STOCKHOLDER AGREEMENTStockholder Agreement • April 29th, 2005 • Pec Solutions Inc • Services-computer programming, data processing, etc. • Delaware
THIS STOCKHOLDER AGREEMENT (this “Agreement”) dated as of April 25, 2005, is by and among NORTEL NETWORKS INC., a Delaware corporation (“Parent”), PS MERGER SUB, INC., a Delaware corporation and wholly-owned subsidiary of Parent (“Purchaser”), and each other Person listed on the signature pages hereof (each, a “Stockholder”). Capitalized terms not defined herein have the meanings ascribed to such terms in the Agreement and Plan of Merger dated of even date herewith (as the same may be amended from time to time, the “Merger Agreement”) by and among Parent, Purchaser and PEC Solutions, Inc., a Delaware corporation (the “Company”).
AGREEMENT AND PLAN OF MERGER BY AND AMONG NORTEL NETWORKS INC. PS MERGER SUB, INC. AND PEC SOLUTIONS, INC. Dated as of April 25, 2005Merger Agreement • April 29th, 2005 • Pec Solutions Inc • Services-computer programming, data processing, etc. • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of April 25, 2005, is by and among NORTEL NETWORKS INC., a Delaware corporation (the “Parent”), PS MERGER SUB, INC., a Delaware corporation and a wholly owned subsidiary of Parent (the “Purchaser”), and PEC SOLUTIONS, INC., a Delaware corporation (the “Company”).
NON-COMPETITION AND COMMITMENT AGREEMENTNon-Competition Agreement • April 29th, 2005 • Pec Solutions Inc • Services-computer programming, data processing, etc. • Virginia
THIS NON-COMPETITION AND COMMITMENT AGREEMENT (this “Agreement”), dated as of April 25, 2005, is by and between PEC SOLUTIONS, INC., a Delaware corporation (the “Company”), and ALAN H. HARBITTER, an individual residing at 12164 Richland Lane, Oak Hill, VA 20171 (“Executive”). Capitalized terms not defined herein have the meanings ascribed to such terms in the Agreement and Plan of Merger dated of even date herewith (as the same may be amended from time to time, the “Merger Agreement”), by and among the Company, NORTEL NETWORKS INC., a Delaware corporation (“Parent”), and PS MERGER SUB, INC., a Delaware corporation and wholly-owned subsidiary of Parent (“Purchaser”).
