrower”) and BANK OF AMERICA, N. A., a national banking association (the “Lender”).
AGREEMENTSEmployment Agreement • December 29th, 1998 • Sensys Technologies Inc • Measuring & controlling devices, nec • Michigan
EXHIBIT 10.4 RETENTION AGREEMENT This Agreement is made this 17th day of February, 2004, by and between Sensytech, Inc., a Delaware corporation (the "Company"), and S. Kent Rockwell, (the "Executive"). WHEREAS, the Board of Directors of the Company...Retention Agreement • July 16th, 2004 • Sensytech Inc • Measuring & controlling devices, nec • Virginia
AGREEMENTStock Option Agreement • December 29th, 1998 • Sensys Technologies Inc • Measuring & controlling devices, nec
1 EXHIBIT 10.4 1996 DIRECTOR INCENTIVE STOCK OPTION PLAN AGREEMENT INCENTIVE STOCK OPTION PLAN OF S.T RESEARCH CORPORATION ADOPTED AS OF MAY 22, 1996 1. PURPOSE OF THE PLAN. The purpose of the Incentive Stock Option Plan of S.T. Research Corporation...Incentive Stock Option Plan Agreement • December 29th, 1998 • Sensys Technologies Inc • Measuring & controlling devices, nec
RECITALS:Revolving Credit, Overline Credit and Term Loan Agreement • December 13th, 1995 • Daedalus Enterprises Inc • Measuring & controlling devices, nec
IN WITNESS WHEREOF, the parties hereto have caused this extension agreement to be duly executed the day and year first above written. Witnesses for Mortgagee: Comerica Bank, Successor in interest by reason of merger with Manufacturers National Bank of...Extension Agreement • December 13th, 1995 • Daedalus Enterprises Inc • Measuring & controlling devices, nec
WITNESS THIS EXTENSION AGREEMENT entered into this ______ day of_________________, 1995, between Comerica Bank, a Michigan Banking Corporation, Successor in interest by reason of merger with Manufacturers National Bank of Detroit, N.A., whose address is 500 Woodward Avenue, Detroit, Michigan 48226 (hereinafter called "Mortgagee"), and Daedalus Enterprises, Inc., a Delaware corporation, whose address is POBox 1869, 300 Parkland Plaza, Ann Arbor, MI 48106 (hereinafter called "Mortgagor").
SIXTH AMENDMENT TO SECOND AMENDED AND RESTATED FINANCING AND SECURITY AGREEMENTFinancing and Security Agreement • March 4th, 2008 • ARGON ST, Inc. • Measuring & controlling devices, nec
THIS SIXTH AMENDMENT TO SECOND AMENDED AND RESTATED FINANCING AND SECURITY AGREEMENT (this “Agreement”) is made as of February 28, 2008, by ARGON ST, INC., a Delaware corporation, successor to SensyTech, Inc., formerly known as Sensys Technologies Inc., a Delaware corporation (“Argon”), COHERENT SYSTEM INTERNATIONAL, LLC, a Delaware limited liability company (“Coherent”), and BANK OF AMERICA, N. A., a national banking association (the “Lender”).
FIFTH AMENDMENT TO SECOND AMENDED AND RESTATED FINANCING AND SECURITY AGREEMENTFinancing and Security Agreement • April 6th, 2006 • ARGON ST, Inc. • Measuring & controlling devices, nec
THIS FIFTH AMENDMENT TO SECOND AMENDED AND RESTATED FINANCING AND SECURITY AGREEMENT (this “Agreement”) is made as of March 31, 2006, by ARGON ST, INC., a Delaware corporation, successor to SensyTech, Inc., formerly known as Sensys Technologies Inc., a Delaware corporation (“Argon”) (the “Original Borrower”), RADIX TECHNOLOGIES, INC., a California corporation (“Radix”) and BANK OF AMERICA, N. A., a national banking association (the “Lender”).
EQUITY PURCHASE AGREEMENTEquity Purchase Agreement • August 16th, 2007 • ARGON ST, Inc. • Measuring & controlling devices, nec • Delaware
THIS EQUITY PURCHASE AGREEMENT (this “Agreement”) is entered into as of the 12th day of August 2007, by and among Argon ST, Inc., a Delaware corporation (“Purchaser”), CSIC Holdings LLC, a Delaware limited liability company (“Company”), Coherent Systems International, Corp., a Delaware corporation (“Parent”), those Persons listed on Schedule 1 hereto (collectively, the “Stockholders”), and Richard S. Ianieri, as a representative of Parent and all of the Stockholders (the “Seller Representative”).
AGREEMENT AND PLAN OF MERGER dated as of June 7, 2004 by and between SENSYTECH, INC. and ARGON ENGINEERING ASSOCIATES, INC.Merger Agreement • July 16th, 2004 • Sensytech Inc • Measuring & controlling devices, nec • Delaware
THIS AGREEMENT AND PLAN OF MERGER, dated as of June 7, 2004 (this “Agreement”), is by and between, Sensytech, Inc., a Delaware corporation (“Sensytech”) and Argon Engineering Associates, Inc., a Virginia corporation (“Argon”).
INCENTIVE STOCK OPTION AGREEMENT UNDER THE ARGON ST, INC. 2002 STOCK INCENTIVE PLANIncentive Stock Option Agreement • December 14th, 2005 • ARGON ST, Inc. • Measuring & controlling devices, nec
THIS AGREEMENT is entered into effective as of by and between ARGON ST, INC. (“Corporation”) and (“Optionee”), pursuant to the Corporation’s 2002 Stock Incentive Plan (the “Plan”). The Corporation hereby grants to the Optionee an Incentive Stock Option under Section 422 of the Internal Revenue Code of 1986, as amended, to purchase a total of shares of Common Stock, subject to the terms and conditions contained in the Plan and as hereinafter provided (the “Option”). Capitalized terms not defined in this Agreement shall have the meanings respectively ascribed to them in the Plan.
NET LEASE AGREEMENT THIS NET LEASE AGREEMENT made and entered into this 9th day of February, 1999, by and between Jaguar II, LC, a Virginia LLC, having an address as 1512 Windstone Drive, Vienna, Virginia 22182-15387, hereinafter referred to as...Net Lease Agreement • August 16th, 1999 • Sensys Technologies Inc • Measuring & controlling devices, nec • Virginia
1 EXHIBIT 10.905 COOPERATIVE DEVELOPMENT AND SERVICE AGREEMENT BY AND BETWEEN ERIM INTERNATIONAL, INC. AND DAEDALUS ENTERPRISES, INC. This Agreement, dated as of the 26th day of March, 1998 (the "Effective Date") between ERIM INTERNATIONAL, INC., a...Cooperative Development and Service Agreement • May 7th, 1998 • Daedalus Enterprises Inc • Measuring & controlling devices, nec
ARGON ST, INC. 12701 Fair Lakes Circle, Suite 800 Fairfax, Virginia 22033Merger Agreement • July 8th, 2010 • ARGON ST, Inc. • Measuring & controlling devices, nec
We are pleased to inform you that on June 30, 2010, Argon ST, Inc. (“Argon”) entered into an Agreement and Plan of Merger (the “Merger Agreement”) with The Boeing Company, a Delaware corporation (“Parent”), and Vortex Merger Sub, Inc., a Delaware corporation (“Purchaser”) and a wholly owned subsidiary of Parent.
1 EXHIBIT 10.904 STRATEGIC ALLIANCE AGREEMENT This AGREEMENT, dated as of the 20th day of October, 1997 between DAEDALUS ENTERPRISES, INC., a Delaware Corporation with offices at 300 Parkland Plaza, Ann Arbor, Michigan 48103 with a mailing address of...Strategic Alliance Agreement • May 7th, 1998 • Daedalus Enterprises Inc • Measuring & controlling devices, nec • Michigan
