Standard Contracts
EXHIBIT 10.2 CREDIT AGREEMENT (MULTI-YEAR FACILITY) dated as of July 31, 2002Credit Agreement • August 7th, 2002 • Science Applications International Corp • Services-engineering, accounting, research, management • New York
ARTICLE III REPRESENTATIONS AND WARRANTIES OF EACH SELLERStock Purchase Agreement • November 26th, 1997 • Science Applications International Corp • Services-engineering, accounting, research, management • New York
1 EXHIBIT 2.3 SECOND AMENDMENT TO STOCK PURCHASE AGREEMENT SECOND AMENDMENT, dated as of November 14, 1997, to that certain Stock Purchase Agreement, dated as of November 20, 1996, by and among Ameritech Services, Inc., a Delaware corporation...Stock Purchase Agreement • November 26th, 1997 • Science Applications International Corp • Services-engineering, accounting, research, management • New York
1 Exhibit 1.1 SCIENCE APPLICATIONS INTERNATIONAL CORPORATION DEBT SECURITIES Underwriting AgreementUnderwriting Agreement • November 19th, 1997 • Science Applications International Corp • Services-engineering, accounting, research, management • New York
EXHIBIT 1.1 SCIENCE APPLICATIONS INTERNATIONAL CORPORATION 6 1/4 % Notes due 2012 7 1/8 % Notes due 2032 Purchase AgreementPurchase Agreement • July 3rd, 2002 • Science Applications International Corp • Services-engineering, accounting, research, management
EXHIBIT A AGREEMENT AS TO JOINT FILING OF SCHEDULE 13G In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing, on behalf of each of them, of a Statement on Schedule...Joint Filing Agreement • February 7th, 2003 • Science Applications International Corp • Services-engineering, accounting, research, management
In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing, on behalf of each of them, of a Statement on Schedule 13G (including amendments thereto) with respect to the Common Stock of VeriSign, Inc. Each of the undersigned states that it is entitled to individually use Schedule 13G pursuant to Rule 13d-1(c) of the Act. Each of the undersigned is responsible for the timely filing of such Schedule 13G and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the completeness or accuracy of the information concerning the other persons making the filing, unless such person knows or has reason to believe that such information is inaccurate.
TRUST INDENTURE ACT SECTION INDENTURE SECTION --------------------------- ----------------- 314(d) Inapplicable 314(e) 11.05 314(f) Inapplicable 315(a), (c) and (d) 6.01 315(b) 5.11 315(e) 5.12 316(a)(1) 5.09 316(a)(2) Not required 316(a) (last...Indenture • July 3rd, 2002 • Science Applications International Corp • Services-engineering, accounting, research, management
MORGAN GUARANTY TRUST COMPANY OF NEW YORK, as Syndication AgentCredit Agreement • September 11th, 1997 • Science Applications International Corp • Services-engineering, accounting, research, management • California
RECITALSEmployment Agreement • April 30th, 1998 • Science Applications International Corp • Services-engineering, accounting, research, management • New Jersey
EXHIBIT 4.1 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT dated June 28, 2002 (the "Agreement") is entered into by and among Science Applications International Corporation, a Delaware corporation (the "Company"), and the several...Registration Rights Agreement • July 3rd, 2002 • Science Applications International Corp • Services-engineering, accounting, research, management • New York
JOINT FILING AGREEMENT This will confirm the agreement by and between each of the undersigned, in accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, that the Schedule 13G filed on or about this date with respect to...Joint Filing Agreement • August 18th, 2000 • Science Applications International Corp • Services-engineering, accounting, research, management
JOINT FILING AGREEMENTJoint Filing Agreement • February 14th, 2001 • Science Applications International Corp • Services-engineering, accounting, research, management
This will confirm the agreement by and between each of the undersigned, in accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, that the Schedule 13G filed on or about this date with respect to the beneficial ownership of the undersigned of shares of the Common Stock, par value $0.001 per share, of Geoworks Corporation is being filed on behalf of each of the undersigned. This agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.
EXHIBIT B REGISTRATION RIGHTS AGREEMENT Incorporated herein by reference to Annex F to the Form S-4 filed by the Issuer on April 12, 2000.Registration Rights Agreement • June 22nd, 2000 • Science Applications International Corp • Services-engineering, accounting, research, management
EXHIBIT A AGREEMENT AS TO JOINT FILING OF SCHEDULE 13D In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing, on behalf of each of them, of a Statement on Schedule...Joint Filing Agreement • June 22nd, 2000 • Science Applications International Corp • Services-engineering, accounting, research, management
In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing, on behalf of each of them, of a Statement on Schedule 13D (including amendments thereto) with respect to the Common Stock of VeriSign, Inc. Each of them is responsible for the timely filing of such Schedule 13D and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the completeness or accuracy of the information concerning the other persons making the filing, unless such person knows or has reason to believe that such information is inaccurate.
CREDIT AGREEMENT (364-DAY FACILITY)Credit Agreement • September 11th, 1997 • Science Applications International Corp • Services-engineering, accounting, research, management • California
FORM OF SEVERANCE PROTECTION AGREEMENTSeverance Protection Agreement • February 26th, 2016 • Leidos, Inc. • Services-computer integrated systems design • Virginia
This SEVERANCE PROTECTION AGREEMENT is effective as of [insert date] by and between Leidos Holdings, Inc., a Delaware corporation (the “Company”), and «Executive_Name» (the “Executive”).
EXHIBIT A AGREEMENT AS TO JOINT FILING OF SCHEDULE 13D In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing, on behalf of each of them, of a Statement on Schedule...Agreement as to Joint Filing of Schedule 13d • February 7th, 2003 • Science Applications International Corp • Services-engineering, accounting, research, management
In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing, on behalf of each of them, of a Statement on Schedule 13D (including amendments thereto) with respect to the Common Stock of Daleen Technologies, Inc. Each of them is responsible for the timely filing of such Schedule 13D and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the completeness of accuracy of the information concerning the other persons making the filing, unless such person knows or has reason to believe that such information is inaccurate.
FORM OF LEIDOS HOLDINGS, INC. RESTRICTED STOCK UNIT AWARD AGREEMENT (Management)Restricted Stock Unit Award Agreement • June 4th, 2014 • Leidos, Inc. • Services-computer integrated systems design • Delaware
Leidos Holdings, Inc., a Delaware corporation (the “Company”), hereby grants to the participant named in the Grant Summary (as defined below) (“Recipient”), who is affiliated with the Company or an Affiliate as an employee, director or consultant, restricted stock units (“RSUs”) representing the right to receive one share of its Common Stock, $0.0001 par value per share (“Common Stock”) for each RSU. Certain specific details of this award, including the number of RSUs and the Grant Date, may be found in the Grant Summary and are hereby incorporated by reference into this Agreement. The RSUs shall be forfeited if certain performance conditions set forth below are not met. The terms and conditions of the grant of RSUs (this “Award”) are set forth in this Agreement and in the Company’s 2006 Equity Incentive Plan, as amended (the “Plan”).
BY ACCEPTING THE AWARD DESCRIBED IN THIS AGREEMENT, YOU VOLUNTARILY AGREE TO ALL OF THE TERMS AND CONDITIONS SET FORTH IN THIS AGREEMENT, THE AWARD GRANT NOTICE AND IN THE PLAN.Performance Share Award Agreement • March 25th, 2015 • Leidos, Inc. • Services-computer integrated systems design • Delaware
This Performance Share Award Agreement (this “Agreement”), effective as of the Grant Date (as defined below), is between Leidos Holdings, Inc., Inc., a Delaware corporation (the “Company”), and Recipient (as defined below).
NONSTATUTORY STOCK OPTION AGREEMENT NON-EMPLOYEE DIRECTORSNonstatutory Stock Option Agreement • March 27th, 2014 • Leidos, Inc. • Services-computer integrated systems design • Delaware
Leidos Holdings, Inc., a Delaware corporation (the “Company”), hereby grants an option (the “Option”) to purchase shares of its Common Stock, $0.0001 par value per share, (“Stock”), to the participant named in the Grant Summary (as defined below) (“Optionee”). Optionee is a non-employee director of the Company. Certain specific details of the award of this Option, including Option Shares, Option Price and Grant Date, may be found in the Grant Summary and are hereby incorporated by reference into this Agreement. The terms and conditions of the Option are set forth in this Agreement and in the Company’s 2006 Equity Incentive Plan, as amended (the “Plan”).
STOCKHOLDER AND VOTING AGREEMENT This Stockholder and Voting Agreement ("AGREEMENT"), is made effective as of September 25, 1998, by and among SCIENCE APPLICATIONS INTERNATIONAL CORPORATION, a Delaware corporation ("SAIC"), ODS NETWORKS, INC., a...Stockholder and Voting Agreement • October 2nd, 1998 • Science Applications International Corp • Services-engineering, accounting, research, management • Delaware
NONSTATUTORY STOCK OPTION AGREEMENTNonstatutory Stock Option Agreement • March 27th, 2014 • Leidos, Inc. • Services-computer integrated systems design • Delaware
Leidos Holdings, Inc., a Delaware corporation (the “Company”), hereby grants an option (the “Option”) to purchase shares of its Common Stock, $0.0001 par value per share, (“Stock”), to the participant named in the Grant Summary (as defined below) (“Optionee”). Certain specific details of the award of this Option, including Option Shares, Option Price and Grant Date, may be found in the Grant Summary and are hereby incorporated by reference into this Agreement. The terms and conditions of the Option are set forth in this Agreement and in the Company’s 2006 Equity Incentive Plan, as amended (the “Plan”).
FORM OF INDEMNIFICATION AGREEMENTIndemnification Agreement • March 25th, 2015 • Leidos, Inc. • Services-computer integrated systems design • Delaware
This Agreement is made effective as of ____________, between Leidos Holdings, Inc., a Delaware corporation (the “Company”), and ___________ (the “Indemnitee”).
SAIC, INC. RESTRICTED STOCK UNIT AWARD AGREEMENT (Management – 3-year Cliff Vesting)Restricted Stock Unit Award Agreement • June 4th, 2013 • Science Applications International Corp • Services-computer integrated systems design • Delaware
SAIC, Inc., a Delaware corporation (the “Company”), hereby grants to the participant named in the Grant Summary (as defined below) (“Recipient”), who is affiliated with the Company or an Affiliate as an employee, director or consultant, restricted stock units (“RSUs”) representing the right to receive one share of its Common Stock, $0.0001 par value per share (“Common Stock”) for each RSU. Certain specific details of this award, including the number of RSUs and the Grant Date, may be found in the Grant Summary and are hereby incorporated by reference into this Agreement. The RSUs shall be forfeited if certain performance conditions set forth below are not met. The terms and conditions of the grant of RSUs (this “Award”) are set forth in this Agreement and in the Company’s 2006 Equity Incentive Plan, as amended (the “Plan”).
CREDIT AGREEMENT (MULTI-YEAR FACILITY) dated as of July 28, 2004 among SCIENCE APPLICATIONS INTERNATIONAL CORPORATION, JPMORGAN CHASE BANK, as Administrative Agent CITICORP USA, INC., as Syndication Agent MORGAN STANLEY BANK, WACHOVIA BANK, NATIONAL...Credit Agreement • September 20th, 2004 • Science Applications International Corp • Services-engineering, accounting, research, management • New York
This CREDIT AGREEMENT (Multi-Year Facility) dated as of July 28, 2004 is entered into by and among SCIENCE APPLICATIONS INTERNATIONAL CORPORATION, a Delaware corporation (the “Company”), each lender whose name is set forth on the signature pages of this Agreement and each lender which may hereafter become a party to this Agreement (collectively, the “Lenders” and individually, a “Lender”) and JPMorgan Chase Bank, as Administrative Agent, Citicorp USA, Inc. as Syndication Agent and Morgan Stanley Bank, Wachovia Bank, National Association and The Royal Bank of Scotland plc, as Co-Documentation Agents.
CREDIT AGREEMENT Dated as of June 27, 2013 Among SAIC GEMINI, INC. as Borrower SAIC, INC. as Parent and THE INITIAL LENDERS NAMED HEREIN as Initial Lenders and CITIBANK, N.A. as Administrative Agent BANK OF AMERICA, N.A. as Syndication Agent CITIGROUP...Credit Agreement • July 3rd, 2013 • Science Applications International Corp • Services-computer integrated systems design • New York
SAIC GEMINI, INC., a Delaware corporation (the “Borrower”), SAIC, INC., a Delaware corporation (the “Parent”), the banks, financial institutions and other institutional lenders (the “Initial Lenders”) and issuers of letters of credit (“Initial Issuing Banks”) listed on Schedule I hereto, and CITIBANK, N.A. (“Citibank”), as agent (the “Agent”) for the Lenders (as hereinafter defined), agree as follows:
SEVERANCE PROTECTION AGREEMENTSeverance Protection Agreement • November 22nd, 2005 • Science Applications International Corp • Services-engineering, accounting, research, management • Delaware
SEVERANCE PROTECTION AGREEMENT dated _________ __, 2005, by and between Science Applications International Corporation, a Delaware corporation (the “Company”), and ______ (the “Executive”).
DISTRIBUTION AGREEMENT by and between SAIC, INC. and SAIC GEMINI, INC. Dated as of September 25, 2013Distribution Agreement • October 1st, 2013 • Leidos, Inc. • Services-computer integrated systems design • Delaware
DISTRIBUTION AGREEMENT (this “Agreement”), dated as of September 25, 2013 by and between SAIC, Inc., a Delaware corporation (“SAIC” or “Leidos”), that will be known as Leidos Holdings, Inc. following the Distribution and SAIC Gemini, Inc., a Delaware corporation (“New SAIC”), that will be known as Science Applications International Corporation following the Distribution. Each of SAIC and New SAIC is sometimes referred to herein as a “Party” and, collectively, as the “Parties”. Capitalized terms used and not defined herein shall have the meaning set forth in Section 1.1.
SCIENCE APPLICATIONS INTERNATIONAL CORPORATION REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 20th, 2003 • Science Applications International Corp • Services-engineering, accounting, research, management • New York
This REGISTRATION RIGHTS AGREEMENT dated June 19, 2003 (the “Agreement”) is entered into by and among Science Applications International Corporation, a Delaware corporation (the “Company”), and the several Initial Purchasers listed in Schedule 1 hereto (the “Initial Purchasers”), for whom J.P. Morgan Securities Inc. is acting as representative (the “Representative”).
CUSIP __________ NOTE S-__ THIS NOTE IS A GLOBAL SECURITY WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITARY OR A NOMINEE THEREOF. THIS NOTE MAY NOT BE EXCHANGED IN WHOLE OR IN PART FOR A SECURITY...Note • July 3rd, 2002 • Science Applications International Corp • Services-engineering, accounting, research, management • New York
STOCK PURCHASE AGREEMENT BETWEEN SCIENCE APPLICATIONS INTERNATIONAL CORPORATION AND TTI HOLDING CORPORATION Dated as of November 17, 2004Stock Purchase Agreement • March 21st, 2005 • Science Applications International Corp • Services-engineering, accounting, research, management • Delaware
This STOCK PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of November 17, 2004, between Science Applications International Corporation, a Delaware corporation (“Seller”), and TTI Holding Corporation, a Delaware corporation (“Purchaser”).
CUSIPNote Agreement • August 30th, 2002 • Science Applications International Corp • Services-engineering, accounting, research, management
THIS NOTE IS A GLOBAL SECURITY WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITARY OR A NOMINEE THEREOF. THIS NOTE MAY NOT BE EXCHANGED IN WHOLE OR IN PART FOR A SECURITY REGISTERED, AND NO TRANSFER OF THIS NOTE IN WHOLE OR IN PART MAY BE REGISTERED, IN THE NAME OF ANY PERSON OTHER THAN SUCH DEPOSITARY OR A NOMINEE THEREOF, EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE.
FORM OF LEIDOS HOLDINGS, INC. RESTRICTED STOCK UNIT AWARD AGREEMENT (Non- Employee Directors)Restricted Stock Unit Award Agreement • March 27th, 2014 • Leidos, Inc. • Services-computer integrated systems design • Delaware
Leidos Holdings, Inc., a Delaware corporation (the “Company”), hereby grants to the participant named in the Grant Summary (as defined below) (“Recipient”), who is affiliated with the Company or an Affiliate as a non-employee director, restricted stock units (“RSUs”) representing the right to receive one share of its Common Stock, $0.0001 par value per share (“Common Stock”) for each RSU. Certain specific details of this award, including the number of RSUs and the Grant Date, may be found in the Grant Summary and are hereby incorporated by reference into this Agreement. The terms and conditions of the grant of RSUs (this “Award”) are set forth in this Agreement and in the Company’s 2006 Equity Incentive Plan, as amended (the “Plan”).
AGREEMENT AND PLAN OF MERGER (as amended and restated)Agreement and Plan of Merger • September 5th, 2006 • Science Applications International Corp • Services-engineering, accounting, research, management • Delaware
This AGREEMENT AND PLAN OF MERGER, as amended and restated as of July 24, 2006 (this “Agreement”), is by and among Science Applications International Corporation, a Delaware corporation (“Old SAIC”), SAIC, Inc., a Delaware corporation and a wholly-owned subsidiary of Old SAIC (“New SAIC”), and SAIC Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of New SAIC (“SAIC MergerSub”).
FIVE YEAR CREDIT AGREEMENT dated as of June 6, 2006 among SCIENCE APPLICATIONS INTERNATIONAL CORPORATION, CITICORP USA, INC., as Administrative Agent WACHOVIA BANK, NATIONAL ASSOCIATION, as Syndication Agent BANK OF AMERICA, N.A., MORGAN STANLEY BANK,...Credit Agreement • June 9th, 2006 • Science Applications International Corp • Services-engineering, accounting, research, management • New York
This FIVE YEAR CREDIT AGREEMENT dated as of June 6, 2006 is entered into by and among SCIENCE APPLICATIONS INTERNATIONAL CORPORATION, a Delaware corporation, each lender whose name is set forth on the signature pages of this Agreement and each lender which may hereafter become a party to this Agreement (collectively, the “Lenders” and individually, a “Lender”) and Citicorp USA, Inc., as Administrative Agent, Wachovia Bank, National Association, as Syndication Agent and Bank of America, N.A., Morgan Stanley Bank and U.S. Bank National Association, as Co-Documentation Agents.
