0000950133-04-004320 Sample Contracts

EMPLOYEE SEVERANCE AND RESTRICTIVE COVENANT AGREEMENT
Employee Severance and Restrictive Covenant Agreement • November 15th, 2004 • Halifax Corp • Services-computer programming, data processing, etc. • Delaware

THIS EMPLOYEE SEVERANCE AND RESTRICTIVE COVENANT AGREEMENT (“Agreement”) is made as of this 30th day of September, 2004, by and between Halifax Corporation, a Virginia corporation (“Company”), and L.L. Whiteside (“Employee”).

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • November 15th, 2004 • Halifax Corp • Services-computer programming, data processing, etc. • Virginia

THIS REGISTRATION RIGHTS AGREEMENT (the “Agreement”) is made by and among Halifax Corporation, a Virginia corporation (the “Company”), and L. L. Whiteside, Charles A. Harper, Morris Horn and Dan Lane (each, a “Purchaser” and collectively, the “Purchasers”).

AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • November 15th, 2004 • Halifax Corp • Services-computer programming, data processing, etc. • Maryland

It is hereby agreed as of the 8th day of November, 2004, by and between HALIFAX CORPORATION, a Virginia corporation (“Halifax”), HALIFAX ENGINEERING, INC., a Virginia corporation (“Engineering”), MICROSERV LLC, a Delaware limited liability company (“Microserv”) and HALIFAX ALPHANATIONAL ACQUISITION, INC., a Delaware corporation (“AlphaNational”; collectively with Halifax, Engineering and Microserv, “Borrower”), and PROVIDENT BANK, a Maryland banking corporation (“Bank”), of Baltimore, Maryland, and the successor by merger to Southern Financial Bank that this Amended and Restated Loan and Security Agreement (the “Agreement”) combines, amends and replaces the Security Agreement dated as of March 6, 2002, Change in Terms Agreements dated as of March 12, 2002 and April 3, 2003 and ARTS Security and Finance Agreement dated as of September 9, 2003, each executed by Halifax and Bank, as amended. The terms of the Agreement are as follows:

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