REVOLVING CREDIT AND TERM LOAN AGREEMENT dated as of February 16, 2006 among STANLEY, INC. as Borrower THE LENDERS FROM TIME TO TIME PARTY HERETO and SUNTRUST BANK as Administrative Agent SUNTRUST CAPITAL MARKETS, INC., as Arranger and Book ManagerRevolving Credit and Term Loan Agreement • June 26th, 2006 • Stanley, Inc. • Services-engineering services • New York
THIS REVOLVING CREDIT AND TERM LOAN AGREEMENT (this “Agreement”) is made and entered into as of February 16, 2006, by and among STANLEY, INC., a Delaware corporation (the “Borrower”), the several banks and other financial institutions and lenders from time to time party hereto (the “Lenders”), and SUNTRUST BANK, in its capacity as administrative agent for the Lenders (the “Administrative Agent”), as issuing bank (the “Issuing Bank”) and as swingline lender (the “Swingline Lender”).
SECURITY AGREEMENTSecurity Agreement • June 26th, 2006 • Stanley, Inc. • Services-engineering services • New York
THIS SECURITY AGREEMENT (this “Agreement”), dated as of February 16, 2006, among STANLEY, INC., a Delaware corporation (the “Borrower”), the Subsidiaries of the Borrower signatory hereto and each other subsidiary of the Borrower hereafter a party hereto (Borrower, each Subsidiary of the Borrower a party hereto and each other Subsidiary hereafter becoming a party hereto shall be collectively known as the “Grantors”, and individually as a “Grantor”), in favor of SUNTRUST BANK, a Georgia banking corporation, as the Administrative Agent (the “Administrative Agent”), on its behalf and on behalf of the other banks and lending institutions (the “Lenders”) from time to time party to the Revolving Credit and Term Loan Agreement, dated as of the date hereof, by and among the Borrower, the Lenders, the Administrative Agent, and SunTrust Bank, as Issuing Bank and as Swingline Lender (as amended, restated, supplemented, or otherwise modified from time to time, the “Credit Agreement”).
AMENDMENT NO. 3 TO STOCKHOLDERS’ AGREEMENT OF AUGUST 27, 1996Stockholders’ Agreement • June 26th, 2006 • Stanley, Inc. • Services-engineering services • Delaware
THIS AMENDMENT NO. 3 TO STOCKHOLDERS’ AGREEMENT OF AUGUST 27, 1996 (this “Amendment No. 3”) is made and entered into as of the 1st day of October, 2002, between (i) STANLEY ASSOCIATES, INC., a District of Columbia corporation (“Stanley”), (ii) STANLEY, INC., a Delaware corporation (“Holding”) and (iii) the undersigned Stockholder of Stanley.
STANLEY ASSOCIATES, INC. STOCKHOLDERS’ AGREEMENT of AUGUST 27, 1996 As amended, OCTOBER 1, 2000Stockholders’ Agreement • June 26th, 2006 • Stanley, Inc. • Services-engineering services • District of Columbia
THIS STOCKHOLDERS’ AGREEMENT (this “Agreement”) is made and entered into this day of , 2000 by and between (i) STANLEY ASSOCIATES, INC., a District of Columbia corporation (the “Corporation”), and (ii) , a stockholder of the Company (the “Stockholder”).
AMENDMENT NO. 4 TO STOCKHOLDERS’ AGREEMENT OF AUGUST 27, 1996Stockholders’ Agreement • June 26th, 2006 • Stanley, Inc. • Services-engineering services • Delaware
THIS AMENDMENT NO. 4 TO STOCKHOLDERS’ AGREEMENT OF AUGUST 27, 1996 (this “Amendment No. 4”) is made and entered into as of the first day of March, 2003, between (i) STANLEY, INC., a Delaware corporation (the “Corporation”), and (ii) the undersigned Stockholder of the Corporation and (iii) the other Stockholders of the Corporation.
SUBSIDIARY GUARANTY AGREEMENTSubsidiary Guaranty Agreement • June 26th, 2006 • Stanley, Inc. • Services-engineering services • New York
SUBSIDIARY GUARANTY AGREEMENT dated as of February 16, 2006, among each of the Subsidiaries listed on Schedule I hereto (each such Subsidiary individually, a “Guarantor” and collectively, the “Guarantors”) of STANLEY, INC, a Delaware corporation (the “Borrower”), and SUNTRUST BANK, a Georgia banking corporation as administrative agent (the “Administrative Agent”) for the Lenders (as defined in the Credit Agreement referred to below).
CHANGE IN CONTROL AND SEVERANCE AGREEMENTChange in Control and Severance Agreement • June 26th, 2006 • Stanley, Inc. • Services-engineering services • Virginia
This Severance and Change in Control Agreement (“Agreement”) is entered into by and between Brian John Clark (“Clark” or “Employee”) and Stanley Associates, Inc. (“Stanley” or “the Company”), including any/all affiliate or successor companies.
AMENDMENT NO. 2 TO STANLEY ASSOCIATES, INC. STOCKHOLDERS’ AGREEMENT OF AUGUST 27, 1996Stanley, Inc. • June 26th, 2006 • Services-engineering services • District of Columbia
THIS AMENDMENT NO. 2 STANLEY ASSOCIATES, INC. STOCKHOLDERS’ AGREEMENT OF AUGUST 27, 1996 (this “Amendment”) is made and entered into as of the 30th day of September, 2001, between (i) STANLEY ASSOCIATES, INC., a District of Columbia corporation (the “Corporation”), and (ii) the undersigned Stockholder of the Corporation and (iii) the other Stockholders of the Corporation.
