EXCHANGE AGENT AGREEMENTExchange Agent Agreement • September 19th, 2011 • SAIC, Inc. • Services-computer integrated systems design • New York
SAIC, Inc. a Delaware corporation (the “Company”) proposes to make an offer (the “Exchange Offer”) to (i) exchange all of its outstanding 4.450% Notes Due 2020 (the “Old 2020 Notes “) for its new 4.450% Notes Due 2020 (the “New 2020 Notes”) and (ii) exchange all of its outstanding 5.950% Notes Due 2040 (the “Old 2040 Notes”) for its new 5.950% Notes Due 2040 (the “New 2040 Notes). The Old 2020 Notes and the Old 2040 Notes are collectively referred to herein as “the Old Notes.” The New 2020 Notes and the New 2040 Notes are collectively referred to herein as “the New Notes.”The terms and conditions of the Exchange Offer as currently contemplated are set forth in a prospectus, dated (the “Prospectus”), proposed to be distributed to all record holders of the Old Notes. The Old Notes and the New Notes are collectively referred to herein as the “Notes”.
