Underwriting AgreementUnderwriting Agreement • September 4th, 2003 • Anteon International Corp • Services-computer integrated systems design • New York
The Selling Stockholders named in Schedule II hereto (the “Selling Stockholders”) propose, subject to the terms and conditions stated herein, to sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of 5,500,000 shares (the “Underwritten Shares”) of common stock, par value $0.01 per share, of Anteon International Corporation, a Delaware Corporation (the “Company”) that such Selling Stockholders hold or will receive pursuant to the exercise of options to purchase shares of common stock of the Company. The shares of common stock, par value $0.01 per share, of the Company are hereinafter referred to as the “Common Stock”. The Selling Stockholders also propose to grant to the Underwriters an option to purchase up to 825,000 additional shares of Common Stock to cover over-allotments (the “Option Shares”; the Option Shares, together with the Underwritten Shares, being hereinafter called the “Shares”).
AMENDMENT NO. 1 TO REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 4th, 2003 • Anteon International Corp • Services-computer integrated systems design • New York
AMENDMENT NO. 1, dated as of September , 2003 (this “Amendment”), to the Registration Rights Agreement, dated March 11, 2002 (the “Registration Rights Agreement”), among Anteon International Corporation, a Delaware corporation (the “Company”), Azimuth Technologies, L.P., a Delaware limited partnership (“Azimuth”), Azimuth Tech. II LLC, a Delaware limited liability company (“Azimuth Tech.”), Frederick J. Iseman (“Iseman”), Joseph M. Kampf (“Kampf”), Carlton B. Crenshaw (“Crenshaw”), Thomas M. Cogburn (“Cogburn”), the Ferris Family 1987 Trust (“Ferris”), Steven M. Lefkowitz (“Lefkowitz”), SML Family Investors LLC, a Delaware limited liability company (“Lefkowitz LLC”), Seymour L. Moskowitz (“Moskowitz”), Noreen Centracchio (“Centracchio”), Howard Dawson (“Dawson”), Gilbert F. Decker (“Decker”), Roger Gurner (“Gurner”), Mark D. Heilman (“Heilman”), Paul Kaminski (“Kaminski”) and Curtis L. Schehr (“Schehr” and, together with Azimuth, Azimuth Tech., Iseman, Kampf, Crenshaw, Cogburn, Ferris,
