0001299933-12-001470 Sample Contracts

AMENDMENT NO. 1 TO STOCKHOLDERS’ AGREEMENT
Stockholders’ Agreement • June 14th, 2012 • Booz Allen Hamilton Holding Corp • Services-management consulting services • Delaware

THIS AMENDMENT NO. 1 (this “Amendment”) to the Amended and Restated Stockholders Agreement, dated as of November 8, 2010 (the “Agreement”), by and among Booz Allen Hamilton Holding Corporation, a Delaware corporation (the “Company”), the various stockholders party thereto and Explorer Coinvest LLC, a Delaware limited liability company (the “Initial Carlyle Stockholder”), is made and entered into effective as of this 12th day of June, 2012, by and between the Company and the Carlyle Stockholders. All capitalized terms used herein but not defined herein shall have the meaning assigned to them in the Agreement, and, except as otherwise provided below, references herein to a specific Section will refer to the corresponding Section of the Agreement.

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