0001104659-11-061072 Sample Contracts

AMENDED AND RESTATED SEVERANCE AND CHANGE OF CONTROL AGREEMENT
Severance and Change of Control Agreement • November 4th, 2011 • Kratos Defense & Security Solutions, Inc. • Communications services, nec

This AMENDED AND RESTATED SEVERANCE AND CHANGE OF CONTROL AGREEMENT (“Agreement”) is effective as of August 4, 2011 by and between Kratos Defense & Security Solutions, Inc., (the “Company” or “Kratos”) and Deborah S. Butera (“Butera”), as approved by the Company’s Board Compensation Committee.

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EMPLOYMENT AGREEMENT
Employment Agreement • November 4th, 2011 • Kratos Defense & Security Solutions, Inc. • Communications services, nec • California

THIS EMPLOYMENT AGREEMENT (“Agreement”) is entered into by and between Kratos Public Safety & Security Solutions, Inc., a Delaware corporation (the “Company”) and Ben Goodwin, an individual (“Executive”), effective as of August 4, 2011 (“Effective Date”). Certain terms used in this Agreement denoted by initial capital letters are defined in Section 16.

FIRST AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • November 4th, 2011 • Kratos Defense & Security Solutions, Inc. • Communications services, nec

THIS FIRST AMENDMENT TO EMPLOYMENT AGREEMENT (“First Amendment”) is entered into by and between Kratos Defense Engineering Solutions, Inc., a Delaware corporation formerly known as Kratos Government Solutions, Inc. (the “Company”) and David Carter, an individual (“Executive”), effective as of August 4, 2011 (“Effective Date”). For purposes of this Agreement, the defined term “Company” is intended to include DTI Associates, Inc. (“DTI”). Certain terms used in this Agreement denoted by initial capital letters are defined in Section 17.

KRATOS DEFENSE & SECURITY SOLUTIONS, INC. 10% Senior Secured Notes due 2017 PURCHASE AGREEMENT
Purchase Agreement • November 4th, 2011 • Kratos Defense & Security Solutions, Inc. • Communications services, nec • New York

JEFFERIES & COMPANY, INC. As Representative of the Initial Purchasers listed in Schedule I hereto c/o Jefferies & Company, Inc. 520 Madison Avenue New York, New York 10022

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