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Document Preview Employment Agreement |
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Title: |
Employment Agreement |
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Entities: |
IIT Research Institute; Stephen J. Trichka; Alion Science & Technology Corp. |
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Date: |
2003 |
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Size: |
Preview shows 3KB of 12KB total |
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Price: |
$35 |
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ID: |
#101606 |
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AGREEMENT REGARDING EMPLOYMENT
THIS AGREEMENT REGARDING EMPLOYMENT (the "Agreement") is made as of the ______day of December, 2002, by and between IIT Research Institute, an Illinois not-for-profit corporation ("Assignor"), Alion Science and Technology Corporation, a Delaware corporation ("Assignee") and Stephen J. Trichka, an individual ("Trichka").
RECITALS
WHEREAS, Assignor and Assignee entered into that certain Fourth Amended and Restated Asset Purchase Agreement, dated November 18, 2002 with effect as of June 4, 2002 (the "Purchase Agreement"), pursuant to which Assignee will acquire substantially all of the assets of Assignor as of the date hereof;
WHEREAS, Assignor and Trichka entered into that certain Employment Agreement, dated the 31st day of December, 2001 (the "Employment Agreement"), a copy of which is attached hereto as Exhibit A, pursuant to which Assignor and Trichka agreed upon the terms of Trichka's employment with Assignor;
WHEREAS, Assignor and Trichka also are parties to the Retention Incentive Agreement dated as of September 1, 2002 (the "Retention Agreement"), pursuant to which Trichka is entitled to receive an incentive payment from Assignor pursuant to the terms of such agreement and Assignor's Flexible Option Plan (the "Deferred Amount") as a result of the transactions contemplated by the Purchase Agreement but such payment obligations are among the Assumed Liabilities of Assignee under the Purchase Agreement;
WHEREAS, pursuant to the Employment Agreement, Trichka was employed as the General Counsel and as a Senior Vice President of Assignor;
WHEREAS, Trichka currently serves as the General Counsel and as a Senior Vice President of Assignee; and
WHEREAS, Assignor desires to assign and transfer to Assignee, and Assignee desires to accept and assume, all of Assignor's rights, interest and obligations in and with respect to the Employment Agreement.
NOW, THEREFORE, in consideration of the premises set forth above and the respective covenants and agreements contained in this Agreement, and for other good and valuable consideration, the receipt and sufficiency of which is hereby mutually acknowledged, and intending to be legally bound, the parties hereto hereby agree as follows:
1. Assignment and Assumption. Assignor hereby assigns, transfers and conveys to Assignee all of the rights, interest and obligations of Assignor in and with respect to the Employment Agreement, and Assignee hereby accepts the assignment, transfer and conveyance of all of the rights, interest and obligations in and with respect to the Employment Agreement.
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