FINAL STOCK PURCHASE AGREEMENTStock Purchase Agreement • June 19th, 2002 • Dynamics Research Corp • Services-computer integrated systems design • Massachusetts
EXHIBIT 10.4 PLEDGE AGREEMENT THIS PLEDGE AGREEMENT (this "AGREEMENT") is dated as of the 1st day of September, 2004 by and between DYNAMICS RESEARCH CORPORATION, a Massachusetts corporation (the "PLEDGOR"), and BROWN BROTHERS HARRIMAN & CO., a New...Pledge Agreement • September 8th, 2004 • Dynamics Research Corp • Services-computer integrated systems design • Massachusetts
RECITALSPurchase and Sale Agreement • January 4th, 2006 • Dynamics Research Corp • Services-computer integrated systems design
SECONDLoan Agreement • September 8th, 2004 • Dynamics Research Corp • Services-computer integrated systems design • Massachusetts
Exhibit 10.42 SECOND AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AGREEMENT This SECOND AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AGREEMENT (this "Amendment"), dated as of March 31, 2006, is entered into by and among DYNAMICS RESEARCH...Loan Agreement • April 4th, 2006 • Dynamics Research Corp • Services-computer integrated systems design • Massachusetts
Exhibit 2.1 STOCK PURCHASE AGREEMENTStock Purchase Agreement • January 6th, 2003 • Dynamics Research Corp • Services-computer integrated systems design • Massachusetts
BY AND AMONGLoan Agreement • October 4th, 2006 • Dynamics Research Corp • Services-computer integrated systems design • Massachusetts
SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENT DATED FEBRUARY 10, 2000 AMONG DYNAMICS RESEARCH CORPORATION, DRC ENCODER, INC., DRC METRIGRAPHICS, INC., DRC SOFTWARE, INC., AND DRC TELECOM, INC. AND BROWN BROTHERS HARRIMAN & CO., AS ADMINISTRATIVE...Loan and Security Agreement • June 27th, 2000 • Dynamics Research Corp • Services-computer integrated systems design • Massachusetts
CREDIT AGREEMENT dated as of June 30, 2011 among DYNAMICS RESEARCH CORPORATION, the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, and THE OTHER LENDERS PARTY HERETO SUNTRUST BANK and PNC BANK, NATIONAL...Credit Agreement • July 7th, 2011 • Dynamics Research Corp • Services-computer integrated systems design • New York
This CREDIT AGREEMENT (“Agreement”) is entered into as of June 30, 2011 among DYNAMICS RESEARCH CORPORATION, a Massachusetts corporation (the “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and, individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer.
EXHIBIT 10.3 SECURITY AGREEMENTSecurity Agreement • September 8th, 2004 • Dynamics Research Corp • Services-computer integrated systems design • Massachusetts
andRights Agreement • June 25th, 1998 • Dynamics Research Corp • Services-computer integrated systems design • Massachusetts
EXHIBIT 10.12 DYNAMICS RESEARCH CORPORATION CHANGE OF CONTROL AGREEMENT AGREEMENT, made this 3rd day of November, 1999 by and between James P. Regan ("Executive") and Dynamics Research Corporation. (the "Company"); RECITALS: 1. The Board of Directors...Change of Control Agreement • March 30th, 2000 • Dynamics Research Corp • Services-computer integrated systems design • Massachusetts
BY AND AMONGLoan Agreement • August 14th, 2002 • Dynamics Research Corp • Services-computer integrated systems design • Massachusetts
DYNAMICS RESEARCH CORPORATION and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC as Rights Agent Amended and Restated Rights Agreement Dated as of July 23, 2008Rights Agreement • July 25th, 2008 • Dynamics Research Corp • Services-computer integrated systems design • Massachusetts
This Amended and Restated Rights Agreement dated as of July 23, 2008 (this “Agreement”) is between Dynamics Research Corporation, a Massachusetts corporation (the "Company") and American Stock Transfer & Trust Company, a limited liability trust company (the "Rights Agent").
W I T N E S S E T H: -------------------Loan and Security Agreement • May 15th, 2000 • Dynamics Research Corp • Services-computer integrated systems design • Massachusetts
SECOND AMENDMENT TO AMENDED AND RESTATED LOAN AGREEMENT DATED JUNE 28, 2002 AMONG DYNAMICS RESEARCH CORPORATION, DRC ENCODER, INC., DRC METRIGRAPHICS, INC., DRC SOFTWARE, INC.,DRC TELECOM, INC., DYNAMICS RESEARCH INVESTMENT CORPORATION, DRC...Loan Agreement • March 31st, 2003 • Dynamics Research Corp • Services-computer integrated systems design • Massachusetts
andAsset Purchase Agreement • May 16th, 2003 • Dynamics Research Corp • Services-computer integrated systems design • Massachusetts
AMONGEquity Purchase Agreement • September 8th, 2004 • Dynamics Research Corp • Services-computer integrated systems design • New York
THIRD AMENDMENT TO AMENDED AND RESTATED LOAN AGREEMENT DATED JUNE 28, 2002 AMONG DYNAMICS RESEARCH CORPORATION, DRC METRIGRAPHICS, INC., DRC SOFTWARE, INC.,DRC TELECOM, INC., DYNAMICS RESEARCH INVESTMENT CORPORATION, DRC INTERNATIONAL CORPORATION,...Loan Agreement • March 15th, 2004 • Dynamics Research Corp • Services-computer integrated systems design • Massachusetts
DYNAMICS RESEARCH CORPORATION CREDIT AGREEMENT TABLE OF CONTENTSRevolving Credit and Term Loan Agreement • March 30th, 1998 • Dynamics Research Corp • Services-computer integrated systems design
THIRD AMENDMENT TO LOAN AND SECURITY AGREEMENT DATED FEBRUARY 10, 2000 AMONG DYNAMICS RESEARCH CORPORATION, DRC ENCODER, INC., DRC METRIGRAPHICS, INC., DRC SOFTWARE, INC., AND DRC TELECOM, INC. AND BROWN BROTHERS HARRIMAN & CO., AS ADMINISTRATIVE...Loan and Security Agreement • August 13th, 2001 • Dynamics Research Corp • Services-computer integrated systems design • Massachusetts
EXHIBIT 10.11 DYNAMICS RESEARCH CORPORATION 60 Frontage Road Andover, Massachusetts 01810 (978) 475-9090 September 10, 1999 Mr. James P. Regan 930 Towlston Road McLean, Virginia 22102 Dear Jim: This letter will confirm the agreement between you and...Dynamics Research Corp • March 30th, 2000 • Services-computer integrated systems design
LEASELease • January 4th, 2006 • Dynamics Research Corp • Services-computer integrated systems design • Massachusetts
ARTICLE IAsset Purchase Agreement • July 14th, 1999 • Dynamics Research Corp • Services-computer integrated systems design • New York
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • March 24th, 2000 • Dynamics Research Corp • Services-computer integrated systems design • Massachusetts
Exhibit 10.38 CONSENT, WAIVER AND AMENDMENT AGREEMENT This CONSENT, WAIVER AND AMENDMENT AGREEMENT (this "Consent"), dated as of December 28, 2005, is entered into by and between DYNAMICS RESEARCH CORPORATION, a Massachusetts corporation, DRC...Consent, Waiver and Amendment Agreement • January 4th, 2006 • Dynamics Research Corp • Services-computer integrated systems design • Massachusetts
2. THE CREDIT FACILITIES 11 2.1. Amounts and Terms 11 2.2. Fees 13 2.3. Reduction of Commitments 14 2.4. Revolving Credit Note 14 2.5. Swing Line Note 14 2.6. Interest on Loans 15 2.7. Requests for Loans 16 2.8. Conversion and Continuation 16 2.9....Revolving Credit Agreement • March 31st, 1999 • Dynamics Research Corp • Services-computer integrated systems design
Exhibit 10.2 MASTER UNLIMITED GUARANTY MASTER UNLIMITED GUARANTY, ("Guaranty") dated as of September 29, 2006 by each of DYNAMICS RESEARCH CORPORATION, a Massachusetts corporation, DRC INTERNATIONAL CORPORATION, a Massachusetts corporation, and H.J....Master Unlimited Guaranty • October 4th, 2006 • Dynamics Research Corp • Services-computer integrated systems design • Massachusetts
December 20, 2013Dynamics Research Corp • December 23rd, 2013 • Services-computer integrated systems design
As you know, Dynamics Research Corporation (the “Corporation”) is currently contemplating strategic alternatives involving potential business combinations pursuant to a process designated as Project Leader. You have been and will continue to be instrumental in a successful consummation of a transaction resulting from Project Leader (the “Transaction”). In consideration of your anticipated extraordinary efforts to be expended in connection with closing a transaction resulting from Project Leader (the “Closing”), and to provide an incentive for you to remain with the Corporation or its successor for a transition period following the Closing, the Corporation is pleased to inform you of its intention to award you a Special Transaction Success Bonus in an amount of up to six hundred thousand dollars ($600,000) (the “Success Bonus”), less all applicable federal, state, and local tax and withholdings.
CONSULTING AGREEMENT This Agreement is made and entered into by and between Dynamics Research Corporation, a Massachusetts corporation (the "Company"), and Albert Rand (the "Consultant") as of 22nd day of April, 1997. WHEREAS Consultant has been...Consulting Agreement • May 15th, 1997 • Dynamics Research Corp • Services-computer integrated systems design • Massachusetts
AMENDMENT NO. 4 TO SENIOR SUBORDINATED LOAN AGREEMENTSenior Subordinated Loan Agreement • May 2nd, 2013 • Dynamics Research Corp • Services-computer integrated systems design • New York
THIS AMENDMENT NO. 4, dated as of April 26, 2013 (this "Amendment No. 4"), to that certain Senior Subordinated Loan Agreement referred to below is entered into by and among Dynamics Research Corporation, a Massachusetts corporation (the "Borrower"), the Guarantors, Ares Mezzanine Partners, L.P. (the "Lead Investor") and each of the other Lenders from time to time party thereto.
ARTICLE ITechnology Transfer Agreement • July 14th, 1999 • Dynamics Research Corp • Services-computer integrated systems design • New York
AMENDMENT NO. 5 TO CREDIT AGREEMENTCredit Agreement • May 2nd, 2013 • Dynamics Research Corp • Services-computer integrated systems design • New York
THIS AMENDMENT NO. 5, dated as of April 26, 2013 (this "Amendment No. 5"), to that certain Credit Agreement referred to below is entered into by and among Dynamics Research Corporation, a Massachusetts corporation (the "Borrower"), the Guarantors, each Lender party hereto, and Bank of America, N.A., as administrative agent (in such capacity, the "Administrative Agent"), Swing Line Lender and an L/C Issuer.
EXHIBIT 10.19 SECOND AMENDMENT TO MORTGAGE, SECURITY AGREEMENT, AND ASSIGNMENT This Second Amendment to Mortgage, Security Agreement and Assignment is made as of the 26th day of June, 2002, by and between DYNAMICS RESEARCH CORPORATION (hereinafter,...Mortgage, Security Agreement • March 31st, 2003 • Dynamics Research Corp • Services-computer integrated systems design
FIRST AMENDMENT TO THIRD AMENDED AND RESTATED LOAN AGREEMENTLoan Agreement • May 14th, 2008 • Dynamics Research Corp • Services-computer integrated systems design
This First Amendment to Third Amended and Restated Loan Agreement (this “Amendment”) is made as of the 12th day of May, 2008, by and among
