United Defense Industries Inc Sample Contracts

CONTRACT CONTRACT
United Defense Industries Inc • October 22nd, 2001 • Miscellaneous transportation equipment
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dated as of June 15, 2000
Stock Purchase Agreement • September 12th, 2000 • United Defense Industries Inc • Miscellaneous transportation equipment
RECITALS:
Management Agreement • December 31st, 1997 • United Defense Industries Inc • Delaware
AMENDMENT ---------
United Defense Industries Inc • November 30th, 2001 • Miscellaneous transportation equipment • New York
AGREEMENT AND PLAN OF MERGER Dated as of March 6, 2005, Among BAE SYSTEMS NORTH AMERICA INC, UTE ACQUISITION COMPANY INC. And UNITED DEFENSE INDUSTRIES, INC.
Agreement and Plan of Merger • March 17th, 2005 • United Defense Industries Inc • Miscellaneous transportation equipment • Delaware

AGREEMENT AND PLAN OF MERGER dated as of March 6, 2005, among BAE SYSTEMS NORTH AMERICA INC., a Delaware corporation (“Parent”), UTE ACQUISITION COMPANY INC., a Delaware corporation (“Sub”) and a wholly owned subsidiary of Parent, and UNITED DEFENSE INDUSTRIES, INC., a Delaware corporation (the “Company”).

BAE Systems plc Stirling Square 6 Carlton Gardens London SW1Y 5AD
United Defense Industries Inc • March 9th, 2005 • Miscellaneous transportation equipment • New York

This letter agreement is the UK Parent Letter referred to in Section 6.01(c) of the Agreement and Plan of Merger (the “Merger Agreement”) dated as of the date hereof, among BAE Systems North America Inc. (“Parent”), Ute Acquisition Company Inc. and United Defense Industries, Inc. (the “Company”). Capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed thereto in the Merger Agreement.

First Amendment to Change of Control Protection Agreement
United Defense Industries Inc • January 11th, 2005 • Miscellaneous transportation equipment

This First Amendment to Change of Control dated as of January 7, 2005 (the “Amendment”) is entered into by and between United Defense Industries, Inc., a Delaware corporation (the “Company”) and ___(the “Executive”) for the purpose of amending the provisions of that certain letter-form Change of Control Protection Agreement dated August 3, 1999 between the Company and the Executive (the “Agreement”).

RESTRICTED STOCK AGREEMENT
Restricted Stock Agreement • May 3rd, 2005 • United Defense Industries Inc • Miscellaneous transportation equipment • Delaware

THIS RESTRICTED STOCK AGREEMENT (the “Agreement”) dated as of April 27, 2005 (the “Award Date”), is made by and between UNITED DEFENSE INDUSTRIES, INC., a Delaware corporation (the “Company”), and ___, an employee of the Company or one or more of its Subsidiaries as defined herein (the “Participant”):

EMPLOYMENT AGREEMENT
Employment Agreement • March 8th, 2004 • United Defense Industries Inc • Miscellaneous transportation equipment • Virginia

THIS EMPLOYMENT AGREEMENT, dated as of December 12, 2002 (the “Agreement”), is made by and between United States Marine Repair, Inc., a Delaware corporation (the “Company”), and Alexander J. Krekich (the “Executive”).

Second Amendment to Employment Agreement
Employment Agreement • January 11th, 2005 • United Defense Industries Inc • Miscellaneous transportation equipment

This Second Amendment to Employment Agreement dated as of January ___, 2005 (the “Amendment”) is entered into by and between United Defense Industries, Inc., a Delaware corporation (the “Company”) and ___(the “Executive”) for the purpose of amending the provisions of that certain Employment Agreement dated as of , between the Company and the Executive (as amended prior to the date hereof, the “Agreement”).

First Amendment to Employment Agreement
Employment Agreement • March 22nd, 2002 • United Defense Industries Inc • Miscellaneous transportation equipment

This First Amendment to Employment Agreement, dated as of July 18, 2001 (the “Amendment”) is entered into by and between United Defense Industries, Inc., a Delaware corporation (the “Company”) and Dennis A. Wagner (the “Executive”) for the purpose of amending the provisions of that certain Employment Agreement dated as of May 21, 1999 between the Company and the Executive (the “Agreement”).

Amendment to Change of Control Protection Agreement
Change of Control Protection Agreement • June 7th, 2005 • United Defense Industries Inc • Miscellaneous transportation equipment

This Amendment to Change of Control Protection Agreement dated as of June 1, 2005 (the “Amendment”) is entered into by and between United Defense Industries, Inc., a Delaware corporation (the “Company”) and (the “Executive”) for the purpose of amending the provisions of that certain Agreement dated between the Company and the Executive relating to certain payments to the Executive in connection with a termination of employment following a corporate transaction (as amended prior to the date hereof, the “Agreement”).

Agreement and Plan of Merger Dated as of May 27, 2002 By and Among United Defense Industries, Inc., UDII Torch Acquisition Corporation, United States Marine Repair, Inc., and TC Group, L.L.C., as Representative
Agreement and Plan of Merger • June 4th, 2002 • United Defense Industries Inc • Miscellaneous transportation equipment • New York

THIS AGREEMENT AND PLAN OF MERGER, dated as of May 27, 2002 (this “Agreement”), is by and among United States Marine Repair, Inc., a Delaware corporation (the “Company”), United Defense Industries, Inc., a Delaware corporation (“Parent”), UDII Torch Acquisition Corporation, a Delaware corporation and a wholly owned subsidiary of Parent (“Acquisition”), and TC Group, L.L.C., a Delaware limited liability company, solely in its capacity as the Representative. Capitalized terms not otherwise defined herein have the meanings ascribed to such terms in Article I of this Agreement.

Amendment to Employment Agreement
Employment Agreement • June 7th, 2005 • United Defense Industries Inc • Miscellaneous transportation equipment

This Amendment to Employment Agreement dated as of June 1, 2005 (the “Amendment”) is entered into by and between United Defense Industries, Inc., a Delaware corporation (the “Company”) and (the “Executive”) for the purpose of amending the provisions of that certain Employment Agreement dated as of May 21, 1999 between the Company and the Executive (as amended prior to the date hereof, the “Agreement”).

FIRST AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • March 8th, 2004 • United Defense Industries Inc • Miscellaneous transportation equipment • New York

FIRST AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), dated as of November 19, 2003, among UNITED DEFENSE INDUSTRIES, INC., a Delaware corporation, the Lenders from time to time party to the Credit Agreement referred to below, CITICORP USA INC., THE BANK OF NOVA SCOTIA and CREDIT LYONNAIS NEW YORK BRANCH, as Documentation Agents, LEHMAN COMMERCIAL PAPER INC. (“LCPI”) as Syndication Agent and DEUTSCHE BANK TRUST COMPANY AMERICAS (f/k/a Bankers Trust Company), as Administrative Agent (the “Administrative Agent”). Unless otherwise defined herein, all capitalized terms used herein shall have the respective meanings provided such terms in the Credit Agreement referred to below.

OFFER TO PURCHASE
Offer to Purchase • March 22nd, 2002 • United Defense Industries Inc • Miscellaneous transportation equipment

The undersigned, UNITED DEFENSE, L.P., a Delaware limited partnership, whose address is 4800 East River Road, Fridley, Minnesota 55421, hereinafter called the Purchaser, hereby offers to purchase from the UNITED STATES OF AMERICA, acting by and through the General Services Administration, hereinafter called the Government, on the terms and subject to the conditions hereinafter set forth, certain real estate known as the Naval Industrial Reserve Ordnance Plant, Fridley, Minnesota, (referred to herein as “Land and Buildings”) which is more particularly described in Exhibit A, Legal Description, and personal property (referred to herein as “Machinery and Equipment”) which is more particularly described in Exhibit B, List of Machinery and Equipment, both of which exhibits are attached hereto and made a part hereof (collectively referred to herein as the “Property”).

MODIFICATION NO.13 TO LEASE NO. N62467-96-RP-00147
United Defense Industries Inc • March 8th, 2004 • Miscellaneous transportation equipment

THIS MODIFICATION, made and entered into this 7th day of June, 2001, by and between THE UNITED STATES OF AMERICA, acting by and through the Department of the Navy, hereinafter called the Government, and the Louisville/Jefferson County Redevelopment Authority, Inc., hereinafter called the Lessee;

The indemnification agreement filed herewith was entered into with the following persons and each agreement was identical in all respects other than the name and title of the counter party thereto:
Indemnification Agreement • December 15th, 2004 • United Defense Industries Inc • Miscellaneous transportation equipment • Delaware

This Indemnification Agreement (this “Agreement”) is made as of December 10, 2004, by and between United Defense Industries, Inc. (the “Company”), and , a [ director/executive officer] of the Company (“Indemnitee”).

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First Amendment to Employment Agreement
Employment Agreement • March 22nd, 2002 • United Defense Industries Inc • Miscellaneous transportation equipment

This First Amendment to Employment Agreement, dated as of July 18, 2001 (the “Amendment”) is entered into by and between United Defense Industries, Inc., a Delaware corporation (the “Company”) and David V. Kolovat (the “Executive”) for the purpose of amending the provisions of that certain Employment Agreement dated as of May 21, 1999 between the Company and the Executive (the “Agreement”).

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