Sensys Technologies Inc Sample Contracts

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INCENTIVE STOCK OPTION AGREEMENT UNDER THE SENSYS TECHNOLOGIES INC. LONG TERM INCENTIVE PLAN
Incentive Stock Option Agreement • December 29th, 1998 • Sensys Technologies Inc • Measuring & controlling devices, nec
NONQUALIFIED STOCK OPTION AGREEMENT UNDER THE DAEDALUS ENTERPRISES, INC. LONG- TERM INCENTIVE PLAN
Nonqualified Stock Option Agreement • March 14th, 1997 • Daedalus Enterprises Inc • Measuring & controlling devices, nec
RECITALS
Financing and Security Agreement • October 15th, 2002 • Sensytech Inc • Measuring & controlling devices, nec • Virginia
INCENTIVE STOCK OPTION AGREEMENT UNDER THE DAEDALUS ENTERPRISES, INC. LONG-TERM INCENTIVE PLAN
Incentive Stock Option Agreement • December 12th, 1996 • Daedalus Enterprises Inc • Measuring & controlling devices, nec
STANDARD
Contract • December 29th, 1998 • Sensys Technologies Inc • Measuring & controlling devices, nec
EXHIBIT 10.17 INDUSTRIAL LEASE
Industrial Lease • December 29th, 1998 • Sensys Technologies Inc • Measuring & controlling devices, nec • Virginia
AGREEMENT AND PLAN OF MERGER dated as of June 30, 2010, among THE BOEING COMPANY, VORTEX MERGER SUB, INC. and ARGON ST, INC.
Agreement and Plan of Merger • June 30th, 2010 • ARGON ST, Inc. • Measuring & controlling devices, nec • Delaware

This Agreement and Plan of Merger dated as of June 30, 2010 (this “Agreement”), by and among THE BOEING COMPANY, a Delaware corporation (“Parent”), VORTEX MERGER SUB, INC., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), and ARGON ST, INC., a Delaware corporation (the “Company”).

RECITALS:
Daedalus Enterprises Inc • December 13th, 1995 • Measuring & controlling devices, nec
Argon ST, Inc. Shares of Common Stock UNDERWRITING AGREEMENT
Underwriting Agreement • December 13th, 2005 • ARGON ST, Inc. • Measuring & controlling devices, nec • Virginia

FRIEDMAN, BILLINGS, RAMSEY & CO., INC. as Representative of the several Underwriters c/o Friedman, Billings, Ramsey & Co., Inc. 1001 19th Street North Arlington, Virginia 22209

TENDER AND VOTING AGREEMENT
Tender and Voting Agreement • July 8th, 2010 • ARGON ST, Inc. • Measuring & controlling devices, nec • Delaware

This Tender and Voting Agreement, dated as of June 30, 2010 (this “Agreement”), is by and among THE BOEING COMPANY, a Delaware corporation (“Parent”), VORTEX MERGER SUB, INC., a Delaware corporation (“Merger Sub”), and the stockholders of ARGON ST, INC., a Delaware corporation (the “Company”), set forth on the signature page hereto (collectively, the “Stockholder”).

September 7, 2004
Merger Agreement • September 7th, 2004 • Sensytech Inc • Measuring & controlling devices, nec

We refer to the Agreement and Plan of Merger dated as of June 7, 2004 (the “Merger Agreement”), by and between Sensytech, Inc., a Delaware corporation (“Sensytech”), and Argon Engineering Associates, Inc. a Virginia corporation (“Argon”), which provides for the merger (the “Acquisition Merger”) of ST Acquisition Corp, a Virginia corporation (“Acquisition Sub”), with and into Argon. Among other things, the Merger Agreement provides that the common stock of Argon shall convert to common stock of Sensytech and, thus, the stockholders of Argon will become stockholders of Sensytech. The Merger Agreement and Acquisition Merger are further described in the Registration Statement on Form S-4 (No. 333-117430), including the Proxy Statement/Prospectus which is contained in and made a part of the Registration Statement and the Appendices thereto, filed by Sensytech with the Securities and Exchange Commission (the “Form S-4”) pursuant to the Securities Act of 1933, as amended, to be effective on t

RECITALS:
Execution Copy Voting Agreement • June 15th, 1998 • Sensys Technologies Inc • Measuring & controlling devices, nec • Delaware
CHANGE OF CONTROL AGREEMENT
Change of Control Agreement • January 22nd, 2009 • ARGON ST, Inc. • Measuring & controlling devices, nec • Virginia

This Agreement is made this 19th day of January, 2009, by and between Argon ST, Inc., a Delaware corporation (the “Company”), and Kerry M. Rowe (the “Executive”).

THIRD AMENDED AND RESTATED FINANCING AND SECURITY AGREEMENT
Financing and Security Agreement • January 28th, 2010 • ARGON ST, Inc. • Measuring & controlling devices, nec • Virginia

THIS THIRD AMENDED AND RESTATED FINANCING AND SECURITY AGREEMENT (this “Agreement”) is made as of the 25th day of January, 2010, by and among ARGON ST, INC., a Delaware corporation, formerly known as SensyTech, Inc., a Delaware corporation (“Argon”), COHERENT SYSTEMS INTERNATIONAL, LLC, a Delaware limited liability company (“Coherent”; Argon and Coherent are collectively and jointly and severally referred to herein as the “Borrower”) and BANK OF AMERICA, N. A., a national banking association (the “Lender”).

AGREEMENTS
Employment and Non-Competition Agreement • December 29th, 1998 • Sensys Technologies Inc • Measuring & controlling devices, nec • Michigan
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AGREEMENT
Stock Option Agreement • December 29th, 1998 • Sensys Technologies Inc • Measuring & controlling devices, nec
IN WITNESS WHEREOF, the parties hereto have caused this extension agreement to be duly executed the day and year first above written. Witnesses for Mortgagee: Comerica Bank, Successor in interest by reason of merger with Manufacturers National Bank of...
Extension Agreement • December 13th, 1995 • Daedalus Enterprises Inc • Measuring & controlling devices, nec

WITNESS THIS EXTENSION AGREEMENT entered into this ______ day of_________________, 1995, between Comerica Bank, a Michigan Banking Corporation, Successor in interest by reason of merger with Manufacturers National Bank of Detroit, N.A., whose address is 500 Woodward Avenue, Detroit, Michigan 48226 (hereinafter called "Mortgagee"), and Daedalus Enterprises, Inc., a Delaware corporation, whose address is POBox 1869, 300 Parkland Plaza, Ann Arbor, MI 48106 (hereinafter called "Mortgagor").

SIXTH AMENDMENT TO SECOND AMENDED AND RESTATED FINANCING AND SECURITY AGREEMENT
Financing and Security Agreement • March 4th, 2008 • ARGON ST, Inc. • Measuring & controlling devices, nec

THIS SIXTH AMENDMENT TO SECOND AMENDED AND RESTATED FINANCING AND SECURITY AGREEMENT (this “Agreement”) is made as of February 28, 2008, by ARGON ST, INC., a Delaware corporation, successor to SensyTech, Inc., formerly known as Sensys Technologies Inc., a Delaware corporation (“Argon”), COHERENT SYSTEM INTERNATIONAL, LLC, a Delaware limited liability company (“Coherent”), and BANK OF AMERICA, N. A., a national banking association (the “Lender”).

UNDERWRITING AGREEMENT
Sensytech Inc • October 15th, 2002 • Measuring & controlling devices, nec • Virginia
FIFTH AMENDMENT TO SECOND AMENDED AND RESTATED FINANCING AND SECURITY AGREEMENT
Financing and Security Agreement • April 6th, 2006 • ARGON ST, Inc. • Measuring & controlling devices, nec

THIS FIFTH AMENDMENT TO SECOND AMENDED AND RESTATED FINANCING AND SECURITY AGREEMENT (this “Agreement”) is made as of March 31, 2006, by ARGON ST, INC., a Delaware corporation, successor to SensyTech, Inc., formerly known as Sensys Technologies Inc., a Delaware corporation (“Argon”) (the “Original Borrower”), RADIX TECHNOLOGIES, INC., a California corporation (“Radix”) and BANK OF AMERICA, N. A., a national banking association (the “Lender”).

EQUITY PURCHASE AGREEMENT
Equity Purchase Agreement • August 16th, 2007 • ARGON ST, Inc. • Measuring & controlling devices, nec • Delaware

THIS EQUITY PURCHASE AGREEMENT (this “Agreement”) is entered into as of the 12th day of August 2007, by and among Argon ST, Inc., a Delaware corporation (“Purchaser”), CSIC Holdings LLC, a Delaware limited liability company (“Company”), Coherent Systems International, Corp., a Delaware corporation (“Parent”), those Persons listed on Schedule 1 hereto (collectively, the “Stockholders”), and Richard S. Ianieri, as a representative of Parent and all of the Stockholders (the “Seller Representative”).

AGREEMENT AND PLAN OF MERGER dated as of June 7, 2004 by and between SENSYTECH, INC. and ARGON ENGINEERING ASSOCIATES, INC.
Agreement and Plan of Merger • July 16th, 2004 • Sensytech Inc • Measuring & controlling devices, nec • Delaware

THIS AGREEMENT AND PLAN OF MERGER, dated as of June 7, 2004 (this “Agreement”), is by and between, Sensytech, Inc., a Delaware corporation (“Sensytech”) and Argon Engineering Associates, Inc., a Virginia corporation (“Argon”).

INCENTIVE STOCK OPTION AGREEMENT UNDER THE ARGON ST, INC. 2002 STOCK INCENTIVE PLAN
Incentive Stock Option Agreement • December 14th, 2005 • ARGON ST, Inc. • Measuring & controlling devices, nec

THIS AGREEMENT is entered into effective as of by and between ARGON ST, INC. (“Corporation”) and (“Optionee”), pursuant to the Corporation’s 2002 Stock Incentive Plan (the “Plan”). The Corporation hereby grants to the Optionee an Incentive Stock Option under Section 422 of the Internal Revenue Code of 1986, as amended, to purchase a total of shares of Common Stock, subject to the terms and conditions contained in the Plan and as hereinafter provided (the “Option”). Capitalized terms not defined in this Agreement shall have the meanings respectively ascribed to them in the Plan.

ARGON ST, INC. 12701 Fair Lakes Circle, Suite 800 Fairfax, Virginia 22033
ARGON ST, Inc. • July 8th, 2010 • Measuring & controlling devices, nec

We are pleased to inform you that on June 30, 2010, Argon ST, Inc. (“Argon”) entered into an Agreement and Plan of Merger (the “Merger Agreement”) with The Boeing Company, a Delaware corporation (“Parent”), and Vortex Merger Sub, Inc., a Delaware corporation (“Purchaser”) and a wholly owned subsidiary of Parent.

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