0001193125-05-180061 Sample Contracts

TAX INDEMNIFICATION AGREEMENT

Tax Indemnification Agreement • September 6th, 2005 • NCI, Inc. • Services-computer integrated systems design • Virginia

• Contract Type
  Tax Indemnification Agreement
• Filed
  September 6th, 2005
• Company
  NCI, Inc.
• Industry
  Services-computer integrated systems design
• Jurisdiction
  Virginia

TAX INDEMNIFICATION AGREEMENT, dated as of September 1, 2005 (the “Agreement”), between NCI, Inc., a Delaware corporation (the “Company”), and the persons listed on the signature page hereto (the “Stockholders”).

Shares NCI, INC. Class A Common Stock UNDERWRITING AGREEMENT

Underwriting Agreement • September 6th, 2005 • NCI, Inc. • Services-computer integrated systems design • Maryland

• Contract Type
  Underwriting Agreement
• Filed
  September 6th, 2005
• Company
  NCI, Inc.
• Industry
  Services-computer integrated systems design
• Jurisdiction
  Maryland

AGREEMENT AND PLAN OF MERGER

Merger Agreement • September 6th, 2005 • NCI, Inc. • Services-computer integrated systems design

• Contract Type
  Merger Agreement
• Filed
  September 6th, 2005
• Company
  NCI, Inc.
• Industry
  Services-computer integrated systems design

This AGREEMENT AND PLAN OF MERGER (the “Merger Agreement”), entered into as of the 1st day of September 2005, is by and among NCI INFORMATION SYSTEMS, INCORPORATED, a Virginia corporation (“NCI”), NCI, INC., a Delaware corporation (the “Parent”), and NCI ACQUISITION, LLC, a Virginia limited liability company whose sole member is Parent (“Acquisition LLC”).

SHARE EXCHANGE AGREEMENT

Share Exchange Agreement • September 6th, 2005 • NCI, Inc. • Services-computer integrated systems design • Virginia

• Contract Type
  Share Exchange Agreement
• Filed
  September 6th, 2005
• Company
  NCI, Inc.
• Industry
  Services-computer integrated systems design
• Jurisdiction
  Virginia

THIS SHARE EXCHANGE AGREEMENT (this “Agreement”) is dated as of September 1, 2005, by and among Charles K. Narang (the “Shareholder”) and NCI, Inc., a Delaware corporation (“NCI”).

OPTION ASSUMPTION AGREEMENT

Option Assumption Agreement • September 6th, 2005 • NCI, Inc. • Services-computer integrated systems design • Virginia

• Contract Type
  Option Assumption Agreement
• Filed
  September 6th, 2005
• Company
  NCI, Inc.
• Industry
  Services-computer integrated systems design
• Jurisdiction
  Virginia

THIS OPTION ASSUMPTION AGREEMENT (this “Assumption Agreement”), dated July 29, 2005, is entered into by and between NCI, Inc., a Delaware corporation (“NCI Delaware”), and Linda Allan (the “Optionee”).

NCI, INC. INCENTIVE STOCK OPTION AGREEMENT

Incentive Stock Option Agreement • September 6th, 2005 • NCI, Inc. • Services-computer integrated systems design • Virginia

• Contract Type
  Incentive Stock Option Agreement
• Filed
  September 6th, 2005
• Company
  NCI, Inc.
• Industry
  Services-computer integrated systems design
• Jurisdiction
  Virginia

This Incentive Stock Option Agreement (“Agreement”) is made and entered into by and between NCI, INC., a Virginia corporation (the “Company”), and the employee of the Company named in Section 1 (b) (“Optionee”).