0000950133-02-003343 Sample Contracts

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WITNESSETH:
Deferred Compensation Agreement • October 7th, 2002 • Alion Science & Technology Corp • Services-commercial physical & biological research • Virginia
EMPLOYMENT AGREEMENT
Employment Agreement • October 7th, 2002 • Alion Science & Technology Corp • Services-commercial physical & biological research • Virginia

THIS EMPLOYMENT AGREEMENT (the “Agreement”) is made this day of , 2002, (the “Effective Date”) by and between Alion Science and Technology Corporation, a Delaware corporation (the “Company”) and Stephen J. Trichka (the “Employee”).

CREDIT AGREEMENT Dated as of November [______], 2002 among ALION SCIENCE AND TECHNOLOGY CORPORATION, as the Borrower, THE INSTITUTIONS FROM TIME TO TIME PARTIES HERETO AS LENDERS, and LASALLE BANK NATIONAL ASSOCIATION, as Administrative Agent
Credit Agreement • October 7th, 2002 • Alion Science & Technology Corp • Services-commercial physical & biological research

This Credit Agreement dated as of November [______], 2002 is entered into among Alion Science and Technology Corporation, a Delaware corporation, the institutions from time to time parties hereto as Lenders, whether by execution of this Agreement or an Assignment Agreement pursuant to Section 13.3, and LaSalle Bank National Association, in its capacity as contractual representative for itself and the other Lenders (the “Administrative Agent”). The parties hereto agree as follows:

ALION SCIENCE AND TECHNOLOGY CORPORATION 1750 Tysons Boulevard Suite 1300 McLean, Virginia 22102
Mezzanine Note Securities Purchase Agreement • October 7th, 2002 • Alion Science & Technology Corp • Services-commercial physical & biological research • Illinois
Alion Subordinated Deferred Compensation Agreement
Deferred Compensation Agreement • October 7th, 2002 • Alion Science & Technology Corp • Services-commercial physical & biological research • Virginia

This deferred compensation agreement (“the Agreement”), effective , 2002 by and between Alion Science and Technology Corporation, a Delaware corporation (“Alion”) and Barry Watson (“Participant”) is intended to establish a plan of nonqualified deferred compensation in order to provide Participant with a degree of retirement income security and to encourage Participant to provide continued services to Alion.

THIRD AMENDED AND RESTATED ASSET PURCHASE AGREEMENT between IIT RESEARCH INSTITUTE and ALION SCIENCE AND TECHNOLOGY CORPORATION
Asset Purchase Agreement • October 7th, 2002 • Alion Science & Technology Corp • Services-commercial physical & biological research

This Third Amended and Restated Asset Purchase Agreement (“Agreement”) is made on October ______, 2002, with effect as of June 4, 2002 (the “Effective Date”), by and between Alion Science and Technology Corporation (formerly known as Beagle Holdings, Inc.), a Delaware corporation (“Purchaser”) and IIT Research Institute, a not-for-profit Illinois corporation (“Seller”) controlled by the Illinois Institute of Technology, a not-for-profit Illinois corporation (“IIT”).

Employment Agreement
Employment Agreement • October 7th, 2002 • Alion Science & Technology Corp • Services-commercial physical & biological research • Virginia

This Employment Agreement (“Agreement’) is entered into this ______day of ______, 2002 (the “Effective Date”) by and between Alion Science and Technology Corporation, a Delaware corporation (“Alion”), and Bahman Atefi of McLean, Virginia (“Atefi”).

IIT RESEARCH INSTITUTE 1750 Tysons Boulevard Suite 1300 McLean, Virginia 22102
Asset Purchase Agreement • October 7th, 2002 • Alion Science & Technology Corp • Services-commercial physical & biological research

We refer to the Amended and Restated Asset Purchase Agreement by and between Alion Science and Technology Corporation (“Alion”) and IIT Research Institute (“IITRI”), dated as of , 2002 (the “Asset Purchase Agreement”), pursuant to which you shall purchase substantially all of the assets of IITRI. Unless otherwise provided herein, all capitalized terms used and not defined in this Agreement shall have the respective meanings ascribed to them in the Asset Purchase Agreement. We also make reference to that certain Mezzanine Note Securities Purchase Agreement, dated , 2002 (the “Mezzanine Note Purchase Agreement”) among Alion and the Holders named in Schedule I thereto. Capitalized terms used herein and not otherwise defined herein shall have the respective meanings provided in the Mezzanine Note Purchase Agreement.

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