EMPLOYMENT AGREEMENTEmployment Agreement • August 22nd, 2014 • Alion Science & Technology Corp • Services-engineering services • Virginia
Contract Type FiledAugust 22nd, 2014 Company Industry JurisdictionThis Employment Agreement (this “Agreement”), dated as of August 18, 2014 is entered into, by and between Alion Science and Technology Corporation, a Delaware corporation (the “Company”) and Stacy Mendler (the “Executive”), to be effective as of the Effective Date (as defined below).
INTERCREDITOR AGREEMENT dated as of August 18, 2014 among ALION SCIENCE AND TECHNOLOGY CORPORATION, as Borrower, the other Grantors from time to time party hereto, WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent under the Revolving...Intercreditor Agreement • August 22nd, 2014 • Alion Science & Technology Corp • Services-engineering services • New York
Contract Type FiledAugust 22nd, 2014 Company Industry JurisdictionINTERCREDITOR AGREEMENT (as amended, supplemented, amended and restated or otherwise modified from time to time in accordance with Section 7.1 hereof, this “Agreement”) dated as of August 18, 2014 among ALION SCIENCE AND TECHNOLOGY CORPORATION, a Delaware corporation (the “Borrower”), the other Grantors from time to time party hereto, Wells Fargo Bank, National Association, as Revolving Agent (as defined below), Goldman Sachs Lending Partners LLC, as First Lien Administrative Agent (as defined below), Wilmington Trust, National Association, as Second Lien Administrative Agent (as defined below), Wilmington Trust, National Association, as Trustee (as defined below), and Wilmington Trust, National Association, as Collateral Agent (in such capacity and together with its successors and permitted assigns in such capacity, the “Collateral Agent”).
CREDIT AGREEMENT by and among WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent, Sole Lead Arranger, and Sole Book Runner, THE LENDERS THAT ARE PARTIES HERETO, as the Lenders, and ALION SCIENCE AND TECHNOLOGY CORPORATION, as Borrower...Credit Agreement • August 22nd, 2014 • Alion Science & Technology Corp • Services-engineering services • New York
Contract Type FiledAugust 22nd, 2014 Company Industry Jurisdiction
WARRANT AGREEMENT Dated as of August 18, 2014 between ALION SCIENCE AND TECHNOLOGY CORPORATION and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Warrant AgentWarrant Agreement • August 22nd, 2014 • Alion Science & Technology Corp • Services-engineering services • Delaware
Contract Type FiledAugust 22nd, 2014 Company Industry JurisdictionWARRANT AGREEMENT dated as of August 18, 2014 (this “Agreement”), between ALION SCIENCE AND TECHNOLOGY CORPORATION, a Delaware corporation (the “Company”), and Wilmington Trust, National Association as Warrant Agent (together with its successors and assigns, in such capacity, the “Warrant Agent”).
ALION SCIENCE AND TECHNOLOGY CORPORATION STOCKHOLDERS’ AGREEMENT Dated as of August 18, 2014Stockholders’ Agreement • August 22nd, 2014 • Alion Science & Technology Corp • Services-engineering services • Delaware
Contract Type FiledAugust 22nd, 2014 Company Industry JurisdictionThis Stockholders’ Agreement (this “Agreement”) is made as of the 18th day of August, 2014, by and among ALION SCIENCE AND TECHNOLOGY CORPORATION, a Delaware corporation (the “Company”), the ESOP Trust (as defined in Section 1.1), and each Person (as defined in Section 1.1) that hereafter becomes a Holder (as defined in Section 1.1) and desires to be or is required by this Agreement or another agreement to become a party hereto.
GUARANTY AGREEMENTGuaranty Agreement • August 22nd, 2014 • Alion Science & Technology Corp • Services-engineering services • New York
Contract Type FiledAugust 22nd, 2014 Company Industry JurisdictionThis GUARANTY AGREEMENT (this “Agreement”), dated as of August 18, 2014, among the Persons listed on the signature pages hereof as “Grantors” and those additional entities that hereafter become parties hereto by executing the form of Joinder attached hereto as Annex 1 (each, a “Grantor” and collectively, the “Grantors”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association (“Wells Fargo”), in its capacity as agent for each member of the Lender Group and the Bank Product Providers (in such capacity, together with its successors and assigns in such capacity, “Agent”).
FIRST LIEN PLEDGE AND SECURITY AGREEMENT dated as of August 18, 2014 between EACH OF THE GRANTORS PARTY HERETO and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Collateral AgentFirst Lien Pledge and Security Agreement • August 22nd, 2014 • Alion Science & Technology Corp • Services-engineering services • New York
Contract Type FiledAugust 22nd, 2014 Company Industry JurisdictionThis FIRST LIEN PLEDGE AND SECURITY AGREEMENT, dated as of August 18, 2014 (as it may be amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), between Alion Science and Technology Corporation, a Delaware corporation (the “Borrower”), and each of the subsidiaries of the Borrower party hereto from time to time, whether as an original signatory hereto or as an Additional Grantor (as herein defined) (together with Borrower, each a “Grantor”), and Wilmington Trust, National Association, as collateral agent for the Secured Parties (as herein defined) (in such capacity as collateral agent, together with its successors and permitted assigns, the “Collateral Agent”).
SECOND LIEN PLEDGE AND SECURITY AGREEMENT dated as of August 18, 2014 between EACH OF THE GRANTORS PARTY HERETO and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Collateral AgentSecond Lien Pledge and Security Agreement • August 22nd, 2014 • Alion Science & Technology Corp • Services-engineering services • New York
Contract Type FiledAugust 22nd, 2014 Company Industry JurisdictionThis SECOND LIEN PLEDGE AND SECURITY AGREEMENT, dated as of August 18, 2014 (as it may be amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), between Alion Science and Technology Corporation, a Delaware corporation (the “Borrower”), and each of the subsidiaries of the Borrower party hereto from time to time, whether as an original signatory hereto or as an Additional Grantor (as herein defined) (together with Borrower, each a “Grantor”), and Wilmington Trust, National Association, as collateral agent for the Secured Parties (as herein defined) (in such capacity as collateral agent, together with its successors and permitted assigns, the “Collateral Agent”).
SECOND LIEN CREDIT AND GUARANTY AGREEMENT dated as of August 18, 2014 among ALION SCIENCE AND TECHNOLOGY CORPORATION, CERTAIN SUBSIDIARIES OF ALION SCIENCE AND TECHNOLOGY CORPORATION, as Guarantors, VARIOUS LENDERS, and WILMINGTON TRUST, NATIONAL...Assignment and Assumption Agreement • August 22nd, 2014 • Alion Science & Technology Corp • Services-engineering services • New York
Contract Type FiledAugust 22nd, 2014 Company Industry JurisdictionThis SECOND LIEN CREDIT AND GUARANTY AGREEMENT, dated as of August 18, 2014 is entered into by and among ALION SCIENCE AND TECHNOLOGY CORPORATION, a Delaware corporation (“Borrower”), CERTAIN SUBSIDIARIES OF BORROWER, as Guarantors, the Lenders party hereto from time to time and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Administrative Agent (together with its permitted successors in such capacity, “Administrative Agent”).
FIRST LIEN CREDIT AND GUARANTY AGREEMENT dated as of August 18, 2014 among ALION SCIENCE AND TECHNOLOGY CORPORATION, CERTAIN SUBSIDIARIES OF ALION SCIENCE AND TECHNOLOGY CORPORATION, as Guarantors, VARIOUS LENDERS, and GOLDMAN SACHS LENDING PARTNERS...Intercreditor Agreement • August 22nd, 2014 • Alion Science & Technology Corp • Services-engineering services • New York
Contract Type FiledAugust 22nd, 2014 Company Industry JurisdictionThis FIRST LIEN CREDIT AND GUARANTY AGREEMENT, dated as of August 18, 2014 is entered into by and among ALION SCIENCE AND TECHNOLOGY CORPORATION, a Delaware corporation (“Borrower”), CERTAIN SUBSIDIARIES OF BORROWER, as Guarantors, the Lenders party hereto from time to time and GOLDMAN SACHS LENDING PARTNERS LLC (“Goldman Sachs”), as Administrative Agent (together with its permitted successors and assigns in such capacity, “Administrative Agent”).
THIRD LIEN PLEDGE AND SECURITY AGREEMENT dated as of August 18, 2014 between EACH OF THE GRANTORS PARTY HERETO and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Collateral AgentThird Lien Pledge and Security Agreement • August 22nd, 2014 • Alion Science & Technology Corp • Services-engineering services • New York
Contract Type FiledAugust 22nd, 2014 Company Industry JurisdictionThis THIRD LIEN PLEDGE AND SECURITY AGREEMENT, dated as of August 18, 2014 (as it may be amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), between Alion Science and Technology Corporation, a Delaware corporation (the “Borrower”), and each of the subsidiaries of the Borrower party hereto from time to time, whether as an original signatory hereto or as an Additional Grantor (as herein defined) (together with Borrower, each a “Grantor”), and Wilmington Trust, National Association, as collateral agent for the Secured Parties (as herein defined) (in such capacity as collateral agent, together with its successors and permitted assigns, the “Collateral Agent”).