Exhibit 99.10 VOTING AGREEMENT THIS VOTING AGREEMENT (this "Agreement"), dated as of July 18, 2003, is by and among the persons listed on Schedule I hereto (each a "Stockholder", and, collectively, the "Stockholders"). WHEREAS, Pequot Private Equity...Voting Agreement • July 21st, 2003 • Analex Corp • Services-computer programming, data processing, etc. • Delaware
WARRANTAnalex Corp • July 21st, 2003 • Services-computer programming, data processing, etc. • Delaware
PART II AMENDMENTS TO EXISTING CREDIT AGREEMENTCredit Agreement • July 21st, 2003 • Analex Corp • Services-computer programming, data processing, etc.
RECITALSIntercreditor and Subordination Agreement • July 21st, 2003 • Analex Corp • Services-computer programming, data processing, etc. • Virginia
Exhibit 99.6 ANALEX CORPORATION STOCKHOLDERS' VOTING AGREEMENT This STOCKHOLDERS' VOTING AGREEMENT (this "Agreement"), dated as of July 18, 2003, and effective at the time described in Section 3.8, is among (a) ANALEX CORPORATION, a Delaware...Stockholders' Voting Agreement • July 21st, 2003 • Analex Corp • Services-computer programming, data processing, etc. • Delaware
Exhibit 99.9 CONFIDENTIALITY AND NON-COMPETITION AGREEMENT THIS CONFIDENTIALITY AND NON-COMPETITION AGREEMENT (the "Agreement"), dated , 2003 is entered into by and between Analex Corporation, a ------------- -- Delaware corporation (the "Company"),...Confidentiality and Non-Competition Agreement • July 21st, 2003 • Analex Corp • Services-computer programming, data processing, etc. • Virginia
Exhibit 99.7 ANALEX CORPORATION REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (the "Agreement") dated as of , 2003 is by and among ANALEX CORPORATION, a Delaware corporation ------------ (the "Company") and each of the stockholders...Registration Rights Agreement • July 21st, 2003 • Analex Corp • Services-computer programming, data processing, etc. • Delaware
Exhibit 99.1 SUBORDINATED NOTE AND SERIES A CONVERTIBLE PREFERRED STOCK PURCHASE AGREEMENTConvertible Preferred Stock Purchase Agreement • July 21st, 2003 • Analex Corp • Services-computer programming, data processing, etc. • Delaware
RECITALS:Employment Termination Agreement • July 21st, 2003 • Analex Corp • Services-computer programming, data processing, etc. • Virginia
ANALEX CORPORATION 5904 Richmond Highway Suite 300 Alexandria, Virginia 22303Analex Corp • July 21st, 2003 • Services-computer programming, data processing, etc.
Analex Corporation and Bank of America, N.A. have entered into that certain Credit Agreement dated as of November 2, 2001 as modified by that certain First Amendment to Credit Agreement dated as of August 1, 2002, Second Amendment to Credit Agreement dated as of December 20, 2002, and Third Amendment to the Credit Agreement dated April 30, 2003 (collectively, the "Credit Agreement"). As you have been informed, Analex is in the process of entering into certain transactions with Pequot Private Equity Fund III, LP and/or its affiliates ("Pequot") for the sale of convertible debt and the issuance of Series A Preferred Stock. The basic terms of such transaction are set forth in a Summary of Terms dated June 19, 2003 that has been provided to you; we will be pleased to provide you with another copy. Some of the proceeds of this transaction with Pequot will be used to purchase certain securities of Analex from John M. Stout and certain of his family members and affiliates and enter into certa
RECITALS:Securities Repurchase Agreement • July 21st, 2003 • Analex Corp • Services-computer programming, data processing, etc. • Virginia
